Entire Agreement; Severability; Waiver. This Agreement contains the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings and agreements relating to its subject matter. In the event any provision of this agreement is held by a proper authority to be prohibited by law or unenforceable, such provision will be amended and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect. Waiver or modification of the agreement will be valid unless in writing signed by authorized representatives of each party. 8.2
Entire Agreement; Severability; Waiver. This Agreement, together with all Exhibits and other attachments hereto, constitutes and represents the entire agreement between the Licensor and Licensee, and supersedes all prior agreements and understandings, with respect to the matters covered by this Agreement. All Exhibits and attachments to this Agreement are incorporated herein by reference as if set forth in f ull. To the extent this Agreement conflicts with the terms of any exhibit, attachment, purchase order, or invoice, the terms of this Agreement shall govern. End User agrees that it has not entered into this Agreement based on any representations other than those contained herein. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, shall be effective unless agreed to in writing by both parties. If any of the provisions of this Agreement is held by a court of competent jurisdiction to be invalid under any applicable statute or rule of law, such provision shall, to that extent, be deemed omitted, and the remaining portions of this Agreement shall rem ain in f ull f orce and effect. The waiver of a breach or default or any delay in exercising any rights shall not constitute a waiver of any subsequent breach or default. The headings are for convenience and shall not be used to construe this Agreement.
Entire Agreement; Severability; Waiver. 19.1.This Agreement, the Guidelines and any subsequent Assignments pursuant to this Agreement, contain the complete and exclusive agreement and understanding of the parties here to with respect to the subject matter hereof, and merges and supersedes all prior agreements, discussions and writings with respect thereto. If any term or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be found to be invalid, void or unenforceable, the remaining provisions of this Agreement and application thereof shall continue in full force and effect without impairment or invalidation. Failure to exercise or delay in exercising any right or remedy provided by this Agreement or by law shall not constitute a waiver of any right or remedy by either party. No single or partial exercise of a right or remedy provided by this Agreement or by law prevents further exercise of a right or remedy or the exercise of any other right or remedy by any party.
Entire Agreement; Severability; Waiver. (1) The forgoing constitutes the entire agreement between the Parties hereto on the subject-matter.
Entire Agreement; Severability; Waiver. This Master Agreement is the entire agreement between You and Epilogue with respect to its subject matter and supersedes all prior oral and written understandings, communications or agreements between you and Epilogue regarding that subject matter. No amendment to or modification of this Master Agreement will be valid or binding unless it is in writing and executed by authorized representatives of both parties. If any provision of this Master Agreement is found to be void or unenforceable, the provision will be stricken or modified and the remainder of this Master Agreement will remain in full force and will not be terminated. A waiver of any default is not a waiver of any subsequent default. All waivers must be in writing to be effective.
Entire Agreement; Severability; Waiver. This Agreement (inclusive of any Order Document) sets forth the complete and final agreement of the parties concerning the use of the Managed Service, and supersedes, replaces all prior agreements, written and oral, between them concerning the subject matter hereof. If a term of` this Agreement to be invalid or unenforceable, the remaining provisions will continue in full force and effect. A party’s consent to, or waiver of, enforcement of this Agreement on one occasion will not be deemed a waiver of any other provision or such provision on any other occasion.
Entire Agreement; Severability; Waiver. This Agreement together with the Series Seed Stock Purchase Agreement constitute the entire agreement between the parties hereto and thereto concerning the matters covered herein and supersede all prior agreements and/or understandings, between the parties, whether written or oral, concerning the matters addressed herein; and there are no understandings, agreements, representations or warranties, express or implied, which are not specified in writing and signed by the parties hereto. In the event that any of the terms of this Agreement are or become illegal or unenforceable, such terms shall be null and void and shall be deemed deleted from this Agreement, and all the remaining terms of this Agreement shall remain in full force and effect. No waiver of any provision of this Agreement, nor consent to any departure by either party therefrom, shall in any event be effective unless the same shall be in writing and signed by the party to be charged with the waiver or consent, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.
Entire Agreement; Severability; Waiver. This Lease, together with the Acceptance Certificate, Schedules and other attachments hereto, and other documents or instruments executed by Xxxxxx and Lessor in connection herewith, constitute the entire agreement between the parties with respect to the Lease of the Equipment, and this Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of this Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of this Lease; provided that such invalidation does not render performance of this Lease impracticable or defeat the purpose of this Lease or the basic rights of any party hereto. The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. By signing below Lessee hereby warrants and certifies that the governing body of the Lessee has determined that this agreement is in the best interest of the Lessee, approved the entering into this agreement and designated and authorized the person signing below to execute this agreement and related documents on behalf of the Lessee.
Entire Agreement; Severability; Waiver. (1) The forgoing constitutes the entire agreement between the Parties hereto on the subject-matter. (2) If any part of this Agreement is held by any Court or authority of competent jurisdiction as void or without effect it shall be limited to that extent and be binding on all parties hereto at the relevant time as a severable part thereof with nothing to affect the rest of this Agreement. (3) A failure or a waiver of exercise of any right or power or benefits under this agreement by a Partner or Designated Partner or on their behalf shall not operate as a waiver of the same for ever during the term of this agreement nor any delayed exercise of any right or power or benefit by a Partner or Designated Partner or on their behalf under this Agreement deemed as a waiver.
Entire Agreement; Severability; Waiver. The Agreement supersedes and cancels any previous agreements related to the distribution of Accepted Content other than agreements which govern Content submitted by Image Partners of Getty Images. Where Getty Images has previously provided you funds to create Content through an advance, assignment or other agreement that governs specifically identified Content generated for Getty Images, the terms of this Agreement shall apply except that any lower royalty rate under the earlier agreement shall continue to apply to the Content submitted under that agreement for such period as might be provided under that agreement or, if no period is provided, whilst ever this Agreement remains in force. This Agreement constitutes the entire agreement among the Parties relating to its subject matter and may not be amended, except (a) via the Rate Card described in the Commercial Terms; (b) in writing by an authorized representative of each Party; or (c) where a court or other competent legal authority finds a provision to be invalid, illegal or unenforceable (in which event such determination shall not affect any other provision in the Agreement all of which shall remain in full force and the Parties shall in good faith consult to agree the extent of any amendment that might be possible to make the provision valid, enforceable or legal whilst reflecting as far as possible the original intention of the Parties). If a Party waives any provision of this Agreement, the waiver in such an instance shall not be deemed to be a continuing waiver, and no waiver by either Party shall prevent such Party from enforcing any and all other provisions of this Agreement.
