Contractual Framework. 2.1. This Agreement is exclusively composed of the Agreement Documents. No communication between the Parties other than Notices shall have a contractual value.
Contractual Framework. 2.1. This Agreement is exclusively composed of the Agreement Documents. No communication between the Parties other than Notices shall have a contractual value.
2.2. Notwithstanding anything to the contrary and unless otherwise determined expressly in the relevant Notice, the Parties accept that a Notice made:
(i) by the Investor to the Company under any of txx Xxxx related to the Talent to which the Investor is a party to shall be deemed to constitute a Notice under this Agreement;
(ii) by the Company to the Investor under any of txx Xxxx to which the Investor is a party to shall be deemed to constitute a Notice under this Agreement;
2.3. The Investor declares [to have read and understood [the Agreement Documents] and agrees to be bound by such documents for good and valuable consideration.
2.4. The Investor declares that he has read and accepts the General Terms of Use.
2.5. The Terminology Equivalents are set forth in Appendix 1. The Company may amend in its absolute discretion the Terminology Equivalents at any time.
2.6. The list of Fees and Commissions is in a Schedule to this Agreement.
Contractual Framework. (a) This Agreement establishes the contractual framework for dealings between Chrysler and SCUSA related to Consumer Financing, Dealer Financing and Remarketing (individually and collectively “Dealings”). *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.
(b) Nothing in this Agreement precludes SCUSA from providing or continuing to provide, subject to, among other provisions of this Agreement, SCUSA’s obligations under Section 13.01 of this Agreement, any financial services to OEMs other than Chrysler or to dealers other than Chrysler Dealers, or from providing or, subject to any express provisions of this Agreement, continuing to provide insurance, mortgage, banking, or other non-automotive financial services.
(c) The specific terms and conditions related to individual Dealings that are not captured by this Agreement, or as to which the Parties mutually agree to provide for more specific terms as to a specific transaction, series of transactions, or type of transaction, will be the subject of separate agreements (each an “Implementing Agreement”), and unless SCUSA and Chrysler specifically agree otherwise, including in such Implementing Agreement, this Agreement shall control to the extent of any direct conflict between this Agreement and any such Implementing Agreement.
(d) Chrysler and SCUSA shall reasonably cooperate with one another and shall each assist the other in good faith in carrying out the other’s obligations under this Agreement and will execute and deliver all documents and instruments reasonably necessary and appropriate to do so.
(e) The Financing Services under this agreement will be the sole and exclusive financing services provided by SCUSA to Chrysler customers and Chrysler dealers unless otherwise agreed by Chrysler in writing. This provision is not intended to limit Chrysler customer or Chrysler Dealer financing options solely to this Agreement.
(f) The terms of this Agreement are intended to preserve the customer loyalty and dealer support benefits that have historically accrued to Chrysler as a manufacturer with an exclusive financing affiliate while at the same time assuring that SCUSA receives a competitive level of return. SCUSA recognizes Chrysler’s desire to grow its automotive business and will use all commercially reasonable efforts to support Chrysler in...
Contractual Framework. (a) This Agreement memorializes the Dealings related to Consumer Financing in the United States and establishes the contractual framework for negotiating, documenting, administering, and enforcing future Dealings in the United States related to Consumer Financing. GMAC will provide Consumer Financing services to GM Consumers in accordance with the terms of this Agreement. Such terms are intended to preserve the customer loyalty and dealer support benefits that CONFIDENTIAL TREATMENT [***] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the Securities and Exchange Commission historically accrued to GM as a manufacturer with an exclusive financing arm while at the same time assure that GMAC receives a competitive level of return. GMAC recognizes GM’s desire to grow its automotive business and will continue to support GM in that effort to the extent that it is in keeping with GMAC’s business interests.
(b) The overriding principles that govern the interpretation, administration, and implementation of this Agreement, and that reflect GM’s and GMAC’s core intent as to their business relationship under this Agreement, are as follows (“Overriding Principles”):
(i) The pricing of Retail Financing contracts under this Agreement will be based on a [***] pricing construct. Such construct will be designed and structured with the overall goal that GMAC [***]. [***]. “[***]” pricing means, with respect to any Retail Financing product, GMAC’s [***] to provide such product and related services (e.g., origination, servicing, etc.), assuming GMAC and GM have complied with all of their obligations under this Agreement, including Section 2.1(b)(ii)(B) below, less any [***],[***].
(ii) Subject to applicable and/or appropriate safety and soundness standards:
(A) GMAC’s primary business objectives will continue to include supporting the distribution, marketing, and sale of GM Products to enhance GM’s profits; and
(B) GMAC will continuously use commercially reasonable best efforts to minimize its costs of doing business to help maximize competitive Rate Support pricing.
(iii) GMAC will continue to provide broad support to GM.
(c) The Overriding Principles form binding, affirmative obligations of the parties and apply to all Dealings under this Agreement, unless (i) otherwise indicated herein, or (ii) GM and GMAC specifically agree to exclude one or more Dealings from application of the Overrid...
Contractual Framework. (a) This Agreement establishes the contractual framework for dealings between Chrysler and Ally in the United States, including Puerto Rico on a best efforts basis, related to Consumer Financing, Dealer Financing, Remarketing, and Insurance (individually and collectively “Dealings”).
(b) From time to time, at Chrysler’s option and upon reasonable advance notice to Ally, Chrysler may designate as “Chrysler Products” any motor vehicles sold under a brand of Fiat Group Automobiles S.p.A. and distributed through Chrysler Dealers, in which case this Agreement will apply to such vehicles.
(c) Each party will each use commercially reasonable efforts to cause its respective Subsidiaries in the United States, Canada, Mexico, as applicable, to agree to be bound by the terms of this Agreement to their dealings by executing one or more Opt-in Agreements in substantially the form attached to this Agreement as Exhibit A.
(i) Upon execution of an Opt-in Agreement, the Subsidiary accedes to the rights, benefits and obligations of this Agreement, with those specific modifications, exceptions or additions set forth in a particular Opt-in Letter as necessary or appropriate to reflect operating and financing conditions in the relevant local market.
(ii) If a Subsidiary ceases to be a Subsidiary of a party, then the other party may terminate all rights and obligations with respect to that former Subsidiary effective on 60 days’ prior notice.
(iii) The parties may from time to time agree on the inclusion of their respective Subsidiaries in additional markets into this Agreement, the inclusion of which will be evidenced by the execution and delivery by such Subsidiaries of additional Opt-in Agreements.
(d) Nothing in this Agreement precludes Ally from providing or continuing to provide any financial services to OEMs other than Chrysler or dealers other than Chrysler Dealers, or from providing or continuing to provide insurance, mortgage, banking, or other non-automotive financial services.
(e) The specific terms and conditions related to individual Dealings in the United States that are not captured by this Agreement, or as to which the parties mutually agree to provide for more specific terms as to a specific transaction, series of transactions, or type of transaction, will be the subject of separate agreements (each an “Implementing Agreement”), and unless Ally and Chrysler specifically agree otherwise, including in such Implementing Agreement, this Agreement controls to the e...
Contractual Framework. 1. The Parties hereby agree and undertake to apply the standard provisions listed in paragraph (2) below in all contracts granting network access to third parties pursuant to sentence 7 of section 20(1b) of the Energy Industry Act.
2. The appendices to this Agreement set forth standard terms and conditions for the following types of contract:
a) Entry/Exit Agreement for Transportation Services on Entry/Exit Systems, to be entered into by TSOs and Shippers (Appendix 1)
b) Entry/Exit Agreement for Transportation Services on Entry/Exit Systems, to be entered into by DSOs operating entry/exit systems and Shippers (Appendix 2)
c) Supplier Framework Agreement, to be entered into by DSOs operating postage-stamp tariff systems or operators of closed distribution networks within the scope of section 110 of the Energy Industry Act and Suppliers in their capacity as Shippers (Appendix 3)
d) Balancing Group Contract, including an appendix setting out supplementary provisions for Biogas Balancing Group Contracts, to be concluded between the Market Area Manager and Balancing Group Managers (Appendix 4)
e) Agreement on the Linking of Balancing Groups pursuant to Section 17(3) of the Balancing Group Contract Terms & Conditions, to be concluded between the Market Area Manager and Balancing Group Managers (Appendix 5)
f) Connection and Use of Connection Agreement for Biogas Plants, to be entered into by Network Operators and relevant Connection Customers and/or Connection Users (Appendix 6)
g) Biogas Entry Agreement for the Injection of Biogas into Distribution Networks, to be entered into by DSOs and Shippers who transport biogas (Appendix 7)
3. Supplementary terms and conditions relating to any of the standard contracts listed in paragraph (2) above may only be adopted insofar as they relate to the matters listed below for that type of contract and only where this is required to provide additional rules supplementing those set out in the standard terms and conditions, provided they do not conflict with the standard terms and conditions set forth in relation thereto. Any and all such supplementary terms and conditions shall be set out separately from the standard terms and conditions.
a) Entry/Exit Agreement for Transportation Services on Entry/Exit Systems, to be entered into by TSOs and Shippers (Appendix 1) • rules for the assignment of discounted and undiscounted Capacity to individual accounts by means of different shipper codes in accordance with the administrative r...
Contractual Framework. Hierarchy
Contractual Framework. The RENTAL contract (hereinafter referred to as the "Contract") is made up of (i) the ORDER FORM (ii) these GENERAL CONDITIONS OF RENTAL (iii) the ORDER SUMMARY (iv) the privacy policy, which are a substantial and integral part thereof. In case of conflict between these GENERAL CONDITIONS OF RENTAL and the ORDER FORM, the latter shall prevail.
Contractual Framework. The Contractual Framework, all of the contractual documents binding the Parties, consists of the following documents: These General Terms and Conditions and their appendices, The Special Terms and Conditions including acceptance of the General Terms and Conditions, as well as the list of contacts of the TSO and the Qualified Supplier, as defined in Appendix 1.
Contractual Framework. Unless this Agreement expressly provides otherwise, the provisions of the General Regulations and other relevant contractual provisions agreed between ING and the customer shall apply to the platform described herein.
