Interpretation of the Contract. (a) CITY selected CONTRACTOR through a negotiated procurement process rather than an Invitation for Bids (IFB) solicitation. Unlike the IFB, this process allows the CITY and CONTRACTOR to discuss and negotiate a contract at arm’s length prior to entering a final contract that is acceptable to both the CITY and the CONTRACTOR. After negotiation and discussion, CONTRACTOR and CITY have incorporated multiple documents into this Agreement and the meaning of some of the words used in the Agreement may be uncertain, incomplete or duplicative and the Agreement may promise something at one place and take that promise away at another. In sum, the Agreement may contain words and provisions that are susceptible of more than one meaning so that reasonable persons of average intelligence may fairly and honestly differ in their construction of the words and provisions. It is the intent of the CITY and the CONTRACTOR that the CITY’s taxpayers receive the benefit or advantage in the construction and interpretation of this Agreement, regardless of the normal judicial rules of contract construction even if the construction and interpretation of the Agreement will cost the CONTRACTOR more money and time. CITY and CONTRACTOR agree that CITY’s Manager of Procurement Services shall resolve all disagreements as to the meaning of this Agreement or any ambiguity in this Agreement, in favor of the CITY and its taxpayers even if it will cost the CONTRACTOR more money and time. The decision of CITY’s Manager of Procurement shall be final and conclusive if the Manager of Procurement Services acted in good faith.
(b) CONTRACTOR acknowledges and agrees that the CITY has provided CONTRACTOR with an opportunity to have CONTRACTOR’s attorney review and advise CONTRACTOR on the Agreement and any potential ambiguities or areas of disagreement and the potential adverse legal consequences of CONTRACTOR agreeing to this Section as well as the entire Agreement. CONTRACTOR certifies that CONTRACTOR has provided the CITY written notice of all ambiguities, conflicts, errors or discrepancies that it has discovered in the Agreement and the written resolution thereof by the CITY as embodied in this final Agreement is acceptable to CONTRACTOR.
(c) CONTRACTOR certifies that CONTRACTOR has either (1) waived its right to have CONTRACTOR’s attorney review this Section and Agreement; or (2) CONTRACTOR has consulted with an attorney on this Section and Agreement.
(d) CONTRACTOR knowingly and voluntarily agre...
Interpretation of the Contract. In the event of a conflict or inconsistency between the provisions of Section I and Section II of this Contract, the former shall prevail.
Interpretation of the Contract. A. Section headings and paragraph numbers have been included in this contract to make reference easier and in no way limit, define, or enlarge the terms, scope, or conditions of this contract.
B. Except as otherwise provided in this contract, Owner and Contractor intend that this contract be interpreted in accord with the Restatement of Law, Contracts, published by the American Law Institute. Specifically: All parts of the Contract Documents should be interpreted together, and conduct of the Parties should be interpreted as a manifestation of intention, and specific provisions should be interpreted as qualifying the meaning of the general provisions.
Interpretation of the Contract. 1. When cases that are not otherwise stipulated or specified either in this Contract or Party A’s related rules and regulations arise or when there is a discrepancy in the interpretation of this Contract, both Parties shall reach an agreement in accordance with typical practices and statutes in India.
2. In case of not reaching an agreement according to Xxxxxx 1 of this Article, Party A’s interpretation precedes to the extent that it does not violate the social notions.
Interpretation of the Contract. The titles of the articles in this Agreement do not affect the interpretation of the Agreement. The word "or" means nothing but its own meaning. The word "including" means "including but not limited to". Unless the context requires otherwise, each word in the singular or plural states a number in the singular or plural. All pronouns include the pronoun forms masculine, feminine, and genderless.
Interpretation of the Contract. 26.1. The English text hereof shall be the only authentic text of this Contract, even if this Contract is drawn up in an additional language.
26.2. This Contract supersedes any and all prior agreements between the parties, be they oral or in writing, with regard to the subject matter hereof and the terms hereof may only be amended in writing.
Interpretation of the Contract. The provisions of this Condition 21 shall be used to interpret the Contract, unless the Contract expresses otherwise or unless otherwise required by its context.
Interpretation of the Contract. 4.1. Headings provided in the Contract do not form a part of the text of Contract. Headings do not affect the interpretation, meaning and validity of provisions in the Contract and the rights and obligations of the Parties.
4.2. Persons referred to herein in the singular form shall be deemed to include the plural form, and vice versa, as the context of Contract so requires.
4.3. Each provision of the Contract is severable and is separate from others. If a particular provision of Contract has become invalid and nonexecutable within the framework of any rule of law, all other provisions of the Contract shall remain fully valid and effective. The validity, legality and executability of the entire Contract shall not be affected from any such section that has become nonexecutable. In relation to the part(s) of Contract that has/have become invalid, the Parties may, through mutual agreement, may conclude a written arrangement supplementary to this Contract, taking into consideration their will at the Contract signing stage.
4.4. References made in connection with related legal provisions or agreements shall cover all their secondary legislation including bylaws and regulations.
4.5. Unless provided otherwise in this Contract, the fact that any of the Parties has not actually exercised or claimed any of its other contractual rights for a long or short period of time or that they have not been claimed through a valid notification method shall not be construed as the waiver/renunciation of rights by the related Party (including the Contracting Authority’s claims for enforcement of penal clauses). A waiver by any of the Parties under the Contract can only be valid if such waiver is clearly made in writing. The declaration of any Party to clearly waive a right or provisions calling for waiver of a right are subject to a narrow-scope interpretation and cannot be construed to be affecting the entirety or other provisions of the Contract, beyond the specific subject matter it concerns.
4.6. The fact that the performance of an act has been dependent on a condition or that the fulfillment of a condition of private or public entities is awaited while performing a contractual act cannot be construed as that the provisions and consequences of the entire Contract have been dependent on that condition.
4.7. The statements used during communications exchanged between the Parties through fax, e-mail, phone and similar channels throughout the duration of Contract shall not be con...
Interpretation of the Contract. A. Words and abbreviations defined in this contract are capitalized and should be understood as defined. Words commonly used in the construction industry are to be understood in their recognized technical or construction industry context. Any word not defined in this contract and which does not have a well-known technical or construction industry meaning is to be understood as defined in the most recent edition of the Xxxxxxx-Xxxxxxx Collegiate Dictionary.
B. Nothing in the Contract Documents shall be interpreted as requiring Ajax-Xxxxx to violate any Law or regulation imposed by government.
Interpretation of the Contract. Any controversy relating to matters not provided for in this Contract or the interpretation hereof shall be resolved by mutual agreement between Enuri and Gmarket in accordance with relevant laws and commercial practices.
1. Enuri and Gmarket shall not use the business secrets of the other party acquired in the course of performance of this Contract for purposes other than performance of this Contract and shall not disclose them to a third party without prior consent by the other party.
2. The disclosing party shall be responsible for all damages incurred by disclosing the business secrets of the other party and shall be criminally and civilly liable therefor.
