Miscellaneous General Provisions. Customer agrees to pay on demand all costs and expenses of Lender (including reasonable attorneys' fees) hereafter incurred in connection with the amendment or modification of any Security Agreement, or any other or additional documentation or transactions concerning the Obligations, or the care, custody, administration, perfection or protection of any of the Collateral or any of Lender's rights or interests therein, including, without limitation, any and all fees and charges for searches of lien records or other public records, and any filing, stamp and other taxes or fees payable or determined to be payable in connection with the execution, delivery, filing, and recording of any UCC financing statements or other recorded instrument. Customer shall execute and deliver to Lender upon Lender's request such further documents, instruments and assurances as Lender deems necessary for the confirmation, preservation or perfection of the security interest in the Collateral, this Security Agreement and Lender's rights hereunder, including, without limitation, such corporate resolutions and opinions of counsel as Lender may reasonably request from time to time, and all schedules, forms and other reports and information as may be required to satisfy obligations imposed by any governmental authorities. Lender may file or record this Security Agreement or a memorandum or a photocopy hereof (which for the purposes hereof shall be effective as a financing statement) so as to give notice to third parties, and Customer hereby appoints Lender as its attorney-in-fact to execute, sign, file and record UCC financing statements and other lien recordation documents with respect to the Equipment, and Customer agrees to pay or reimburse Lender for any and all filing, recording or stamp fees or taxes arising from any such filings. THIS SECURITY AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES CONCERNING LENDER'S RIGHTS AND SECURITY INTERESTS IN THE COLLATERAL AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE PARTIES. CUSTOMER ACKNOWLEDGES AND CERTIFIES THAT NO SUCH ORAL AGREEMENTS EXIST. The Security Agreement may not be amended, nor may any rights under the Security Agreement be waived, except by an instrument in writing signed by the party against whom such amendment or waiver is asserted. The failure of Lender at any time or times hereafter to require strict performance by Customer of any of the provisions, w...
Miscellaneous General Provisions. K1 In the event of any conflict, inconsistency, ambiguity or difference between: .1 the terms of the main body of this Agreement and the terms of any Schedule to this Agreement or Change Order, other than to the extent that the Change Order modifies the Consultant Services to be rendered and the Fee payable, the terms of the main body of this Agreement will govern and be paramount and any such provision in the Schedule or Change Order will be deemed to be amended to the extent necessary to eliminate any such conflict, inconsistency, ambiguity or difference. Notwithstanding the foregoing, if there is any right or remedy of the Client set out in this Agreement or any part hereof which is not set out or provided for in a Schedule or Change Order, such additional right or remedy will not constitute a conflict or inconsistency and the Client will be entitled to exercise such rights and enforce such remedies; .2 the terms of any Change Order and the terms of any Schedule to this Agreement, the terms of any Change Order to the extent it modifies the Consultant Services to be rendered and the Fee payable, will govern and be paramount; in all other events, the terms of the Schedules to this Agreement will govern and be paramount. .3 the terms of various Change Orders, the most current Change Order will govern and prevail, superseding older Change Orders; .4 the terms of various Schedules to this Agreement, the Client, acting reasonably, shall determine the order of precedence. K2 Neither the expiration nor the earlier termination of this Agreement will release either of the parties from any obligation or liability that accrued prior to the expiration or termination. The provisions of this Agreement requiring performance or fulfilment after the expiration or earlier termination of this Agreement, such other provisions as are necessary for the interpretation thereof, and any other provisions hereof, the nature and intent of which is to survive termination or expiration of this Agreement, will survive the expiration or earlier termination of this Agreement. K3 Any notice required to be given pursuant to this Agreement will be addressed in writing to the respective Client or Development Consultant at the addresses stated in Section A2 and Section A4 or such other address as may have been subsequently provided to the other party in writing and any notice so given will be deemed to have been received on the third day following mailing in a postage-paid cover mailed in a ...
Miscellaneous General Provisions.
(a) Governing Law. The construction, interpretation and performance of this Agreement shall be governed and enforced pursuant to the laws of the State of California, without giving effect to its conflicts of laws provisions, except to the extent California law is preempted by any provision of federal law.
Miscellaneous General Provisions. The Parties hereby acknowledge and agree that Sections 8.01, 8.03, 8.04, 8.05, 8.06, 8.07(a), 8.10. 8.11, 8.12, 8.13, 8.14, 8.16, 8.17 and 8.18 of the License Agreement, shall apply in full force and effect to this Agreement as if contained in the body of this Agreement itself.
Miscellaneous General Provisions. 00 Each party shall execute any instruments reasonably believed by the other party to be necessary to implement the provisions of this Agreement.
Miscellaneous General Provisions. 36.1 The Employer shall prepare and present to the Union and to each Employee a written job description.
36.2 The Employer shall continue to provide a break room.
36.3 The Employer shall continue to provide free parking.
36.4 The Employer will provide a bi-weekly report of accrual balances regarding earned vacation, sick time, and personal days to each Employee eligible for same.
36.5 The Home will provide an FMLA orientation session for all Employees on a yearly basis as part of its in-service fair.
36.6 In order to provide the highest level of resident care, the parties agree to establish a Labor-Management Committee to review practices and make recommendations regarding resident and employee safety, employee training and other issues of mutual concern within the Home. The Committee will meet at mutually agreeable times, which are anticipated to be two or three times a year, upon the written request of either party to discuss subjects identified in the request for the meeting. The Union may designate up to three Employees to attend the meeting, it being understood that the composition of the Committee may change from time to time based upon the subjects to be discussed.
36.7 All changes in Employee compensation or amounts of Employee contributions for insurance coverage that are scheduled to occur in the middle of a payroll period shall take effect at the beginning of the next payroll period. It is understood that the payroll period commences at 10:45 p.m. every
Miscellaneous General Provisions. 6 Short Title (6); Police Powers (6); Separability (6); Adjustment of Dollar Amounts (6); Applicability
Miscellaneous General Provisions. 20.1. This Agreement (and its Annexes) contains the entire agreement and understanding between the Parties with respect to the subject matter hereof and supersedes and replaces all prior agreements or understandings, whether written or oral, with respect to the same subject matter still in force between the Parties.
20.2. Any amendment to this Agreement, as well as any addition or deletion, must be mutually agreed by the Consultative Body except as where such an amendment only has the effect of amending provisions relating to one Operator in which case a written approval signed by WT+ and the relevant Operator could suffice.
20.3. Whenever possible, the provisions of this Agreement shall be interpreted in such a way as to be valid and enforceable under applicable law. However, if one or more provisions of this Agreement are found to be invalid, illegal or unenforceable, in whole or in part, the remainder of that provision and of this Agreement shall continue in full force and effect as if such invalid, illegal or unenforceable provision had never been contained herein. Moreover, if the Parties decide to amend the invalid, illegal or unenforceable provision(s), or any part thereof, and/or agree on a new provision, they should do so in such a way as to ensure that the new or amended provision embodies insofar as possible the purpose of the invalid, illegal or unenforceable provision(s).
20.4. Any failure to exercise or delay in exercising any right under this Agreement by a Party, any single or partial exercise of any such right, or any partial reaction or absence of reaction by a Party in the event of violation by the other Party of one or more provisions of this Agreement shall not operate or be interpreted as a waiver (either express or implied, in whole or in part) of any of that Party’s rights under this Agreement or under said provision(s) nor shall it preclude any further exercise of such rights. Any waiver of a right must be expressed in writing.
Miscellaneous General Provisions. 41 SCHEDULE I SCHEDULE OF EXHIBITS FACILITIES LEASE AGREEMENT THIS FACILITIES LEASE AGREEMENT (this "Lease") is entered into and made effective as of the 12th day of September, 1997 (the "Effective Date"), by and between LCOR CLARKSBURG L.L.C., a Delaware limited liability company ("Landlord") and COMSAT Corporation, a District of Columbia corporation ("Tenant").
Miscellaneous General Provisions. 9.1. The Parties will consult and coordinate with each other before either issue any public statements or media release concerning any actions, transactions, commitments, or understandings covered by this MoU.
9.2. Nothing in this MoU is intended to limit or affect the independence of either party or affect their statutory obligations.
9.3. Nothing in this MoU will make either party liable for the actions of the other or constitute any legal relationship between the parties
