Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.
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.
NOW, THEREFORE the parties hereto agree as follows:
Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three
GRIEVANCE PROCEDURE 7.01 For purposes of this Agreement, a grievance is defined as a difference arising between the parties relating to the interpretation, application, administration or alleged violation of the Agreement including any question as to whether a matter is arbitrable.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.
Termination This Agreement may be terminated at any time prior to the Closing:
Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.
Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.
Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:
