Common use of Miscellaneous Notices Clause in Contracts

Miscellaneous Notices. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx X. Xxxxx 0000 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to the Company: Software Spectrum, Inc. 0000 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.

Miscellaneous Notices. (a) This Agreement and any instrument delivered pursuant to this Agreement shall be governed by and construed interpreted in accordance with the laws of the State of Texas Connecticut, without reference regard to principles the conflicts of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representativeslaw rules thereof. (b) Any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be resolved through final and binding arbitration in accordance with the Employment Dispute Resolution Rules of the American Arbitration Association then in effect. Judgment upon any arbitration award rendered may be entered in any court having jurisdiction thereof. The arbitration shall be held in the area where the Company then has its principal place of business. The arbitration award may include an award of attorneys' fees and costs. (c) This Agreement shall extend to, be binding upon and inure to the benefit of Participant and his legal representatives, heirs, successors and assigns (subject, however, to the limitations set forth in Section 5 with respect to transfer of this Agreement or any rights hereunder), and upon the Company and its successors and assigns, regardless of any change in the business structure of the Company, be it through spinoff, merger, sale of stock, sale of assets or any other transaction. (d) This Agreement and the Plan contain the entire agreement of the parties with respect to the subject matter hereof. With the consent of the Participant, the Board of Directors or a committee thereof, may amend this Agreement in a manner not inconsistent with the Plan. (e) No value deemed to be received by Participant as a result of the award of Award Shares hereunder will constitute "earnings" with respect to which any other employee benefits of Participant are determined. (f) The waiver of any breach of any duty, term or condition of this Agreement shall not be deemed to constitute a waiver of any preceding or succeeding breach of the same or of any other duty, term or condition of this Agreement. (g) All notices and other communications hereunder shall pursuant to this Agreement will be in writing and shall will be given sent by hand delivery to the other party personal delivery, telecopier, electronic mail or by prepaid registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx X. Xxxxx 0000 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to parties hereto at the Company: Software Spectrum, Inc. 0000 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer addresses set forth beneath their names on the signature page hereto or to such other address addresses as either party shall have furnished to the other may hereafter be specified by like notice in writing in accordance herewithby either of the parties, and will be deemed given (i) upon receipt if by personal delivery, (ii) on the day on which delivered if delivered by telecopier (with confirmation of receipt (such receipt to be established by acceptable protocol)), (iii) upon mailing if sent by registered or certified mail or (iv) when transmitted if delivered by electronic mail (with satisfactory evidence of transmittal (such evidence of transmittal to be established by acceptable protocol)). Notice and communications Copies of all notices shall be effective when actually received by the addresseesent to: Paul, Hastings, Janoxxxx & Xalkxx XXX, 1055 Xxxxxxxxxx Xxxxxxxxx, Xxxxxxxx, Xxxxxxxxxxx 00000, Xxtention: Estexxx X. Xxxxxx, Xxq., Telecopier No. 203-000-0000, X-mail Address: eafexxxx@xxxx.xxx. (ch) The invalidity or unenforceability headings of any provision the sections of this Agreement shall not affect the validity or enforceability are inserted for convenience of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall reference only and will not be deemed to be constitute a waiver of such provision part hereof or right or any other provision or right of this Agreementto affect the meaning hereof. (fi) The Executive This Agreement may be executed in counterparts, each of which will be deemed an original but all of which will together constitute one and the Company acknowledge thatsame agreement. Date of Grant: BIO-PLEXUS, except as may otherwise be provided under any other written agreement between the Executive and the CompanyINC. October 26, the employment of the Executive by the Company is "at will" and2000 By: ------------------------------- Name: Title: Address: 129 Xxxxxxxxx Xxxx Xxxxxx, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.XX 06066

Miscellaneous Notices. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx Jamxx X. Xxxxx 0000 2110 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 75070 If to the Company: Software Spectrum, Inc. 0000 2140 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.

Miscellaneous Notices. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx Jamex X. Xxxxx 0000 2114 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 75070 If to the Company: Software Spectrum, Inc. 0000 2140 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.

Miscellaneous Notices. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx X. Xxxxx 0000 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to the Company: Software Spectrum, Inc. 0000 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives Executive's employment with the Company terminates, then the Executive shall have no further rights under this Agreement.

Miscellaneous Notices. given pursuant to any provision of this Agreement shall be addressed as follows: (ai) if to the Company, to El Paso Natural Gas Company, 1001 Xxxxxxxxx, Xxxxxxx, Xxxxx 00000, Xxtention : Britxxx Xxxxx, Xx. xxx (ii) if to any Underwriter or to you, to you c/o Doxxxxxxx, Xxfkin & Jenrxxxx Xxxurities Corporation, 277 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Xxtention: Syndicate Department, or in any case to such other address as the person to be notified may have requested in writing. The respective indemnities, contribution agreements, representations, warranties and other statements of the Company and the several Underwriters set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive delivery of and payment for the Securities, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the officers or directors of any Underwriter, any person controlling any Underwriter, the Trust, the Trustees, the Company, the officers or directors of the Company or any person controlling the Company, (ii) acceptance of the Securities and payment for them hereunder and (iii) termination of this Agreement. If for any reason the Securities are not delivered by or on behalf of the Trust as provided herein (other than as a result of any termination of this Agreement pursuant to Section 9), the Trust and the Company agree to reimburse the several Underwriters for all out-of-pocket expenses (including the fees and disbursements of counsel) incurred by them. Notwithstanding any termination of this Agreement, the Trust and the Company shall be liable for all expenses which they have agreed to pay pursuant to Section 5(h) hereof. The Trust and the Company also agree to reimburse the several Underwriters, their directors and officers and any persons controlling any of the Underwriters for any and all fees and expenses (including, without limitation, the reasonable fees disbursements of counsel) incurred by them in connection with enforcing their rights hereunder (including, without limitation, pursuant to Section 7 hereof). Except as otherwise provided, this Agreement has been and is made solely for the benefit of and shall be binding upon the Trust, the Company, the Underwriters, the Underwriters' directors and officers, any controlling persons referred to herein, the Trustees, the Company's directors and the Company's officers who sign the Registration Statement and their respective This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effectNew York. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder signed in various counterparts which together shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx X. Xxxxx 0000 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to the Company: Software Spectrum, Inc. 0000 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive constitute one and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreementsame instrument.

Miscellaneous Notices. (a) This Agreement and any instrument delivered pursuant to this Agreement shall be governed by and construed interpreted in accordance with the laws of the State of Texas Connecticut, without reference regard to principles the conflicts of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representativeslaw rules thereof. (b) Any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be resolved through final and binding arbitration in accordance with the Employment Dispute Resolution Rules of the American Arbitration Association then in effect. Judgment upon any arbitration award rendered may be entered in any court having jurisdiction thereof. The arbitration shall be held in the area where the Company then has its principal place of business. The arbitration award may include an award of attorneys' fees and costs. (c) This Agreement shall extend to, be binding upon and inure to the benefit of Participant and his legal representatives, heirs, successors and assigns (subject, however, to the limitations set forth in Section 5 with respect to transfer of this Agreement or any rights hereunder), and upon the Company and its successors and assigns, regardless of any change in the business structure of the Company, be it through spinoff, merger, sale of stock, sale of assets or any other transaction. (d) This Agreement and the Plan contain the entire agreement of the parties with respect to the subject matter hereof. With the consent of the Participant, the Board of Directors or a committee thereof, may amend this Agreement in a manner not inconsistent with the Plan. (e) The waiver of any breach of any duty, term or condition of this Agreement shall not be deemed to constitute a waiver of any preceding or succeeding breach of the same or of any other duty, term or condition of this Agreement. (f) All notices and other communications hereunder shall pursuant to this Agreement will be in writing and shall will be given sent by hand delivery to the other party personal delivery, telecopier, electronic mail or by prepaid registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx X. Xxxxx 0000 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to parties hereto at the Company: Software Spectrum, Inc. 0000 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer addresses set forth beneath their names on the signature page hereto or to such other address addresses as either party shall have furnished to the other may hereafter be specified by like notice in writing in accordance herewith. Notice by either of the parties, and communications shall will be effective when actually received deemed given (i) upon receipt if by personal delivery, (ii) on the addressee. day on which delivered if delivered by telecopier (c) The invalidity or unenforceability with confirmation of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. receipt (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required receipt to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(vestablished by acceptable protocol)), shall not be deemed to be a waiver of such provision (iii) upon mailing if sent by registered or right certified mail or any other provision or right of this Agreement. (fiv) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive when transmitted if delivered by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.electronic mail (with

Miscellaneous Notices. (a) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modified otherwise than by a written agreement executed by the parties hereto or their respective successors and legal representatives. (b) All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Xxxxx Jamex X. Xxxxx 0000 2114 Xxxxx Xxxx XxXxxxxx, Xxxxx 00000 If to the Company: Software Spectrum, Inc. 0000 2140 Xxxxxxx Xxxxx Garland, Texas 75041 Attention: Chief Executive Officer or to such other address as either party shall have furnished to the other in writing in accordance herewith. Notice and communications shall be effective when actually received by the addressee. (c) The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. (d) The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation. (e) The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 5(c)(i)-(v), shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement. (f) The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, may be terminated by either the Executive or the Company at any time. Moreover, if prior to the Effective Date, the Executives employment with the Company terminates, then the Executive shall have no further rights under this Agreement.