General Legal Matters. A. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. In the event any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, unlawful or unenforceable, it shall be severed from the Agreement, and the court shall be permitted to redraft the language so as to conform the severed language to the Parties’ intent. If any provision, or portion thereof, of this Agreement is determined to be invalid under applicable statute or rule of law, only such provision, and only to the extent determined to be invalid, shall be deemed omitted from this Agreement, the remainder of which shall remain in full force and effect. In the event the general release provisions of this Agreement are determined to be invalid, you shall immediately execute a modified general release that is valid that shall be effective as of the date this Agreement becomes effective.
B. This Agreement (including the exhibits attached hereto), the Restrictive Covenant Agreement, and the Surviving Provisions reflect the entire agreement among the parties relating to the matters set forth herein and relating to your employment. With the exception of the agreements described in paragraph 10(E) and any Non-Qualified Stock Option/Restricted Stock Unit Agreement that you may have received during your employment, which agreements shall remain in full force and effect in accordance with their respective terms and conditions, any other agreements, understandings, promises or commitments among the Parties are superseded by this Agreement. This Agreement (including the exhibits attached hereto) has been negotiated, drafted and reviewed by the Parties and/or their designated counsel. No language herein shall be construed for or against the interests of any Party on the ground that either Party was the proponent or draftsperson thereof. This Agreement may not be changed unless the change is in writing and signed by you and the Company.
C. This Agreement will be governed by and construed as a sealed instrument under and in accordance with the laws of the State of Texas without regard to conflicts of law provisions. Any action, suit or other legal proceeding that is commenced to resolve any matter arising under or relating to any provision of this Agreement must be commenced only in a court of the State of Texas (or, if appropriate, a federal court located within the State of Texas) ...
General Legal Matters. 20.1 Unexpected events
General Legal Matters. 19.1 Unexcepted events We are not responsible if Members cannot use the Club because of an event caused by a natural force (such as fire or a flood) or a road or building closure or something similar beyond our reasonable control. If this continues for more than 30 days, then either you or we may cancel this Agreement immediately by written notice. No Fee will apply.
General Legal Matters. The Attorney agrees to perform necessary legal services in connection with and respecting the operation of the Development including, but not limited to the following activities:
(a) Advising the Sponsor with regard to the rules and regulations of the Development, the New Jersey Housing and Mortgage Finance Agency and, if applicable, the Department of Housing and Urban Development.
(b) Advising the Officers and Directors on elections as provided by the By-Laws or Partnership Agreement of Sponsor and supervision of elections of all Officers and Directors.
(c) Preparation and filing of any necessary reports, forms and other documents required by law.
(d) Advising the Sponsor with regard to legal matters related to Development bank accounts, resolutions, duties of officers, directors and employed personnel.
(e) Preparation and review of contracts and purchase orders to which the Sponsor is a party.
(f) Advising the Sponsor and Managing Agent with regard to tenant and lease matters, but not including summary dispossess actions for lease violations.
(g) Such other services as the Sponsor may direct to be performed in connection with and respecting the operation of the Development.
General Legal Matters. 18(a) GOVERNING LAW: THIS AGREEMENT TAKES EFFECT UPON ITS ACCEPTANCE BY US IN THE STATE OF PENNSYLVANIA. IN AN EFFORT TO PROMOTE CONSISTENCY WITHIN THE NETWORK, WITH RESPECT TO ALL CLAIMS, CONTROVERSIES, DISPUTES OR ACTIONS RELATED TO THIS AGREEMENT OR THE RELATIONSHIP CREATED THEREBY, THIS AGREEMENT SHALL BE INTERPRETED, ENFORCED AND GOVERNED BY THE LAW OF THE STATE OF PENNSYLVANIA. PENNSYLVANIA LAW SHALL PREVAIL IN THE EVENT OF ANY CONFLICT OF LAW, EXCEPT TO THE EXTENT GOVERNED BY THE UNITED STATES TRADEMARK ACT OF 194E (XXXXXX ACT, 15 U,S.C., SECTION 1501, ET SEQ.). 18(b) MEDIATION:
(1) THE PARTIES AGREE TO SUBMIT ANY CLAIM, CONTROVERSY OR DISPUTE ARISING OUT OF OR RELATING TO THE FRANCHISE, YOUR OPERATION OF THE BUSINESS, THIS AGREEMENT, OR ANY OTHER AGREEMENT BETWEEN US, OR OUR AFFILIATES, AND YOU TO NON-BINDING MEDIATION PRIOR TO FILING SUCH CLAIM, CONTROVERSY OR DISPUTE IN ARBITRATION OR A COURT.
(2) THE MEDIATION SHALL BE CONDUCTED THROUGH EITHER AN INDEPENDENT MEDIATOR OR A MEDIATOR APPOINTED BY A MEDIATION SERVICES ORGANIZATION OR BODY EXPERIENCED IN THE MEDIATION OF DISPUTES BETWEEN FRANCHISORS AND FRANCHISEES AGREED UPON BY THE PARTIES. FAILING SUCH AGREEMENT WITHIN 15 DAYS OF TIME AFTER EITHER PARTY HAS RESOURCESIFIED THE OTHER IN WRITING OF ITS DESIRE TO SEEK MEDIATION, THE MEDIATION SHALL BE CONDUCTED THROUGH A MUTUALLY AGREED MEDIATOR.
(3) THE COSTS AND EXPENSES OF MEDIATION, INCLUDING COMPENSATION AND EXPENSES OF THE MEDIATOR, SHALL BE BORNE BY THE PARTIES EQUALLY.
(4) THE PARTIES ARE UNABLE TO RESOLVE THE CLAIM, CONTROVERSY OR DISPUTE WITHIN 90 DAYS AFTER THE MEDIATOR HAS BEEN APPOINTED, THEN THE DISPUTE SHALL AUTOMATICALLY BE REFERRED TO ARBITRATION UNDER SUBSECTION 18(c).
(5) RESOURCES WITHSTANDING THE FOREGOING, WE MAY, IN OUR SOLE DISCRETION, BRING AN ACTION FOR (i) MONIES OWED, (ii) INJUNCTIVE OR OTHER EXTRAORDINARY OR EQUITABLE RELIEF, (iii) SPECIFIC PERFORMANCE, OR (iii) THE POSSESSION OR DISPOSITION OF, OR OTHER RELIEF RELATING TO, REAL PROPERTY IN A COURT HAVING JURISDICTION AND IN ACCORDANCE WITH SUBSECTIONS 18(c)(3) AND 18(d), WITHOUT FIRST SUBMITTING SUCH ACTION TO MEDIATION.
General Legal Matters. 12.1. We are not responsible if Members cannot use our Studio because of an event caused by a natural force (such as a fire or a flood) or a road or building closure or something similar beyond our reasonable control. If this continues for more than 30 days, then either you or we may cancel this Agreement immediately by written notice. No Fee will apply.
12.2. If a court decides that any part of this Agreement is or becomes illegal, void or unenforceable, that part is deleted and this does not invalidate the rest of this Agreement.
12.3. If we do not enforce our rights under this Agreement at any time, it does not mean that we may not do so in future.
12.4. You agree that we have not made any representations or promises that you have relied that are not in this Agreement.
12.5. The law of the state or territory in which this Studio is located applies in relation to this Agreement.
General Legal Matters. 18(a) GOVERNING LAW: THIS AGREEMENT TAKES EFFECT UPON ITS ACCEPTANCE BY US IN THE STATE OF PENNSYLVANIA. IN AN EFFORT TO PROMOTE CONSISTENCY WITHIN THE NETWORK, WITH RESPECT TO ALL CLAIMS, CONTROVERSIES, DISPUTES OR ACTIONS RELATED TO THIS AGREEMENT OR THE RELATIONSHIP CREATED THEREBY, THIS AGREEMENT SHALL BE INTERPRETED, ENFORCED AND GOVERNED BY THE LAW OF THE STATE OF PENNSYLVANIA. PENNSYLVANIA LAW SHALL PREVAIL IN THE EVENT OF ANY CONFLICT OF LAW, EXCEPT TO THE EXTENT GOVERNED BY THE UNITED STATES TRADEMARK ACT OF 194E (XXXXXX ACT, 15 U,S.C., SECTION 1501, ET SEQ.).
General Legal Matters. 28 15(a) GOVERNING LAW......................................................28 15(b) MEDIATION..........................................................28 15(c) ARBITRATION........................................................29 15(d) VENUE..............................................................30 15(e) MUTUAL BENEFIT.....................................................30 15(f) AMENDMENTS TO FRANCHISE AGREEMENT..................................30 15(g) NOTICES............................................................31 15(h) PARTIES BOUND; ASSIGNMENT BY SNELXXXX..............................31
General Legal Matters. Draft or assist with drafting documents of any nature and type, as needed or properly requested.
General Legal Matters. Notices must be given in writing unless the receiving party expressly permits verbal notice. Notices to you will be deemed given if deposited in the U.S. mail, postage prepaid, addressed to you at the last known address as shown on the records of ATX. Notices to ATX shall be deemed given when received at X.X. Xxx 0000, Xxxxxxx, Xxxxx 00000, Attn: Tele Aid Customer Care. Notices to MBUSA shall be deemed given when received at X.X. Xxx 000, Xxxxxxxx XX 00000- 0350. We may assign this agreement in whole or in part without notifying you. If any portion of this agreement is held to be invalid or unenforceable by a court, the balance of the agreement wil continue to be valid and enforceable. This agreement is governed by Texas law. This agreement, including disclaimer of warranties and limitations of liability, will be enforceable against your heirs, successors and assigns.
