Additional Legal Terms Sample Clauses

Additional Legal Terms. 6.1. The relationship between the Grantee and WMF established by this Agreement is that of independent contractors, and nothing in this Agreement shall be construed to make either Party the partner, joint venturer, legal representative, or agent of the other Party. 6.2. Neither Party shall have the right or authority to assume, create, or incur any liability or any obligation of any kind, either expressed or implied, in the name or on behalf of the other Party. 6.3. Neither Party shall have the power to direct or control the day-to-day activities of the other Party. 6.4. The Grantee, its directors, officers, employees, or volunteers, shall not be entitled to any privileges, immunities, compensation, or reimbursements from WMF (except as otherwise provided herein). 6.5. The Grantee agrees to indemnify, defend, and hold harmless WMF, its officers, directors, employees, and agents, from and against all claims, liabilities, actions, charge, prejudice, damages, costs, losses, and expenses, including legal expenses and attorneys’ fees, directly, indirectly, wholly, or partially arising from or in connection with any act or omission of the Grantee, its employees, or its agents, in applying for or accepting the Grant, in expending or applying the Grant or in carrying out the Program Plan or any other activity funded or financed by the Grant, the non- observance or breach of the representations and/or obligations of this Agreement by the Grantee, or a wrongful act or omission perpetrated by the Grantee or by any of its agents, provided that such claims, liabilities, actions, charge, prejudice, damages, costs, losses, and expenses were not directly or indirectly caused by WMF, its officers, directors, employees, and agents. 6.6. In the event of a dispute between the Parties, both Parties agree to a mandatory mediation process (before going to a court) to be conducted in person before a certified mediator agreed by the Parties. Upon completion of good faith mediation and certification of an impasse by the mediator, either Party may bring suit no sooner than thirty (30) days following the certification of impasse. 6.7. As a condition of this Agreement, Xxxxxxx agrees to report immediately to WMF any knowledge of, or reasonable suspicion of malfeasance, including the misappropriation of the Grant by the Grantee, its employee, volunteer, or agent. Upon reasonable suspicion of such malfeasance, WMF may have an audit performed on the financial operations of the Grantee, i...

Additional Legal Terms. Remember that Your use of the Platform is at all times also subject to the AHA Platform Terms and Conditions xxx.xxxxxxxxxxxxxxxxxx.xxx, the AHA Privacy Policy & Standards and the AHA Privacy Statement, and all applicable AHA Mobile App Agreements, which are incorporated into this Volunteer Health Mentor Subscription Agreement. MAKE SURE TO READ AND UNDERSTAND ALL THE DOCUMENTS MAKING UP THE AGREEMENT.

Additional Legal Terms. To the extent the processing of Customer Personal Data is subject to an Applicable Privacy Law described in Appendix 3 (Specific Privacy Laws), the corresponding terms in Appendix 3 will apply in addition to these General Terms and prevail as described in Section 14.1 (Precedence).

Additional Legal Terms. The paragraphs, which follow, contain terms, which are common and necessary in agreements such as this and are a material part of this EDI Agreement:

Additional Legal Terms. New Derivative Works: If HMH approves any specific use of the Licensed Property in accordance with the License, Licensee may combine such approved Licensed Property with other intellectual property owned by Licensee (“Derivative Works”). Licensee shall own the copyrights to such derivative works, but not the Licensed Property incorporated therein. Licensee shall maintain, defend and preserve HMH’s rights in the Licensed Property embodied therein. HMH and Licensee Representatives: Licensee shall dedicate two employees each to be responsible for receiving and requesting (and each to individually have full authority to receive and request) approvals under the License. HMH shall designate one individual to be responsible for receiving and requesting approvals under the License. Approved Uses: Requests for approvals shall be accompanied by prototypes and samples. All approved uses shall conform in all material respects to such prototypes and samples. Licensee shall use its reasonable best efforts to preserve the goodwill of the Licensed Property. Licensee’s use of the Licensed Property shall be of a quality at least as high as currently in effect. Representations and Warranties: HMH shall represent and warrant to Licensee that he has not entered into any agreement with any person or entity that would be violated by HMH’s entry into the License. HMH shall make no other representation or warranty with respect to the Licensed Property. Third Party Infringements: Licensee may not pursue infringement, misappropriation or similar actions relating to the Licensed Property without HMH’s consent, which shall not be unreasonably withheld. At HMH’s request, unless the Licensed Property is an incidental and immaterial part of the Derivative Work), Licensee shall, at Licensee’s expense, prosecute all potential infringement, dilution, libel and other diminution in the goodwill of the Derivative Works unless Licensee’s and HMH’s outside counsel agree that there is no reasonable basis for such prosecution. Licensee and HMH shall share equally all proceeds from such actions, after Licensee receives its related out of pocket costs/expenses. Licensee shall not pursue any actions involving the Licensed Property without HMH’s prior written consent. Indemnity: Licensee shall indemnify and hold harmless HMH for all liabilities and losses related to Licensee’s business, assets, products or services; Licensee’s use of the Licensed Property; acts or omissions of Licensee’s employees, di...

Additional Legal Terms. These Terms of Service, your rights and obligations, and all actions contemplated by these Terms of Service will be governed by the laws of the United States of America and the Commonwealth of Pennsylvania,, as if these Terms of Service were a contract wholly entered into and wholly performed within the Commonwealth of Pennsylvania. Any dispute relating to the above shall be resolved solely in the state or federal courts located in or serving Xxxxxxxxxx County, Pennsylvania. These Terms of Service will not be governed by the United Nations Convention. If any provision in these Terms of Service is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect, and the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision. These Terms of Service are the entire and final agreement regarding the Website and their content, and supersede any prior or contemporaneous communications between the Website and you regarding the Website and its content.

Additional Legal Terms. There is a NO REFUNDS policy. By signing this Agreement, you acknowledge that no one has represented to you that refunds are available. Even if you cannot participate for any reason, you will continue to be billed according to the schedule in Section 1 of this Agreement through the end of the Term. [Company Name] considers this policy a material inducement to entering into this Agreement, and would not have done so unless this No Refunds policy were included. If you initiate a chargeback, Company may assess a $250 fee for administrative time required in responding to the chargeback.

Additional Legal Terms. The additional terms in this section apply to your Account and all Services. Services include, among others, online and mobile banking, the Bill Payment Service, Mobile Remote Deposit Capture, and Stock-Back Debit Card. Stash and the Bank and our third-party service providers reserve all rights, titles, and interests in and to the Services, and you only have the limited rights explicitly granted under this Agreement.

Additional Legal Terms. You hereby undertake that the Agreement is a binding legal contract between you and us. This Agreement is in addition to, and does not affect, amend or change the Platform XXXX you have signed with the Platform. Please be aware that for the abundance of caution we may require you to affect and sign certain documents in electronic form.

Additional Legal Terms. 3a. This Agreement shall be governed, construed and enforced in accordance with the laws of the United States of America and of the State of Florida. Any and all disputes hereunder shall be submitted exclusively to the jurisdiction in Miami, Florida. This Agreement constitutes the entire and only agreement between the parties for the Services related to the Purpose and all other prior negotiations, representations, agreements, and understandings are superseded hereby. No agreements altering or supplementing the terms hereof may be made except by means of a written document signed by the duly authorized representatives of the parties. 3b. THE DATA SERVICES ARE BEING PROVIDED ON AN “AS IS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. GOBOT DOES NOT WARRANT AND SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS THAT THE OPERATION OR USE OF THE DATA SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. IN NO EVENT SHALL GOBOT BE LIABLE FOR ANY DAMAGE WHATSOEVER ARISING OUT OF THE USE OF OR INABILITY TO USE DATA SERVICES, EVEN IF GOBOT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING EXCLUSIONS AND LIMITATIONS WILL APPLY TO ALL CLAIMS AND ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), OR ANY OTHER GROUNDS. GOBOT’S ENTIRE LIABILITY, IF ANY, FOR ALL CAUSES OF ACTIONS ARISING FROM THIS AGREEMENT OR THE USE OF THE DATA SERVICES SHALL NOT EXCEED $500.