Entire Agreement; Prior Agreements; Severability Sample Clauses

Entire Agreement; Prior Agreements; Severability. This Agreement, the Correspondent Guidelines, which are incorporated by reference herein in their entirety as provided above, and any other agreement, document or instrument attached hereto or referred to herein or in the Correspondent Guidelines constitute the entire agreement between the parties and supersede all prior and contemporaneous agreements, representations, and understandings, written or oral, express or implied, concerning the subject matter of this Agreement. In the event of any conflict between the terms, conditions and provisions of this Agreement, the Correspondent Guidelines, and any such agreement, document or instrument, the terms, conditions and provisions of this Agreement shall prevail. Any additions, changes, amendments or modifications of this Agreement must be in writing and executed by each of the parties hereto; provided, however, that Purchaser may from time to time amend or update the Correspondent Guidelines by delivering program announcements, bulletins and the like to Correspondent or posting them on Purchaser’s website and/or portal in the manner contemplated in the Correspondent Guidelines, each of which shall be effective as indicated therein. The invalidity or unenforceability of any portion of this Agreement shall not affect the remaining provisions.
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Related to Entire Agreement; Prior Agreements; Severability

  • 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.

  • 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.

  • General Provisions In connection with any Registration Statement and any Prospectus required by this Agreement to permit the sale or resale of Transfer Restricted Securities (including, without limitation, any Registration Statement and the related Prospectus required to permit resales of Initial Securities by Broker-Dealers), each of the Company and the Guarantors shall:

  • Warranties a. The Investor(s) makes the following representations and warranties to Escrow Agent:

  • Agreement The parties agree as follows:

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • Governing Law and Venue This Contract has been negotiated and executed in the state of California and shall be governed by and construed under the laws of the state of California. In the event of any legal action to enforce or interpret this Contract, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the parties specifically agree to waive any and all rights to request that an action be transferred for adjudication to another county.

  • Term of Agreement This Agreement shall continue in full force and effect until the tenth (10th) anniversary of Bank Closing; provided, that the provisions of Section 6.3 and 6.4 shall survive the expiration of the term of this Agreement; and provided further, that the receivership of the Failed Bank may be terminated prior to the expiration of the term of this Agreement, and in such event, the guaranty of the Corporation, as provided in and in accordance with the provisions of Section 12.7 shall be in effect for the remainder of the term of this Agreement. Expiration of the term of this Agreement shall not affect any claim or liability of any party with respect to any (i) amount which is owing at the time of such expiration, regardless of when such amount becomes payable, and (ii) breach of this Agreement occurring prior to such expiration, regardless of when such breach is discovered.

  • Governing Law and Jurisdiction 39.1 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.

  • Effect of Termination Upon any expiration of the Term or termination of this Agreement, the obligations and rights of the parties hereto shall cease, provided that such expiration or termination of this Agreement shall not relieve the parties of any obligation or breach of this Agreement accruing prior to such expiration or termination, including, without limitation, all accrued payment obligations arising under Article 6. In addition, Article 5, Article 7, Section 2.12, Section 4.5, and this Section 4.6 shall survive the expiration or termination of this Agreement. For the avoidance of doubt, the rights of Registry Operator to operate the registry for the TLD shall immediately cease upon any expiration of the Term or termination of this Agreement.

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