Miscellaneous DD Agreement Terms. (a) You shall not assign this Agreement without Sage Payroll's prior written consent, which will not be unreasonably withheld. Any attempt by You to assign any of Your rights, duties or obligations that arise under this DD Agreement without such consent shall be void. Sage Payroll may assign this DD Agreement or any of its rights, duties or obligations that arise under this DD Agreement. (b) You acknowledge that you have not been induced to enter into this DD Agreement by any representation or warranty by Sage Payroll not set forth in this DD Agreement. This DD Agreement contains the entire agreement between Sage Payroll and You with respect to its subject matter and supersedes all existing agreements and all oral, written or other communications between them concerning its subject matter. (c) Sage Payroll reserves the right to amend any of the services provided to You pursuant to this DD Agreement and to amend any of the Universal Terms and Conditions contained herein, any of which amendments shall become effective upon fifteen (15) days' written notice from Sage Payroll to You. Except as otherwise provided herein, this Agreement shall not be modified in any way except in writing, signed by duly authorized officers of Sage Payroll and You. (d) If any provision of this DD Agreement (or any portion thereof) shall be held to be invalid, illegal or unenforceable, such provision shall be severable and the validity, legality or enforceability of the remainder of this DD Agreement shall not in any way be affected or impaired thereby. (e) Sage Payroll's failure to insist upon strict performance of any of the provisions contained herein shall in no way constitute a waiver of any of Sage Payroll's rights as set forth herein, at law or in equity, nor shall such failure be considered a waiver by Sage Payroll of any other provision or subsequent default by You in the performance of or in compliance with any of the terms and conditions set forth herein. (f) This DD Agreement shall be governed by, and construed, interpreted and enforced in accordance with the laws of the State of Georgia. Sage Payroll and You acknowledge and agree that, subject to the requirement of binding arbitration set forth below, the U.S. District Court for the State of Georgia, or if such court lacks jurisdiction, the appropriate court in Xxxxxx County, Georgia, shall be the venue and exclusive proper forum in which to adjudicate any case or controversy arising, either directly or indirectly, under or in connection with this DD Agreement. The parties further agree that in the event of litigation arising out of or in connection with this DD Agreement in these courts, they will not contest or challenge the jurisdiction or venue of these courts. Agreement to this term shall serve as an affirmative waiver by You of any challenges to this provision. You understand and agree this term is material to Sage Payroll's entry into this DD Agreement. You further understand and agree that if You pose an unsuccessful challenge to this forum selection provision, You shall reimburse Sage Payroll for all reasonable attorneys' fees and costs incurred by Sage Payroll in connection with defending such challenge. In the event of any express conflict between the terms and conditions of this DD Agreement, or any other Sage Payroll agreement, this Agreement shall govern. (g) Except as provided herein, the parties agree that any dispute or controversy arising out of or in connection with this DD Agreement or the relationship of the parties hereto, whether such dispute or controversy relates directly or indirectly to the DD Agreement or the relationship of the parties, shall be resolved solely by means of binding arbitration. This requirement of arbitration shall apply regardless of the nature of the claims, defenses or forms of relief sought by any of the parties or third persons, whether legal or equitable. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association, specifically including the selection of an arbitrator or panel of arbitrators, if the parties are unable to agree upon such arbitrator or panel. Any such arbitration shall be performed in Atlanta, Georgia. A judgment on the award of any arbitrator(s) may be entered in the state courts of Georgia or United States District Court for the State of Georgia. Sage Payroll may, in its sole discretion, commence an action in any court of competent jurisdiction within the State of Georgia, for any monies due and owing from You to Sage Payroll.
Appears in 3 contracts
Samples: End User License Agreement, End User License Agreement, End User License Agreement
Miscellaneous DD Agreement Terms. (a) You shall not assign this Agreement without Sage Payroll's prior written consent, which will not be unreasonably withheld. Any attempt by You to assign any of Your rights, duties or obligations that arise under this DD Agreement without such consent shall be void. Sage Payroll may assign this DD Agreement or any of its rights, duties or obligations that arise under this DD Agreement.
(b) You acknowledge that you have not been induced to enter into this DD Agreement by any representation or warranty by Sage Payroll not set forth in this DD Agreement. This DD Agreement contains the entire agreement between Sage Payroll and You with respect to its subject matter and supersedes all existing agreements and all oral, written or other communications between them concerning its subject matter.. Sage 50 Accounting 2019 US XXXX (July release)
(c) Sage Payroll reserves the right to amend any of the services provided to You pursuant to this DD Agreement and to amend any of the Universal Terms and Conditions contained herein, any of which amendments shall become effective upon fifteen (15) days' written notice from Sage Payroll to You. Except as otherwise provided herein, this Agreement shall not be modified in any way except in writing, signed by duly authorized officers of Sage Payroll and You.
(d) If any provision of this DD Agreement (or any portion thereof) shall be held to be invalid, illegal or unenforceable, such provision shall be severable and the validity, legality or enforceability of the remainder of this DD Agreement shall not in any way be affected or impaired thereby.
(e) Sage Payroll's failure to insist upon strict performance of any of the provisions contained herein shall in no way constitute a waiver of any of Sage Payroll's rights as set forth herein, at law or in equity, nor shall such failure be considered a waiver by Sage Payroll of any other provision or subsequent default by You in the performance of or in compliance with any of the terms and conditions set forth herein.
(f) This DD Agreement shall be governed by, and construed, interpreted and enforced in accordance with the laws of the State of Georgia. Sage Payroll and You acknowledge and agree that, subject to the requirement of binding arbitration set forth below, the U.S. District Court for the State of Georgia, or if such court lacks jurisdiction, the appropriate court in Xxxxxx Fulton County, Georgia, shall be the venue and exclusive proper forum in which to adjudicate any case or controversy arising, either directly or indirectly, under or in connection with this DD Agreement. The parties further agree that in the event of litigation arising out of or in connection with this DD Agreement in these courts, they will not contest or challenge the jurisdiction or venue of these courts. Agreement to this term shall serve as an affirmative waiver by You of any challenges to this provision. You understand and agree this term is material to Sage Payroll's entry into this DD Agreement. You further understand and agree that if You pose an unsuccessful challenge to this forum selection provision, You shall reimburse Sage Payroll for all reasonable attorneys' fees and costs incurred by Sage Payroll in connection with defending such challenge. In the event of any express conflict between the terms and conditions of this DD Agreement, or any other Sage Payroll agreement, this Agreement shall govern.
(g) Except as provided herein, the parties agree that any dispute or controversy arising out of or in connection with this DD Agreement or the relationship of the parties hereto, whether such dispute or controversy relates directly or indirectly to the DD Agreement or the relationship of the parties, shall be resolved solely by means of binding arbitration. This requirement of arbitration shall apply regardless of the nature of the claims, defenses or forms of relief sought by any of the parties or third persons, whether legal or equitable. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association, specifically including the selection of an arbitrator or panel of arbitrators, if the parties are unable to agree upon such arbitrator or panel. Any such arbitration shall be performed in Atlanta, Georgia. A judgment on the award of any arbitrator(s) may be entered in the state courts of Georgia or United States District Court for the State of Georgia. Sage Payroll may, in its sole discretion, commence an action in any court of competent jurisdiction within the State of Georgia, for any monies due and owing from You to Sage Payroll.
Appears in 1 contract
Samples: End User License Agreement
Miscellaneous DD Agreement Terms. (a) You shall not assign this Agreement without Sage Payroll's prior written consent, which will not be unreasonably withheld. Any attempt by You to assign any of Your rights, duties or obligations that arise under this DD Agreement without such consent shall be void. Sage Payroll may assign this DD Agreement or any of its rights, duties or obligations that arise under this DD Agreement.
(b) You acknowledge that you have not been induced to enter into this DD Agreement by any representation or warranty by Sage Payroll not set forth in this DD Agreement. This DD Agreement contains the entire agreement between Sage Payroll and You with respect to its subject matter and supersedes all existing agreements and all oral, written or other communications between them concerning its subject matter.. Sage 50 Accounting 2019 US XXXX (July release)
(c) Sage Payroll reserves the right to amend any of the services provided to You pursuant to this DD Agreement and to amend any of the Universal Terms and Conditions contained herein, any of which amendments shall become effective upon fifteen (15) days' written notice from Sage Payroll to You. Except as otherwise provided herein, this Agreement shall not be modified in any way except in writing, signed by duly authorized officers of Sage Payroll and You.
(d) If any provision of this DD Agreement (or any portion thereof) shall be held to be invalid, illegal or unenforceable, such provision shall be severable and the validity, legality or enforceability of the remainder of this DD Agreement shall not in any way be affected or impaired thereby.
(e) Sage Payroll's failure to insist upon strict performance of any of the provisions contained herein shall in no way constitute a waiver of any of Sage Payroll's rights as set forth herein, at law or in equity, nor shall such failure be considered a waiver by Sage Payroll of any other provision or subsequent default by You in the performance of or in compliance with any of the terms and conditions set forth herein.
(f) This DD Agreement shall be governed by, and construed, interpreted and enforced in accordance with the laws of the State of Georgia. Sage Payroll and You acknowledge and agree that, subject to the requirement of binding arbitration set forth below, the U.S. District Court for the State of Georgia, or if such court lacks jurisdiction, the appropriate court in Xxxxxx County, Georgia, shall be the venue and exclusive proper forum in which to adjudicate any case or controversy arising, either directly or indirectly, under or in connection with this DD Agreement. The parties further agree that in the event of litigation arising out of or in connection with this DD Agreement in these courts, they will not contest or challenge the jurisdiction or venue of these courts. Agreement to this term shall serve as an affirmative waiver by You of any challenges to this provision. You understand and agree this term is material to Sage Payroll's entry into this DD Agreement. You further understand and agree that if You pose an unsuccessful challenge to this forum selection provision, You shall reimburse Sage Payroll for all reasonable attorneys' fees and costs incurred by Sage Payroll in connection with defending such challenge. In the event of any express conflict between the terms and conditions of this DD Agreement, or any other Sage Payroll agreement, this Agreement shall govern.
(g) Except as provided herein, the parties agree that any dispute or controversy arising out of or in connection with this DD Agreement or the relationship of the parties hereto, whether such dispute or controversy relates directly or indirectly to the DD Agreement or the relationship of the parties, shall be resolved solely by means of binding arbitration. This requirement of arbitration shall apply regardless of the nature of the claims, defenses or forms of relief sought by any of the parties or third persons, whether legal or equitable. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association, specifically including the selection of an arbitrator or panel of arbitrators, if the parties are unable to agree upon such arbitrator or panel. Any such arbitration shall be performed in Atlanta, Georgia. A judgment on the award of any arbitrator(s) may be entered in the state courts of Georgia or United States District Court for the State of Georgia. Sage Payroll may, in its sole discretion, commence an action in any court of competent jurisdiction within the State of Georgia, for any monies due and owing from You to Sage Payroll.
Appears in 1 contract
Samples: End User License Agreement
Miscellaneous DD Agreement Terms. (a) You shall not assign this Agreement without Sage Payroll's prior written consent, which will not be unreasonably withheld. Any attempt by You to assign any of Your rights, duties or obligations that arise under this DD Agreement without such consent shall be void. Sage Payroll may assign this DD Agreement or any of its rights, duties or obligations that arise under this DD Agreement.
(b) You acknowledge that you have not been induced to enter into this DD Agreement by any representation or warranty by Sage Payroll not set forth in this DD Agreement. This DD Agreement contains the entire agreement between Sage Payroll and You with respect to its subject matter and supersedes all existing agreements and all oral, written or other communications between them concerning its subject matter.
(c) Sage Payroll reserves the right to amend any of the services provided to You pursuant to this DD Agreement and to amend any of the Universal Terms and Conditions contained herein, any of which amendments shall become effective upon fifteen (15) days' written notice from Sage Payroll to You. Except as otherwise provided herein, this Agreement shall not be modified in any way except in writing, signed by duly authorized officers of Sage Payroll and You.
(d) If any provision of this DD Agreement (or any portion thereof) shall be held to be invalid, illegal or unenforceable, such provision shall be severable and the validity, legality or enforceability of the remainder of this DD Agreement shall not in any way be affected or impaired thereby.
(e) Sage Payroll's failure to insist upon strict performance of any of the provisions contained herein shall in no way constitute a waiver of any of Sage Payroll's rights as set forth herein, at law or in equity, nor shall such failure be considered a waiver by Sage Payroll of any other provision or subsequent default by You in the performance of or in compliance with any of the terms and conditions set forth herein.
(f) This DD Agreement shall be governed by, and construed, interpreted and enforced in accordance with the laws of the State of Georgia. Sage Payroll and You acknowledge and agree that, subject to the requirement of binding arbitration set forth below, the U.S. District Court for the State of Georgia, or if such court lacks jurisdiction, the appropriate court in Xxxxxx Fulton County, Georgia, shall be the venue and exclusive proper forum in which to adjudicate any case or controversy arising, either directly or indirectly, under or in connection with this DD Agreement. The parties further agree that in the event of litigation arising out of or in connection with this DD Agreement in these courts, they will not contest or challenge the jurisdiction or venue of these courts. Agreement to this term shall serve as an affirmative waiver by You of any challenges to this provision. You understand and agree this term is material to Sage Payroll's entry into this DD Agreement. You further understand and agree that if You pose an unsuccessful challenge to this forum selection provision, You shall reimburse Sage Payroll for all reasonable attorneys' fees and costs incurred by Sage Payroll in connection with defending such challenge. In the event of any express conflict between the terms and conditions of this DD Agreement, or any other Sage Payroll agreement, this Agreement shall govern.
(g) Except as provided herein, the parties agree that any dispute or controversy arising out of or in connection with this DD Agreement or the relationship of the parties hereto, whether such dispute or controversy relates directly or indirectly to the DD Agreement or the relationship of the parties, shall be resolved solely by means of binding arbitration. This requirement of arbitration shall apply regardless of the nature of the claims, defenses or forms of relief sought by any of the parties or third persons, whether legal or equitable. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association, specifically including the selection of an arbitrator or panel of arbitrators, if the parties are unable to agree upon such arbitrator or panel. Any such arbitration shall be performed in Atlanta, Georgia. A judgment on the award of any arbitrator(s) may be entered in the state courts of Georgia or United States District Court for the State of Georgia. Sage Payroll may, in its sole discretion, commence an action in any court of competent jurisdiction within the State of Georgia, for any monies due and owing from You to Sage Payroll.
Appears in 1 contract
Samples: End User License Agreement