Interpretation Interpretation Sample Clauses

Interpretation Interpretation. (a) a reference to the symbol "$" or to dollars in this Heads of Agreement are to US dollars; (b) capitalised terms used in this Heads of Agreement have the definition ascribed above or otherwise in the terms of this Heads of Agreement; (c) headings are for convenience only and do not affect its interpretation; (d) an obligation or liability assumed by, or a right conferred on, 2 or more Parties or persons binds or benefits all of them jointly and each of them severally; (e) the expression person includes an individual, the estate of an individual, a corporation, an authority, an association or joint venture (whether incorporated or unincorporated), a partnership and a trust; (f) a reference to any Party includes that Party’s executors, administrators, successors and permitted assigns, including any person taking by way of novation; (g) a reference to any document (including this Heads of Agreement) is to that document as varied, novated, ratified or replaced from time to time; (h) a reference to any statute or to any statutory provision includes any statutory modification or re-enactment of it or any statutory provision substituted for it, and all ordinances, by-laws, regulations, rules and statutory instruments (however described) issued under it; (i) words importing the singular include the plural (and vice versa) and words indicating a gender include every other gender; (j) reference to Parties, clauses, Schedules or paragraphs are references to Parties, clauses, Schedules and paragraphs to or of this Heads Agreement and a reference to this Heads Agreement includes any Schedule to this Heads Agreement; and (k) where a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning. If the terms and conditions set out above are acceptable, please execute this Heads of Agreement in the appropriate place below. SCHEDULE 1 – THE VENDORS [SP Comment: to be reviewed and completed by Physimax, please provide the full names of each of the Vendors] Vendor Address Number of Physimax Ordinary Shares held Number of Physimax Preference Shares held % of Consideration Securities Ram Shalev [insert] 70,000 1,475 (CLA conversion) [insert] Xxxxx Kahani [insert] 20,000 - [insert] LSY International Inc. [insert] 25,023 1,967 [insert] LionBird I L.P. [insert] 41,111 2,460 (CLA conversion) [insert] Amichai & Xxxx Xxxxxxxxx [insert] 11,301 4,919 [insert] RealVest Profit Sharing Plan, Xxxxx Xxxxxxxx, T...
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Interpretation Interpretation. In this Agreement:
Sample 1
Interpretation Interpretation. ‌ In this Contract: (a) a reference to: (i) the singular includes the plural and the plural includes the singular; and (ii) an officer or body of persons includes any other officer or body for the time being exercising the powers or performing the functions of that officer or body; and (iii) this Contract or any other instrument includes any variation or replacement of it; and
Sample 1
Interpretation Interpretation. Interpretation -------------- -------------- -------------- Interpretation. When a refer-ence is made in this Agreement to Sections, such -------- refer-ence shall be to a Section of this Agreement unless otherwise indi-cated. Whenever the words "include", "includes" or "including" are used in this Agreement they shall be deemed to be followed by the words "with-out limitation". As used in this Agree-ment, the term "af-fil-i-ate(s)" and "associates" shall have the meaning set forth in Rule l2b-2 of the Exchange Act. As used in this Agreement, the term "to the knowledge of Xxxxxxx" or "to Xxxxxxx'x knowledge" with respect to a fact or other matter shall mean that any indi-vid-u-al serv-ing as a direc-to-r, offi-cer or attorney of Xxxxxxx or any indi-vid-ual who is a member of the Senior Manage-ment Group (as defined be-low) (i) is aware of such fact or other matter or (ii) should have known of such fact or other matter in the course of con-ducting a rea-sonably compre-hensive investi-gation concern-ing the truth or existence of such fact or other mat-ter. For purposes of this definition, a "rea-sonably comprehen-sive investi-ga-tion" shall mean an inqui-ry di-rected to execu-tive offi-cers, division vice presi-dents, country managing direc-tors, plant managers and attorneys of the Business, as well as any other employee of the Business headquar-tered in St. Louis, Missouri who has primary responsibil-ity for the substan-tive area in ques-tion. No refer-ence in this Agreement (other than in Section 6.1(a) hereof) to "rea-son-able best ef-forts" shall re-quire a Person obli-gated to use its reasonable best efforts to incur out-of-pocket expenses or Indebt-edness. As used herein, "Senior Man-agement ------------------ Group" means Xxx X. Xxxxx, Xxxxxxx X. Xxxx, Xxxxx Xxxxx, Xxxxxxxxx X. Xxxxxx ----- and Xxxxx Xxxxxxxx.
Sample 1

Related to Interpretation Interpretation

  • 2Interpretation The interpretation and construction of the Contract shall be subject to the following provisions:

  • Interpretation, etc Any of the terms defined herein may, unless the context otherwise requires, be used in the singular or the plural, depending on the reference. References herein to any Section, Appendix, Schedule or Exhibit shall be to a Section, an Appendix, a Schedule or an Exhibit, as the case may be, hereof unless otherwise specifically provided. The use herein of the word “include” or “including,” when following any general statement, term or matter, shall not be construed to limit such statement, term or matter to the specific items or matters set forth immediately following such word or to similar items or matters, whether or not no limiting language (such as “without limitation” or “but not limited to” or words of similar import) is used with reference thereto, but rather shall be deemed to refer to all other items or matters that fall within the broadest possible scope of such general statement, term or matter.

  • Construction; Interpretation The headings herein are for convenience only, do not constitute a part of this Agreement and shall not be deemed to limit or affect any of the provisions hereof. The language used in this Agreement will be deemed to be the language chosen by the parties to express their mutual intent, and no rules of strict construction will be applied against any party. This Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any provisions of this Agreement. Unless otherwise indicated to the contrary herein by the context or use thereof: (i) the words, “herein,” “hereto,” “hereof” and words of similar import refer to this Agreement as a whole, including the Schedules and exhibits, and not to any particular section, subsection, paragraph, subparagraph or clause contained in this Agreement; (ii) masculine gender shall also include the feminine and neutral genders, and vice versa; (iii) words importing the singular shall also include the plural, and vice versa; (iv) the words “include,” “includes” or “including” shall be deemed to be followed by the words “without limitation”; (v) financial terms shall have the meanings given to such terms under GAAP unless otherwise specified herein; (vi) references to “$” or “dollar” or “US$” shall be references to United States dollars; (vii) where the context permits, the use of the term “or” will be non-exclusive and equivalent to the use of the term “and/or”; (viii) the word “extent” in the phrase “to the extent” shall mean the degree to which a subject or other thing extends, and such phrase shall not mean simply “if”; and (ix) if any action under this Agreement is required to be done or taken on a day that is not a Business Day or on which a government office is not open with respect to which a filing must be made, then such action shall be required to be done or taken not on such day but on the first succeeding Business Day thereafter.

  • Integration; Interpretation The Loan Documents contain or expressly incorporate by reference the entire agreement of the parties with respect to the matters contemplated therein and supersede all prior negotiations or agreements, written or oral. The Loan Documents shall not be modified except by written instrument executed by all parties. Any reference to the Loan Documents includes any amendments, renewals or extensions now or hereafter approved by Lender in writing.

  • Interpretation Nothing herein contained shall be deemed to require the Trust or the Fund to take any action contrary to the Trust’s Declaration of Trust or Bylaws, or any applicable statutory or regulatory requirement to which it is subject or by which it is bound, or to relieve or deprive the Trust’s Board of Trustees of its responsibility for and control of the conduct of the affairs of the Trust or the Fund.

  • Interpretation of Contract In the event of a conflict or question involving the provisions of any part of this Contract, interpretation and clarification as necessary shall be determined by the County’s assigned buyer. If disagreement exists between the Contractor and the County’s assigned buyer in interpreting the provision(s), final interpretation and clarification shall be determined by the County’s Purchasing Agent or his designee.

  • Interpretation; Governing Law This Agreement shall be subject to and interpreted in accordance with all applicable provisions of law including, but not limited to, the 1940 Act, and the rules and regulations promulgated under the 1940 Act. To the extent that the provisions of this Agreement conflict with any such applicable provisions of law, the latter shall control. The laws of the State of Minnesota shall otherwise govern the construction, validity and effect of this Agreement.

  • Interpretation; Construction The headings set forth in this Agreement are for convenience only and shall not be used in interpreting this Agreement. This Agreement has been drafted by legal counsel representing Company, but Executive has participated in the negotiation of its terms. Furthermore, Executive acknowledges that Executive has had an opportunity to review and revise the Agreement and have it reviewed by legal counsel, if desired, and, therefore, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.

  • Interpretation; Effect When a reference is made in this Agreement to Sections, Exhibits or Schedules, such reference shall be to a Section of, or Exhibit or Schedule to, this Agreement unless otherwise indicated. The table of contents and headings contained in this Agreement are for reference purposes only and are not part of this Agreement. Whenever the words “include”, “includes” or “including” are used in this Agreement, they shall be deemed to be followed by the words “without limitation.”

  • Certain Interpretations (a) Unless otherwise indicated, all references herein to Articles, Sections, Annexes, Exhibits or Schedules, shall be deemed to refer to Articles, Sections, Annexes, Exhibits or Schedules of or to this Agreement, as applicable. (b) Unless otherwise indicated, the words “include,” “includes” and “including,” when used herein, shall be deemed in each case to be followed by the words “without limitation.” (c) The table of contents and headings set forth in this Agreement are for convenience of reference purposes only and shall not affect or be deemed to affect in any way the meaning or interpretation of this Agreement or any term or provision hereof. (d) Unless otherwise indicated, all references herein to the Subsidiaries of a Person shall be deemed to include all direct and indirect Subsidiaries of such Person unless otherwise indicated or the context otherwise requires. (e) Whenever the context may require, any pronouns used in this Agreement shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural, and vice versa. (f) References to “$” and “dollars” are to the currency of the United States of America. (g) Any dollar or percentage thresholds set forth herein shall not be determinative in and of themselves of what is or is not “material” or a “Company Material Adverse Effect” under this Agreement. (h) When used herein, the word “extent” and the phrase “to the extent” shall mean the degree to which a subject or other thing extends, and such word or phrase shall not simply mean “if.” (i) The parties hereto agree that they have been represented by counsel during the negotiation and execution of this Agreement and, therefore, waive the application of any Law, holding or rule of construction providing that ambiguities in an agreement or other document will be construed against the party drafting such agreement or document.

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