Legality of Contracts Sample Clauses

Legality of Contracts. Except as disclosed in the SEC Reports, the Company is not a party to or bound by any contract, commitment or understanding which (i) is a material contract (as defined in Item 601(b)(10) of Regulation S-K of the Commission) which is to be performed after the date of this Agreement, (ii) involves a license or grant of rights to or from the Company involving Intellectual Property applicable to the business of the Company, (iii) contains provisions restricting the development, manufacture or distribution of the Company’s products or services, or (iv) provides indemnification by the Company with respect to infringements of proprietary rights to which the Company or any Subsidiary is a party (all of such types of contracts, communications and understandings, collectively “Material Contracts”). All such contracts and agreements are legally binding, valid, and in full force and effect in all material respects.
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Legality of Contracts.  For a contract to complete a definite piece of work, recovery is possible only after completion.  A contractor who refuses to carry out the work before completion can be subjected for breach of contract.  When an employer makes it impossible for contractor to complete the work in accordance with the contract, the contractor can sue for the rate of the completed work.  The penalties described in the penalty clause will not be applicable if the execution of the contract is delayed because of the fault of the employer.  When a contractor has finished part of a work and refused to complete the entire work and the employer without the consent of the contractor takes the work in his own hands for completion. In this case the law implies that the employer has to pay for the work, which has done by the contractor.  When a contractor without lawful excuse, refuses to carry on the work after part performance, the employer may have to pay for the materials delivered on the site by the contractor as distinguished from the materials, which have become fixed in to the work.  When a contract is formed and it becomes impossible to perform the work immediately or at a later date, it may be possible to adjust the rights and liabilities of the parties. Types Contracts offered by PWD departments are mostly of following types:  Item Rate contract or Schedule contractsPercentage Rate Contract  Contract for supply of materialsLump sum contractLabour contractNegotiated contract and  Piece work agreement Item Rate contract or Schedule contracts.  An item rate contract is one in which the contractor agrees to carry out the work as per the drawings, bills of quantities and specification in consideration of a payment to be made entirely on measurements taken as the work proceeds, and at the unit prices tendered by the contractor in the bill of quantities.  In this type of contract, the contractor undertakes the work on the item rate basis.  The payment is done on the basis of quantities of items done and payments are made on the basis of their respective rates.  The quantities of various items are worked out by detailed measurements.  This type of contract is also known as unit price contract.  Every contractor quotes his rates against each item are arrives at the final total amount of the work.  This is the most common type of contract system, which is widely adopted.
Sample 1
Legality of Contracts. All of the contracts and agreements of the Company and its Subsidiaries with expected receipts or expenditures in excess of $25,000 are set forth on the Schedule of Exceptions. All such contracts and agreements are legally binding, valid, and in full force and effect in all material respects, and there is no indication of reduced activity relating to such contract or agreement (other than in the ordinary course of business) by any of the parties to any such contract or agreement.
Sample 1
Legality of Contracts. Save as the Actoz Dispute, all of the contracts and agreements to which each member of the Company Group is a party: (i) with respect to distributors and game developers, with expected receipts or expenditures in excess of US$1,000,000, (ii) otherwise with expected receipts or expenditures in excess of US$1,000,000, (iii) with provisions materially restricting or affecting the development, manufacture, or distribution of the products or services of any members of the Company Group (other than the Nondisclosure, Noncompetition and Developments Agreements referred to in Section 4.15 (f)); or (iv) that provide indemnification by any member of the Company Group with respect to infringements of Intellectual Property, are set forth on Exhibit 4.17. Exhibit 4.17 also sets forth the top five contracts entered into by Shanghai Xxxxxx with carriers in terms of expected receipts or expenditures. Shanghai Xxxxxx has provided SAIF an opportunity to review true and complete copies of all agreements disclosed in Exhibit 4.15 and Exhibit 4.17, together with any and all amendments or modifications thereto. All of the contracts and agreements set forth in Exhibit 4.15 and Exhibit 4.17 to which members of the Company Group are party are legally binding, valid, enforceable and in full force and effect. The Warrantors have no knowledge of any indication of reduced activity relating to any of the contracts or agreements disclosed in Exhibit 4.15 and Exhibit 4.17 (other than in the ordinary course of business) by any of the parties to such contracts or agreements except as indicated on Exhibit 4.15 or Exhibit 4.17; and
Sample 1

Related to Legality of Contracts

  • Enforceability of Contracts Each Contract with respect to each Receivable is effective to create, and has created, a legal, valid and binding obligation of the related Obligor to pay the Outstanding Balance of the Receivable created thereunder and any accrued interest thereon, enforceable against the Obligor in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to or limiting creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).

  • Validity of Contracts The fact that:

  • Enforceability of Other Agreements (i) The Partnership Agreement has been duly authorized, executed and delivered by the General Partner and is a valid and legally binding agreement of the General Partner, enforceable against the General Partner in accordance with its terms;

  • Enforceability of Agreements All agreements between the Company and third parties expressly referenced in the Prospectus, other than such agreements that have expired by their terms or whose termination is disclosed in documents filed by the Company on XXXXX, are legal, valid and binding obligations of the Company and, to the Company’s knowledge, enforceable in accordance with their respective terms, except to the extent that (i) enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and by general equitable principles and (ii) the indemnification provisions of certain agreements may be limited by federal or state securities laws or public policy considerations in respect thereof, and except for any unenforceability that, individually or in the aggregate, would not have a Material Adverse Effect.

  • Validity of Agreements Each of this Agreement and the Indenture has been duly executed and delivered on behalf of the Republic and constitutes a valid and binding obligation of the Republic, enforceable against the Republic in accordance with its terms.

  • Termination of Contracts Neither the Company nor any of its Subsidiaries has sent or received any communication regarding termination of, or intent not to renew, any material contract or agreement referred to or described in the Registration Statement, the Pricing Disclosure Package and the Final Prospectus or filed as an exhibit to the Registration Statement, and no such termination or non-renewal has been threatened by the Company or any of its Subsidiaries or by any other party to any such contract or agreement.

  • Separability of Agreements; Severability of this Agreement The Company’s agreement with each of the Investors is a separate agreement and the sale of the Notes to each of the Investors is a separate sale. Unless otherwise expressly provided herein, the rights of each Investor hereunder are several rights, not rights jointly held with any of the other Investors. Any invalidity, illegality or limitation on the enforceability of the Agreement or any part thereof, by any Investor whether arising by reason of the law of the respective Investor’s domicile or otherwise, shall in no way affect or impair the validity, legality or enforceability of this Agreement with respect to other Investors. If any provision of this Agreement shall be judicially determined to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

  • Enforceability of Covenants Director acknowledges and agrees that the covenants in this Agreement are direct consideration for a sale of a business and should be governed by standards applicable to restrictive covenants entered into in connection with a sale of a business. Director acknowledges that each of Buyer, SNB, and its Affiliated Companies have a current and future expectation of business within the Restricted Area and from the current and proposed customers of Seller that are derived from the acquisition of Seller by Buyer. Director acknowledges that the term, geographic area, and scope of the covenants set forth in this Agreement are reasonable, and agrees that he or she will not, in any action, suit or other proceeding, deny the reasonableness of, or assert the unreasonableness of, the premises, consideration, or scope of the covenants set forth herein. Director agrees that his or her position as a director of Seller involves duties and authority relating to all aspects of the Business Activities and all of the Restricted Area. Director further acknowledges that complying with the provisions contained in this Agreement will not preclude him or her from engaging in a lawful profession, trade, or business, or from becoming gainfully employed. Director and Buyer agree that Director’s obligations under the above covenants are separate and distinct under this Agreement, and the failure or alleged failure of the Buyer to perform its obligations under any other provisions of this Agreement shall not constitute a defense to the enforceability of this covenant. Director and Buyer agree that if any portion of the foregoing provisions is deemed to be unenforceable because the geography, time, or scope of activities restricted is deemed to be too broad, the court shall be authorized to substitute for the overbroad term an enforceable term that will enable the enforcement of the covenants to the maximum extent possible under applicable law. Director acknowledges and agrees that any breach or threatened breach of this covenant will result in irreparable damage and injury to the Buyer, SNB, and their Affiliated Companies and that damages arising out of such breach would be difficult to ascertain. Director hereby agrees that, in addition to all other remedies provided at law or in equity, Buyer will be entitled to exercise all rights including, without limitation, obtaining one or more temporary restraining orders, injunctive relief, and other equitable relief, including specific performance in the event of any breach or threatened breach of this Agreement, without the necessity of posting any bond or security (all of which are waived by the Director), and to exercise all other rights or remedies, at law or in equity, including, without limitation, the rights to damages.

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