Other Related Matters. (a) The provisions of this Agreement, to the extent that they restrict or eliminate the duties and liabilities of a Covered Person otherwise existing at law or in equity, are agreed by the Members to replace, to the fullest extent permitted by applicable Law, such other duties and liabilities of such Covered Person.
Other Related Matters. With respect to any Service, the Company agrees that (i) all software, hardware or data store, procedures and materials provided to the Company by or on behalf of Hxxxxx in connection with such Service are solely for the use of the Company solely for purposes of using such Services during the Term (provided that benefits received by third parties in the ordinary course of business conducted with the Company shall not be subject to this Section 5.05); (ii) title to any software, hardware or data store or any other intellectual property or proprietary right of any kind used in performing such Service shall, as between the Company and Hxxxxx, remain in Hxxxxx; (iii) the Company shall not copy, modify, reverse engineer, decompile, distribute or in any way alter or make derivative works of any software, hardware or data store used in performing such Service without Hxxxxx’ prior written consent; and (iv) the Company shall comply with any and all usage guidelines pertaining to any Service and provided by or on behalf of Hxxxxx, including without limitation, any and all usage guidelines pertaining to software, data, or other intellectual property or proprietary rights. Notwithstanding the foregoing, any assets acquired or purchased by the Company for its own account, shall not be subject to this Section 5.05. Except as expressly set forth in this Agreement, nothing in this Agreement or in the performance or use of the Services under this Agreement shall be deemed to transfer, assign or otherwise convey any rights, title or interests in or to any intellectual property or proprietary rights of one party to the other party. Nothing in this Article 5 shall be construed as obligating any party hereto to disclose its Confidential Information to any other party or person, or as granting to or conferring on any other party or person, expressly or by implication, any rights or license to the first party’s Confidential Information; provided that the parties acknowledge that, in order to perform the Services, Hxxxxx shall have custody of and usage of certain of the Company’s Confidential Information and the Company hereby grants to Hxxxxx the right to do so in accordance with this Agreement. Hxxxxx agrees that all right, title and interest in and to all records, data, files, input materials, reports, forms and other data received, computed, used and/or stored pursuant to this Agreement which relate to the MCD Business as conducted by the Company after the Effective Date are...
Other Related Matters. The Company shall have delivered a letter addressed to the Noteholders with respect to certain other matters relating to the Transaction Documents the receipt of which shall have been acknowledged by special counsel to the Noteholders.
Other Related Matters. Any funding or payment of the Carve Out shall be added to, and made a part of, the Prepetition First Lien Indebtedness secured by the Collateral and shall be otherwise entitled to the protections granted under this Interim Order, the Prepetition First Lien Credit Documents, the Bankruptcy Code, and applicable law.
Other Related Matters. 68.10.The Employer will support any Employee who takes leave by:
Other Related Matters. 28. Overpayments and Underpayments Occasions may arise where employees receive remuneration or other payments that exceed the employee's entitlements. Any money paid by mistake regardless of the magnitude shall be recoverable as follows:
Other Related Matters. Grantee may postpone from time to time any sale by it to be made under or by virtue of this Security Instrument by announcement at the time and place appointed for such sale or for such postponed sale or sales; and, except as otherwise provided by any applicable provision of law, Grantee, without further notice or publication, may make such sale at the time and place to which the same shall be so postponed. Upon the completion of any sale or sales made by Grantee under or by virtue of this section 24, Grantee shall execute and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and sufficient instruments conveying, assigning and transferring all estate, right, title and interest in and to the Property and rights sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any such sale or sales made under or by virtue of this section 24, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, shall operate to divest all of the estate, right, title, interest, claim and demand whatsoever, whether at law or in equity, of Borrower in and to the properties and rights so sold, and shall be a perpetual bar both at law and in equity against Borrower and against any and all persons claiming or who may claim the same, or any part thereof from, through or under Borrower. Upon any sale made under or by virtue of this section 24 whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, Grantee may bid for and acquire the Property or any part thereof and, in lieu of paying cash therefor may make settlement for the purchase price by crediting upon the indebtedness of Borrower secured by this Security Instrument the net sales price after deducting therefrom the expenses of the sale, and the cost of such action and any other sums which Grantee is authorized to deduct under this Security Instrument. Grantee, upon so acquiring the Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same in any manner permitted by applicable laws. To the full extent permitted by applicable law, the Property or any part thereof, may be sold in one parcel and as an entirety, or in such parcels, manner or order as Grantee i...
Other Related Matters. With respect to any Service, and subject to Section 5.3, Service Recipient agrees that (a) all software, hardware or data, procedures and materials provided to Service Recipient or its Subsidiaries by or on behalf of Service Provider or its Affiliates in connection with such Service are solely for the use of Service Recipient and its Subsidiaries with respect to the Spinco Business or the Remainco Business, as applicable, and solely for purposes of using such Service for the Spinco Business or the Remainco Business, as applicable, during the Term, (b) other than that which is owned by Service Recipient, Service Recipient shall not, and shall cause its Subsidiaries not to, copy, modify, reverse engineer, decompile, distribute or in any way alter or make derivative works of any software, hardware or data used in performing such Service without Service Provider’s prior written consent, (c) other than that which is owned by Service Provider, Service Provider shall not, and shall cause its Subsidiaries not to, copy, modify, reverse engineer, decompile, distribute or in any way alter or make derivative works of any software, hardware or data used in performing such Service without Service Recipient’s prior written consent, (d) Service Recipient shall, and shall cause its Subsidiaries to, comply with any and all reasonable usage guidelines pertaining to any Service and provided by or on behalf of Service Provider or its Affiliates, including any and all usage guidelines pertaining to software, data, or other Intellectual Property or proprietary rights, provided that compliance with such guidelines shall in no way limit the Parties’ rights and obligations set forth herein, and (e) Service Provider shall, and shall cause its Subsidiaries to, comply with any and all reasonable usage guidelines pertaining to any Service and received by or on behalf of Service Recipient or its Subsidiaries, including any and all usage guidelines pertaining to software, data, or other Intellectual Property or proprietary rights; provided that compliance with such guidelines shall in no way limit the Parties’ rights and obligations set forth herein.
Other Related Matters. It is acknowledged that subsequent to the execution of this Agreement and on the date hereof, pursuant to that certain Consent the expiration date of the 364-Day Revolving Credit Facility has been extended and that the 364-Day Revolving Credit Commitment has been increased in an aggregate amount of $20,000,000 along with the corresponding update of Schedule 1.1(B) to give effect to the increase in the 364-Day Revolving Credit Commitment.
