Defense of this Agreement Sample Clauses

Defense of this Agreement. If any Person commences any action or proceeding seeking to characterize this Agreement or any interest thereunder, for any reason (i) as constituting, creating or providing a “proprietary interest” in gaming activities or gaming operations or (ii) constituting a “management contract” or a “management agreement,” in either case in violation of IGRA, the Authority will, at its own cost, object to any such characterization and support and defend this Agreement, as not creating providing or constituting any “proprietary interest” in gaming activities and not constituting a “management contract” or a “management agreement,” in either case in violation of IGRA or any other Law.
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Defense of this Agreement. The Parties agree to participate and cooperate in defending any legal proceeding challenging the validity or applicability of any terms of this Agreement and will seek to intervene in any action, if appropriate, to make such defense. The Sanitary District shall be responsible for retaining counsel and paying the legal fees and expenses of counsel to oppose any such legal proceeding, and counsel employed by the Sanitary District shall, unless otherwise agreed, be the lead counsel. Leland may employ separate counsel, if it wishes to do so, at its own expense.
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Defense of this Agreement. The Parties agree to vigorously and actively defend this Agreement, any resulting Consent Decree, and all terms embodied therein as fair and reasonable, to vigorously and actively defend the same against any challenge by any individual or entity. The Parties further agree not to undermine directly or indirectly this Agreement, any resulting Consent Decree or any terms set forth therein for so long as this Agreement or any resulting Consent Decree remains in effect.
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Defense of this Agreement. If a third-party files a legal action regarding LBCWD’s approval of this Agreement or the pursuit of the activities contemplated by this Agreement, LBCWD may terminate this Agreement on thirty (30) days written notice to EBSD of LBCWD’s intent to terminate this Agreement, referencing this Section VI.E.ii, without any further obligation to perform the terms of this Agreement and without any liability to LBCWD resulting from such termination, unless EBSD unconditionally agrees to indemnify and defend LBCWD, with legal counsel reasonably acceptable to Seller, against such third-party legal action, as provided in the next sentence. Within thirty (30) days of receipt of LBCWD’s notice of intent to terminate this Agreement, as provided in the preceding sentence, EBSD may offer to defend LBCWD, with legal counsel of LBCWD’s choosing, in the third-party legal action and pay all of the costs of litigation, including but not limited to court costs, reasonable attorney’s fees, monetary awards, sanctions, attorney’s fee awards, expert witness and consulting fees, and the expenses of any and all financial or performance obligations resulting from the disposition of the legal action. Any such offer from EBSD must be in writing and reasonably acceptable to LBCWD in both form and substance. Nothing contained in this Section VI.E.ii shall be deemed or construed to be an express or implied admission that LCWD is liable to EBSD or any other person or entity for damages alleged from any alleged or established failure of LBCWD to comply with any law.
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Related to Defense of this Agreement

  • SCOPE OF THIS AGREEMENT 2.1. This Agreement, including Parts A through L, Tables One and Two and exhibits, specifies the rights and obligations of each Party with respect to the establishment, purchase, and sale of Local Interconnection, Collocation, resale of Telecommunications Services and Unbundled Network Elements. Certain terms used in this Agreement shall have the meanings defined in PART A – DEFINITIONS, or as otherwise elsewhere defined throughout this Agreement. Other terms used but not defined in this Agreement will have the meanings ascribed to them in the Act and in the FCC’s and the Commission’s rules, regulations and orders. PART B sets forth the general terms and conditions governing this Agreement. The remaining Parts set forth, among other things, descriptions of the services, pricing, technical and business requirements, and physical and network security requirements.

  • Execution of this Agreement In lieu of an original signature to this agreement, Landlord will accept a valid and legitimate electronic and/or facsimile signature of the Resident. In so doing, Resident hereby acknowledges his or her endorsement and acceptance of this agreement, and he or she waives any challenge to validity of this agreement based on Resident’s endorsement by electronic and/or facsimile signature. THE RESIDENT HEREBY EXPRESSLY AGREES TO THE USE OF ELECTRONIC SIGNATURES FOR THIS LEASE.

  • Breach of this Agreement If the Executive commits a breach, or threatens to commit a breach, of any of the provisions of Sections 7, 8 or 9 of this Agreement, then the Company shall have the right and remedy to have those provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed by the Executive that the rights and privileges of the Company granted in Sections 7, 8 and 9 are of a special, unique and extraordinary character and any such breach or threatened breach will cause great and irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company.

  • Amendment of this Agreement No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought, and no amendment of this Agreement shall be effective until approved in a manner consistent with the 1940 Act and rules and regulations thereunder and any applicable SEC exemptive order therefrom.

  • Duration of this Agreement The Term of this Agreement shall be as specified in Schedule A hereto.

  • Operation of this Agreement This Agreement shall take effect on and from the date of this Agreement. The parties must execute and enter into this Agreement as soon as possible after the Development Consent is granted and prior to the issue of any Construction Certificate that relates to any building work, other than demolition, excavation, piling, shoring and ancillary work for construction purposes including site hoardings and temporary site sheds that relates to works contained in DA-152/2021/B.

  • TERMINATING THIS AGREEMENT You can terminate this Agreement at any time by notifying us in writing and by discontinuing the use of your Logon ID. We can also terminate this Agreement and revoke access to Online Banking at any time. Whether you terminate the Agreement or we terminate the Agreement, the termination will not affect your obligations under this Agreement, even if we allow any transaction to be completed with your Logon ID after this Agreement has been terminated.

  • Performance of this Agreement Buyer shall have duly performed or complied with all of the obligations to be performed or complied with by it under the terms of this Agreement on or prior to the Closing Date.

  • Terms of this Agreement The Parties acknowledge that this Agreement and all of the respective terms of this Agreement shall be treated as Confidential Information of both Parties.

  • Effect of this Agreement Subject to the Corporation’s right to terminate the Option pursuant to Section 7.4 of the Plan, this Option Agreement shall be assumed by, be binding upon and inure to the benefit of any successor or successors to the Corporation.

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