Conflict with Articles Clause Samples
The 'Conflict with Articles' clause establishes which document prevails if there is an inconsistency between the contract and a company's articles of association or similar governing documents. Typically, this clause specifies that the terms of the contract will override any conflicting provisions in the articles, ensuring that the parties' agreement takes precedence. This is particularly relevant in shareholder agreements or joint venture contracts, where the parties want to ensure their negotiated terms are not undermined by pre-existing company rules. The core function of this clause is to provide certainty and avoid disputes by clearly stating which document governs in the event of a conflict.
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Conflict with Articles. Where the provisions of the Articles conflict with the provisions of this Deed, the Members agree that the provisions of this Deed shall prevail, to the intent that they shall if necessary in any case procure the amendment of the Articles to the extent required to enable the Company and its affairs to be administered as provided herein.
Conflict with Articles. In the event of any conflict between the provisions of this Agreement and the provisions of the Amended Articles, as between the parties to this Agreement the provisions of this Agreement shall prevail. The parties agree to use their best endeavors to take such steps and, without limitation to the generality of the foregoing, to exercise the voting rights in respect of all shares of the Company held by them and to amend the Amended Articles in such manner as the Company is advised by its Cayman Islands counsel will remove any such conflict and give effect to the provisions of this Agreement.
Conflict with Articles. It is expressly agreed that whether or not the Articles of Association fully incorporate the provisions hereof, or any of them, the parties' rights and obligations shall be governed by this Agreement which shall prevail, to the extent lawful, in the event of any ambiguity or inconsistency between this Agreement and the Articles of Association.
Conflict with Articles. If, in connection with the relationship between the parties, a conflict exists between the interpretation of the Articles and the Agreement, this Agreement will prevail.
Conflict with Articles. In the event of any inconsistency between this Agreement and the Articles, this Agreement will govern to the extent of the inconsistency and, at the request of any Party, the Parties will forthwith make all changes to the Articles as are necessary and lawful to render them not inconsistent with this Agreement.
Conflict with Articles. In the event of any conflict between the Articles of Organization and this Agreement, the provisions of this Agreement shall govern to the extent not contrary to law.
Conflict with Articles. In the event of any conflict or inconsistency between the provisions of this Agreement and the provisions of the Company’s Articles or other constitutional documents, the terms of this Agreement shall prevail as between the shareholders of the Company only. The Investors and the Key Holders shall, notwithstanding the conflict or inconsistency, act so as to effect the intent of this Agreement to the greatest extent possible under the circumstances and shall promptly amend the conflicting constitutional documents to conform to this Agreement to the greatest extent possible.
Conflict with Articles. In the event of any conflict between the provisions of this Agreement and the provisions of the memorandum and articles of association of the Company, as between the Parties the provisions of this Agreement shall prevail.
Conflict with Articles. 6.1 In the event of any conflict between the terms of this Agreement and any provision of the Articles this Agreement shall prevail.
Conflict with Articles. If there shall be any conflict between the terms of this Agreement and the Articles of Association, as between the Shareholders the terms of this Agreement shall prevail.