Conduct Arrangements for any Residual Contract Sample Clauses

Conduct Arrangements for any Residual Contract. 7.18.1 The Seller and the Purchaser acknowledge that in certain circumstances, including without limitation in the case of the Assigned Transferred Contracts and the Relevant Assigned Transferred Contracts, an assignment of and/or the granting of a Collateral Warranty in respect of a Transferred Contract but not including, save where otherwise directed in writing by the Purchaser, any trust arrangement in respect of a Transferred Contract which shall be subject to the provisions of clause 7.7 to 7.10 (inclusive), the Seller and/or any Affiliate of the Seller may remain a party to a Transferred Contract following Completion (each a "Residual Contract"). In such circumstances, the Seller shall, in accordance with the provisions of clauses 7.18.2 and 7.18.3, consult the Purchaser in respect of the exercise of any discretion under any Residual Contract:
Sample 1
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Related to Conduct Arrangements for any Residual Contract

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

  • WHEREAS the Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"); and

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

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