Miscellaneous Provisions Clause Samples

Miscellaneous Provisions. Section 12.01

Miscellaneous Provisions. (A) All written notices shall be given to Lessor or Lessee by certified mail or nationally recognized overnight mail. Notices to either party shall be addressed to the person and address given on the first page hereof. Lessor and Lessee may, from time to time, change these addresses by notifying each other of this change in writing. Notices of overdue Rent may be sent to Lessee by regular, special delivery, or nationally recognized overnight mail. (B) The terms, conditions and covenants contained in this Lease and any riders and plans attached hereto shall bind and inure to the benefit of Lessor and Lessee and their respective successors, heirs, legal representatives, and assigns. (C) This Lease shall be governed by and construed under the laws of the State where the Leased Premises are situate. (D) In the event that any provision of this Lease shall be held invalid or unenforceable, no other provisions of this Lease shall be affected by such holding, and all of the remaining provisions of this Lease shall continue in full force and effect pursuant to the terms hereof. (E) The Article captions are inserted only for convenience and reference, and are not intended, in any way, to define, limit, describe the scope, intent, and language of this Lease or its provisions. (F) In the event Lessee remains in possession of the premises herein leased after the expiration of this Lease and without the execution of a new lease and without Lessor's written permission, Lessee shall be deemed to be occupying said premises as a tenant from month-to-month, subject to all the conditions, provisions, and obligations of this Lease insofar as the same can be applicable to a month-to-month tenancy except that the monthly installment of Rent shall be One Hundred Fifty percent (150%) the amount due on the last month prior to such expiration. (G) If any installment of Rent (whether lump sum, monthly installments, or any other monetary amounts required by this Lease to be paid by Lessee and deemed to constitute Rent hereunder) shall not be paid when due, or non-monetary default shall remain uncured after the expiration of any applicable cure period, Lessor shall have the right to charge Lessee a late charge of $250.00 per month for each month that any amount of Rent installment remains unpaid or non-monetary default shall go uncured after the first such occurrence in any 12 month period. Said late charge shall commence after such installment is due or non-monetary default goes uncur...

Miscellaneous Provisions. A. The Board agrees at all times to try to maintain an adequate list of substitute teachers. Teachers shall be informed of a telephone number they may call, at least one (1) hour before school begins, to report unavailability for work. Once a teacher has reported unavailability, it shall be the responsibility of the Administration to arrange for a substitute teacher. Failure without just cause, to report unavailability for work by the time stated above, will result in the loss of that day's pay. The use of regular teachers as substitute teachers shall be avoided whenever possible. In the event regular teachers covered by this Agreement are used as substitutes on an emergency and voluntary basis, said teacher shall be compensated at a rate of 0.063% per hour. B. This Agreement shall supersede any contrary or inconsistent terms contained in any individual teacher contracts heretofore in effect. All future individual teacher contracts shall be made expressly subject to the terms of this Agreement. The provisions of this Agreement shall be incorporated into and be considered part of the established policies of the Board. C. If any provision of this Agreement or any application of the Agreement to any employee or group of employees shall be found contrary to law, then such provision or application shall not be deemed valid and subsisting except to the extent permitted by law, but all other provisions or applications shall continue in full force and effect. D. Copies of this Agreement shall be duplicated at the expense of the Board and presented to all teachers now employed or hereafter employed by the Board. The Association shall be furnished ten (10) additional copies for its use. E. Teachers participating in School Improvement activities which occur outside of the normal work day shall be allowed compensatory time, documented and signed by the building principal and/or may elect to be paid pursuant to Schedule B. Teachers must elect whether they wish to be paid or use compensatory time, or a combination of pay and compensatory time at the beginning of the school year. Use of said compensatory time shall be scheduled with the approval of the building principal provided substitutes are available to fill in for the absent teacher. School Improvement compensatory time will be decided by each building School Improvement Team since activities in this area vary from building to building. A maximum of thirty six (36) days will be allotted for entire school district. ...

Miscellaneous Provisions. Any dispute or claim/s Organizer or I may have arising out of, relating to or in connection with this Agreement, my enrollment or participation in the activities, or any other aspect of my relationship with Organizer will be governed by the substantive law of the country the Organizer has its registered office (without regard to its “conflict-of-law” rules) (“Applicable Law”). Required Venue: I agree that any suit or other proceeding must be filed, entered into and/or take place only at the applicable court within the Jurisdiction of the Applicable Law, except allowed otherwise by the law of the Jurisdiction. • If I am signing as Participant’s legal guardian, I have the legal authority to act for the Participant and on his/her behalf. If my guardian status is challenged or found invalid, I will defend and indemnify the Released Parties, to the fullest extent allowed by law and per the provisions of this Agreement, just as if I were the Participant’s lawful legal guardian. • Regarding my relationship with Organizer, this Agreement shall take precedence over any other forms or contracts I may sign (for parties other than Organizer) in connection with the Activities. • If I use any of the bicycle services provided or made available in connection with the Event (including without limitation any on-course bicycle repairs), I shall pay for the cost of such services (including the costs of replacement parts, etc.) upon receipt of applicable invoice(s). • In no event may I (or anyone else on my behalf) without the prior written consent of WTC/Organizer: (a) use any intellectual property of WTC/Organizer and/or its affiliates, including, but not limited to, the IRONMAN®, 70.3®, Iron Girl®, IRONKIDS®, Velothon®, Cape Epic®, 5150®, and Rock ‘n’ Roll® marks and names, the “M-Dot” logo, “K-Dot” logo (collectively, the “WTC IP”) and/or any words or marks that refer to, or are suggestive of, or confusingly similar to, the Event, any Event logo, Event name, Event location, Event date, or Event race distance (collectively, “Event IP”), or (b) sell, market, distribute, or produce any products, events, merchandise, websites, or services that are IRONMAN®-branded, 70.3®-branded, Event-branded, or branded or marked using (i) any Event logo,

Miscellaneous Provisions. 19.1 This Agreement shall be amended or varied only upon the execution of a written agreement between the Parties which makes specific reference to this Agreement. 19.2 Failure or delay of any Party at any time to take action against the other Party as provided in this Agreement will not affect such first-mentioned Party’s right to require full performance of this Agreement at any time thereafter. Waiver by any Party of a breach of any provision of this Agreement will not constitute a waiver of any subsequent breach nor in any way affect any right, power or remedy of that Party under this Agreement. 19.3 If any provisions of this Agreement are construed to be illegal, invalid or unenforceable, they shall not affect the legality, validity and enforceability of the other provisions of this Agreement. The illegal, invalid or unenforceable provisions shall be deemed to be deleted from this Agreement and no longer incorporated but all other provisions of this Agreement will continue to be binding on the Parties. If, as a consequence of that deemed deletion, any Party becomes liable for loss or damage which would otherwise have been excluded, that liability is also subject to the other limitations and provisions of this Agreement in so far it continues to apply. 19.4 This Agreement constitutes the entire agreement and understanding between the Parties relating to the subject matter of this Agreement hereof and shall supersede and cancel in all respects all previous negotiations, proposal, arrangements, understandings or agreements, of any nature between the Parties on this subject matter. 19.5 The rights, powers and remedies of a Party under this Agreement are cumulative with the rights, powers or remedies provided by law independent of this Agreement. 19.6 A Party may exercise a right, power or remedy at its discretion, and separately or concurrently with any another right, power or remedy. A single or partial exercise of a right, power or remedy by a Party does not prevent a further exercise of that or of any other right, power or remedy. 19.7 A Party may give or withhold its approval or consent conditionally or unconditionally in its discretion unless this Agreement states otherwise. 19.8 Nothing in this Agreement is to be construed as creating a partnership, association, trust or joint venture between the Parties. Neither Party nor any of its employee, agent, representative or contractor is deemed an employee, agent, representation or contractor of the other...

Miscellaneous Provisions. Section 11.01 Amendment.................................................... Section 11.02

Miscellaneous Provisions. 24.1 No delay or omission by either Party in exercising any right, power or remedy shall impair or be construed as a waiver of such right, power or remedy and any single or partial exercise thereof shall not preclude any future exercise of the same. 24.2 The Parties shall provide each other from time to time with non-confidential information required by the other Party to perform its obligations under this Agreement, including information about the name and address of the owner and occupier of the Site and any change thereof. 24.3 This Agreement except where otherwise expressly specified contains the entire agreement between the Parties in respect of the Supply and supersedes all previous agreements and understandings between them. Each Party acknowledges and confirms that it does not enter into this Agreement in reliance upon any representation or warranty or other undertaking not fully reflected in the terms of this Agreement. Neither Party shall have any liability in respect of warranties, representations or other undertakings made prior to the date of this Agreement unless such warranty, representation or undertaking was made fraudulently or unless there has been any fraudulent concealment. 24.4 If any provision of this Agreement is declared invalid, unenforceable or illegal by any court of competent jurisdiction or any Competent Authority such invalidity, unenforceability or illegality shall not prejudice or affect the remaining provisions of this Agreement which shall continue in full force and effect notwithstanding such invalidity, unenforceability or illegality. 24.5 No amendments to this Agreement shall be effective unless made in writing and signed by or on behalf of both Parties, save that Clauses 2.1 and 2.2 shall not be amended without the prior written consent of the Authority. Both Parties shall effect any amendment required to this Agreement as a result of any change in the Supplier’s Licence, any order made pursuant to the Act, any direction of a Competent Authority, any variation required by the Framework Agreement as a result of a Change Control Request, or any variation of any agreement, licence, code, authorisation or consent necessary to permit the Supply. The Parties shall immediately notify the Authority of any amendment to this Agreement. 24.6 Expiry or termination (howsoever caused) of this Agreement shall not affect any rights or obligations which may have accrued prior to such expiry or termination or which result from the even...

Miscellaneous Provisions. Section 10.01 Amendment.................................................... Section 10.02 Recordation of Agreement; Counterparts....................... Section 10.03

Miscellaneous Provisions. Section 9.01 Successor to the Special Servicer. 52 Section 9.02 Costs. 54 Section 9.03 Protection of Confidential Information. 54 Section 9.04 Notices. 54 Section 9.05 Severability Clause. 56 Section 9.06 No Personal Solicitation. 56 Section 9.07 Counterparts. 56 Section 9.08 Place of Delivery and Governing Law. 57 Section 9.09 Further Agreements. 57 Section 9.10 Intention of the Parties. 57 Section 9.11 Successors and Assigns; Assignment of Special Servicing Agreement. 57 Section 9.12 Assignment by the Seller. 57 Section 9.13 Amendment. 57 Section 9.14 Waivers. 58 Section 9.15 Exhibits. 58 Section 9.16 Intended Third Party Beneficiaries. 58 Section 9.17 General Interpretive Principles. 58 Section 9.18 Reproduction of Documents. 59 EXHIBIT A FORM OF NOTICE OF TRANSFER EXHIBIT B CUSTODIAL ACCOUNT CERTIFICATION NOTICE EXHIBIT C ESCROW ACCOUNT CERTIFICATION NOTICE EXHIBIT D-1 FORM OF MONTHLY REMITTANCE ADVICE EXHIBIT D-2 STANDARD MONTHLY DEFAULTED LOAN REPORT EXHIBIT E [SERIES NO.] TRUST AGREEMENT EXHIBIT F RESERVED EXHIBIT G FORM OF CERTIFICATION TO BE PROVIDED TO THE DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER BY THE SPECIAL SERVICER EXHIBIT H FORM OF POWER OF ATTORNEY EXHIBIT I TRANSFER INSTRUCTIONS EXHIBIT J FORM OF CERTIFICATION REGARDING SERVICING CRITERIA TO BE ADDRESSED IN REPORT ON ASSESSMENT OF COMPLIANCE EXHIBIT K TRANSACTION PARTIES EXHIBIT L FORM OF ANNUAL OFFICER’S CERTIFICATE This SPECIAL SERVICING AGREEMENT (this “Agreement”), entered into as of the [___] day of [_______], 200[_], by and among ▇▇▇▇▇▇ BROTHERS HOLDINGS INC., a Delaware corporation (the “Seller”), [SPECIAL SERVICER], a [FORM OF ENTITY] (the “Special Servicer” or “[SPECIAL SERVICER]”) and AURORA LOAN SERVICES LLC, as master servicer (the “Master Servicer”), and acknowledged by [TRUSTEE], as trustee (the “Trustee”) STRUCTURED ASSET SECURITIES CORPORATION, as Depositor (the “Depositor”) under the Trust Agreement (as defined herein), recites and provides as follows: