Governing Law and Entire Agreement. This Agreement shall be governed by the laws of the State of Florida and contains the entire agreement of the parties on the matters covered herein. No other agreement, statement, or promise made by any party, or by any employee, officer, or agent of any party that is not in writing and signed by all the parties to this Agreement shall be binding.
Governing Law and Entire Agreement. This Consulting Agreement shall be construed and governed in accordance with the laws of the State of West Virginia, contains the entire agreement between the parties with respect to the services contemplated herein, and supercedes all previous commitments in writing between the parties hereto.
Governing Law and Entire Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. The Borrower Documents and the documents related thereto contain the entire agreement of the parties on the matters covered herein. No other agreement, statement or promise relating to the subject matter hereof made by any party or by any employee, officer, or agent of any party that is not in writing and signed by all parties to this Agreement shall be binding.
Governing Law and Entire Agreement. This Agreement is governed by and shall be construed in accordance with English law and each party submits to the exclusive jurisdiction of the English Courts for the resolution of disputes. This Agreement, together with the other documents referred to in it, constitutes the whole agreement between us, and supersedes all previous terms agreed between us.
Governing Law and Entire Agreement. Governing Law and Jurisdiction. The law governing any action arising out of or relating to the Agreement, and the courts having exclusive jurisdiction over any such action depend on the location of the Moody’s contracting entity that entered into the Order Form, as set out in the table below. Each party agrees that the Agreement shall be governed by the laws named below, without reference to their conflict of law principles and without regard to the U.N. Convention on Contracts for the International Sale of Goods. Each party hereby consents to the exclusive jurisdiction and venue of the applicable courts below and agree that any such action shall be maintained in the same jurisdiction, and waives any defense of forum non-conveniens or other similar defense objecting to the maintenance of the action in such courts and/or jurisdiction. If the Moody’s contracting entity that entered into the Order Form is located in: Governing law is: Courts with exclusive jurisdiction are: Any country other than the ones listed below State of New York State and federal courts located in the Borough of Manhattan in New York, New York United Kingdom, Switzerland or any member state of the European Union, or in the United Arab Emirates England and Wales English courts Canada Province of Ontario Courts of the Province of Ontario located in Toronto, Ontario Australia, Korea or Singapore Singapore Singapore courts Hong Kong Special Administrative Region Hong Kong Special Administrative Region Hong Kong courts In the event the Order Form is governed by the laws of England and Wales, the parties further agree that no term in the Agreement is enforceable, under the Contracts (Rights of Third Parties) Act 1999 or otherwise, by a person who is not a party to the Agreement, save that the Moody’s Indemnified Parties and the Client Indemnified Parties may directly enforce and benefit from the terms of the “Indemnification” section, and any Licensor may directly enforce and benefit from the terms of the “Third Party Data” section. The Agreement contains the entire and only agreement between the parties relating to the subject matter hereof, and supersedes all prior or collateral representations, warranties, promises or conditions, if any, in connection therewith. These Terms shall prevail in the event of a conflict between these Terms and the Order Form, except where the Order Form specifically indicates that a particular term of these Terms shall not apply or shall be modified.
Governing Law and Entire Agreement. This Agreement shall be ---------------------------------- governed by federal law, if applicable, then by the laws of the State of Washington. The Loan Documents and the Transaction Documents contain the entire agreement of the parties on the matters covered herein.
Governing Law and Entire Agreement. This Agreement shall be construed and governed in accordance with the laws of the State of West Virginia, contains the entire agreement between the parties with respect to the services contemplated herein, and supersedes all previous agreements between the parties hereto.
Governing Law and Entire Agreement. This Agreement shall be governed in all respects, whether as to its validity, construction, capacity, performance, or otherwise, by the laws of the State of Delaware, without regard to its principles of conflict of laws. This Agreement shall constitute the entire agreement between the parties hereto with regard to the subject matter hereof, and shall be binding upon their respective successors, heirs, assigns and beneficiaries (to the extent applicable). OPTION HOLDER LANCER CORPORATION __________________________________ ___________________________________ Name: ____________________________ __________________________________ Title: ____________________________ Name Printed __________________________________ Address __________________________________ HOSHIZAKI AMERICA, INC. City, State and Zip Code __________________________________ Name: ____________________________ Title: ____________________________ EXHIBIT A OPTION HOLDER CONSIDERATION Name of Option Holder Option Grant Date Company Option Plan Under Which Option Granted Total Number of Shares of Common Stock Under Option Exercise Price Per Share Per-Share Merger Consideration Payable To Option Holder Total Merger Consideration Payable to Option Holder
Governing Law and Entire Agreement. This Agreement shall be construed and governed in accordance with the laws of the State of West Virginia, contains the entire agreement between the parties with respect to the Services contemplated herein, and supersedes all previous agreements between the parties hereto, concerning such Services. This Agreement does not alter or amend any benefit plan or agreement to which Consultant was a party as an Executive Officer of PFC, except to the extent of the effects of such retirement.
Governing Law and Entire Agreement. This Agreement shall be governed by the laws of the State of Minnesota without regard to conflict of laws principles. This Agreement, the Note and the Security Documents contain the entire agreement of the parties regarding the Loan. Without limiting the generality of the foregoing, this Agreement, the Note and the Security Documents supersede any term sheet, loan application or commitment letter issued by the Lender or submitted by the Borrower in connection with the Loan.
