MISC-ELLANEOUS Sample Clauses

MISC-ELLANEOUS. 1. If either party shall fail to perform any of the covenants or obligations imposed upon It under and by virtue of the Service Agreement of which these General Tem1s and Conditions are apart. (except where such failure shall be excused under any of the provisions of this SeNice Agreement), then in xx.xx evenl the other party may. at its option, temninate this Service Agreement by proceeding as follows: The party not in default shalt cause awritten notice to be served on the party in qerault, stating specifically !he cause fortemninatlng t11ls Se!VIce Agreement and declaring it to be the intention of \he party giving the notice to terminate the same; thereupon, the party In default shall have thirty (30) days after the se!Vice of the aforesaid notice In which to mmedy and remove said cause or causes and fully indemnify the party not in default lor any and all consequences or such breach, then stlch notice shall be withdrawn and this Service Agreement shall continue in full force and effecl In case the party in default does not so remedy and remove the notice for any and all consequences of such breach, within said peliod of thirty (30) days, then lhis Ser1ice Agreement Sh311 become 0\111 and void from and aller the expiration of said period. Any cancellation of this Service Agreement pursuant to the provisions of this Article shall be Without prejudice to the right of party not in default to collect any amounts 1hen due It and without waiver of any other remedy to which the party not In default may be entitled for violation of this Service Agreement. 2. The Service Agreement. of which these General Terms and Conditions are a part thereof, shall be binding upon and inure to the benefit of the Seller and the Buyer and their successors and assigns. 3. Except as othmwise provided, any notice, request, demand, statement or bill, which either Buyer or Seller may desire lo glve to the other be in writing and shall be considered as runy delivered when mailed by prepaid registered mail addressed to said party at its last known post office address, or at such other addresses as either party may designate in writing. Routine communications, including monthly statements and payments, shall be considered as duly delivered when mailed by either registered or ordinal)' mail. t!, Buyers covenants and agrees to execute or file, or cooperate with Seller in the execution or filing of, any report, certificate or other document required by any governmental agency having jurisd...
Sample 1
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MISC-ELLANEOUS. 26.1. All annexes and the amendments and supplements of the Contract and/or annexes hereto concluded under the Contract form an integral part of this Contract. 26.2. If any of the provisions of the Contract text contradicts to the annexes of the Contract, the provisions of the Contract shall prevail as far as it is necessary to secure full provision of the Services, and this rule shall be applicable without prejudice of Clause 2.12 of the Contract. 26.3. Any amendments or supplements to the Contract shall be made in writing and shall become an integral part of the Contract when signed by ESP and the Principal, and in this respect it shall be understood that the Principal is entitled to conclude and carry out the amendment of the Contract in the name and on behalf of the Beneficiary. 26.4. Each Party shall pay its own costs and expenses (including attorneys’ fees) incurred by it or required by laws to be incurred by it, in connection with the negotiation, execution and performance of this Contract. 26.5. This Contract or the rights and obligations arising therefrom shall not be assignable in whole or in part by any Party hereto without the written consent of the other Parties. For clarity, the Principal shall be entitled to unilaterally assign / novate the whole or part of the Contract and or the rights / obligations arising from the Contract Project stakeholders, such as, without limitation, entities designated by the relevant governmental bodies within Republic of Latvia, Republic of Lithuania or Republic of Estonia. 26.6. This Contract shall be binding upon and inure to the benefit of the Parties their respective successors and permitted assigns. Unless otherwise provided under the Contract or laws, nothing expressed or referred to in this Contract will be construed to give any party, other than the Parties to this Contract, any legal or equitable right, remedy or claim under or with respect to this Contract or any provision of this Contract except such rights as may inure to a successor or permitted assignee. 26.7. The following annexes were attached to the Contract, all of which form an integral part of the Contract: 26.7.1. Annex 1 – Technical Specification; 26.7.2. Annex 2 – Commencement Deed form; 26.7.3. Annex 3 – Advance Payment or Performance Bond form; 26.7.4. Annex 4 – Sub-Contractors and Experts; 26.7.5. Annex 5 – Service Programme; 26.7.6. Annex 6 – Assignment Order form; 26.7.7. Annex 7 – Acceptance Deed form; 26.7.8. Annex 8 – Proposal; 26....
Sample 1

Related to MISC-ELLANEOUS

  • M iscellaneous 14.1. In the event of any inconsistency, discrepancy, misstatement or error appearing in translations of the particulars and the Online Terms and Conditions to any other language (if any), the Online Terms and Conditions in the English language shall prevail.

  • 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.

  • ARTICLE IX MISCELLANEOUS 60 SECTION 9.01

  • MISCELLANOUS 31.1 The Agreement constitutes the entire agreement between the parties and supersedes all previous discussions, correspondence and negotiations between them relating to the Deliverables. 31.2 If delivery has been agreed according to INCOTERMS, the latest version in force at the date the Agreement was entered into shall apply.

  • Information: miscellaneous The Owner must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.

  • Miscellaneous Transactions (A) PFPC Trust is authorized to deliver or cause to be delivered Property against payment or other consideration or written receipt therefor in the following cases: (1) for examination by a broker or dealer selling for the account of a Portfolio in accordance with street delivery custom; (2) for the exchange of interim receipts or temporary securities for definitive securities; and (3) for transfer of securities into the name of the Fund on behalf of a Portfolio or PFPC Trust or a sub-custodian or a nominee of one of the foregoing, or for exchange of securities for a different number of bonds, certificates, or other evidence, representing the same aggregate face amount or number of units bearing the same interest rate, maturity date and call provisions, if any; provided that, in any such case, the new securities are to be delivered to PFPC Trust. (B) unless and until PFPC Trust receives Oral Instructions or Written Instructions to the contrary, PFPC Trust shall: (1) pay all income items held by it which call for payment upon presentation and hold the cash received by it upon such payment for the account of each Portfolio; (2) collect interest and cash dividends received, with notice to the Fund, to the account of each Portfolio; (3) hold for the account of each Portfolio all stock dividends, rights and similar securities issued with respect to any securities held by PFPC Trust; and (4) execute as agent on behalf of the Fund all necessary ownership certificates required by the Internal Revenue Code or the Income Tax Regulations of the United States Treasury Department or under the laws of any state now or hereafter in effect, inserting the Fund's name, on behalf of a Portfolio, on such certificate as the owner of the securities covered thereby, to the extent it may lawfully do so.

  • Miscellaneous Amendments Notwithstanding anything contained herein to the contrary, whenever any of the terms “Leased Premises”, “Demised Premises” or “Premises” (and whether or not capitalized) is used herein, it shall be understood to mean the “premises leased hereby”; and whenever the term “Entire Premises” is used herein (and whether or not capitalized), it shall be understood to mean all of the contiguous land and buildings owned by Landlord at this location, which include the premises leased hereby. The term “Non-leased Premises” shall mean the Entire Premises less the Leased Premises.

  • Miscellaneous and General Survival.....................................................................49 9.2. Modification or Amendment....................................................50 9.3.

  • Governing Law Miscellaneous This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York for contracts to be wholly performed in such state and without giving effect to the principles thereof regarding the conflict of laws. Each of the parties consents to the exclusive jurisdiction of the federal courts whose districts encompass any part of the City of New York or the state courts of the State of New York sitting in the City of New York in connection with any dispute arising under this Agreement or any of the other Transaction Agreements and hereby waives, to the maximum extent permitted by law, any objection, including any objection based on FORUM NON CONVENIENS, to the bringing of any such proceeding in such jurisdictions. To the extent determined by such court, the Company shall reimburse the Lender for any reasonable legal fees and disbursements incurred by the Lender in enforcement of or protection of any of its rights under any of the Transaction Agreements. Failure of any party to exercise any right or remedy under this Agreement or otherwise, or delay by a party in exercising such right or remedy, shall not operate as a waiver thereof. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of each of the parties hereto. All pronouns and any variations thereof refer to the masculine, feminine or neuter, singular or plural, as the context may require. A facsimile transmission of this signed Agreement shall be legal and binding on all parties hereto. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original. The headings of this Agreement are for convenience of reference and shall not form part of, or affect the interpretation of, this Agreement. If any provision of this Agreement shall be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remainder of this Agreement or the validity or enforceability of this Agreement in any other jurisdiction. This Agreement may be amended only by an instrument in writing signed by the party to be charged with enforcement thereof. This Agreement supersedes all prior agreements and understandings among the parties hereto with respect to the subject matter hereof.

  • Miscellaneous Items Borrower shall deliver to Lender such other items, documents and evidences pertaining to the Line of Credit as may reasonably be requested by Lender.

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