Miscellaneous Provisions A. All notices, requests, and demands given to or made upon the parties hereto shall, except as otherwise specified herein, be in writing and be delivered by fax, express delivery, in person, or mailed to any such party, by registered or certified mail, return receipt requested, at the address of such party. Any party may, by notice hereunder to the other party, designate a changed address for such party. Any notice, if faxed, shall be deemed received upon confirmation of the receipt thereof; if sent by express delivery, shall be deemed received upon delivery as set forth on the express delivery receipt; if personally delivered, shall be deemed received upon delivery; and if mailed properly addressed, postage prepaid, registered or certified mail, shall be deemed dispatched on the registered date or that stamped on the certified mail receipt, and shall be deemed received the fifth business day thereafter, or when it is actually received, whichever is sooner. Attempted delivery that is unsuccessful, in person, by express delivery, or by registered or certified mail, at the correct address or fax number, shall be deemed received on the date of such attempted delivery or attempted fax. All references to hours of the day shall mean the official time in effect on the date in question in the State of New Jersey.
Miscellaneous Provisions A. Patents: Subcontractor agrees to indemnify, defend and hold harmless Owner and Contractor from any claims, demands, or damages of any nature on account of the alleged use of any patented invention, article or process in connection with its work under this Agreement, either in the course of construction or after completion of the Subcontract Work, and Subcontractor further agrees to defend at its own expense, any suit for alleged infringements.
Miscellaneous Provisions A. This General Serv ice Agreement and the terms of any optional calling plan, promotion, and/or authorized written communications y ou hav e receiv ed constitute the entire Agreement between y ou and the Company , and supersedes any and all prior agreements, oral or xx xxxxx, concerning the subject matter. If there is any inconsistency or conf lict between the terms of any optional calling plan, promotion, and/or authorized written communications y ou hav e receiv ed and the prov isions of this Agreement, the prov isions of this Agreement wi ll control. B. If y ou either v oluntarily cancel y our Company account or if the Company cancels y our serv ice f or any reason set f xxxx abov e, the Company will hav e no obligation whatsoev er to assist y ou in any respect in switching f rom the Company to another carrier. C. Customers may not modif y or assign this Agreement. In its sole discretion, the Company may assign this Agreement. D. No waiv er of this Agreement or any of its terms and conditions is v alid. E. This Agreement is binding upon y ou and the Company and upon, respectiv xxx , your and the Company ’s agents and heirs. F. Each prov ision of this Agreement applies to the f ullest extent permitted by applicable law. If any part or prov ision of this Agreement is f inally determined to be inv alid or unenf orceable under applicable law by a court of competent jurisdiction, then that part or prov ision will be inef f ective only to the extent of such inv alidity or unenf orceability , without in any way af f ecting the remaining parts or pr ov isions of this Agreement. G. This Agreement is gov erned by and construed under the laws of the State of New Y ork and applicable f ederal law, without regard to choice of law principles. H. Any liability or obligation of a party to the other party under the prov isions of Sections I, III, IV, VI, VIII, and IX, as a pplicable, will, in each case, surv iv e cancellation or termination of this Agreement. ______ ______
Miscellaneous Provisions A. CONFIDENTIALITY. The Founders shall take necessary steps to ensure that anything deemed “Confidential Information” will remain confidential. Confidential Information shall include, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyright and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential. Disclosure of Confidential Information will only occur on an as-needed basis and only upon consent of all the Founders. This Agreement is in compliance with the Defend Trade Secrets Act and provides civil or criminal immunity to any individual for the disclosure of trade secrets: (i) made in confidence to a federal, state, or local government official, or to an attorney when the disclosure is to report suspected violations of the law; or (ii) in a complaint or other document filed in a lawsuit if made under seal. B. DISPUTE RESOLUTION. If a dispute, controversy, or claim arises out of or relates to this Founders’ Agreement or the breach thereof, and if the dispute cannot be settled through negotiation, the Founders agree first to try in good faith to settle the dispute by mediation administered by the American Arbitration Association, or a similar dispute resolution service. If the Founders are unsuccessful at resolving the dispute through mediation, the Founders agree to arbitration administered by the American Arbitration Association, or a similar dispute resolution service. Judgment on the Award may be entered in any court having jurisdiction. C.
Miscellaneous Provisions A. You and the Company agree that this contract and the terms and conditions of your employment shall be governed by the laws of the State of New York. You and the Company agree to submit to the exclusive jurisdiction of the courts of the State of New York for any disputes arising out of your employment of termination of this contract. B. If any portion of this contract is deemed invalid or unenforceable, such determination shall not effect the validity or enforceability of the remaining provisions of the Agreement. C. This contract shall be terminated automatically upon the coincidentally with your death, except for the rights and obligations of either party accrued up to your death. If you are in agreement with the provisions of this contract, please sign in the space provided below. Please retain one fully executed copy for your records. Poland Communications, Inc. By: /s/ ROBEXX X. XXXXXX XXX ------------------------------------ Robexx X. Xxxxxx XXX Chief Executive Officer Date: February 20, 1997 I, Marex Xxxx, xxknowledge that I have received this contract and I agree to the terms and information contained herein. By: /s/ MAREX XXXX ------------------------------------ Date: February 20, 1997 4
Miscellaneous Provisions A. You and the Company agree that this contract and the terms and conditions of your employment shall be governed by the laws of the State of New York. You and the Company agree to submit to the exclusive jurisdiction of the courts of the State of New York for any disputes arising out of your employment of termination of this contract. B. If any portion of this contract is deemed invalid or unenforceable, such determination shall not effect the validity or enforceability of the remaining provisions of the Agreement. C. This contract shall be terminated automatically upon the coincidentally with your death, except for the rights and obligations of either party accrued up to your death. If you are in agreement with the provisions of this contract, please sign in the space provided below. Please retain one fully executed copy for your records. Poland Communications, Inc. By: /s/ ROBEXX X. XXXXXX XXX ------------------------------------ Robexx X. Xxxxxx XXX Chief Executive Officer Date: February 20, 1997 I, Marex Xxxx, xxknowledge that I have received this contract and I agree to the terms and information contained herein. By: /s/ MAREX XXXX ------------------------------------ Date: February 20, 1997 4 5 SCHEDULE A CONFLICT OF INTEREST AND INTEGRITY POLICY A. All employees of the Company must conduct their business and personal affairs with such ethics and integrity that no conflict of interest with the Company's business, real or implied, can be construed. A conflict of interest shall be deemed to exist if an employee or an Affiliate (as defined in (F) below) of the employee has any interest (including, but not limited to equity ownership, interest arrangement, commission, gift, etc.) direct or indirect, in a client, supplier, contractor, or other principal dealing with the Company or its affiliates, and that interest is of such extent or nature that it might reasonably be perceived by management to affect or tend to affect the employee's judgment or decisions exercised on behalf of the Company. B. An employee or any Affiliate of the employee shall not personally or on behalf of the Company receive or be involved with any kickbacks, bribes, gratuities, reciprocal arrangements or other improper or illegal arrangements, or benefit personally from any rebates or discounts, with any other organizations and personnel conducting or soliciting, currently or prospectively, the business with the Company and its affiliates. C. It is the Company's policy to comply with th...
Miscellaneous Provisions A. The provisions concerning payment of the Project Fees, indemnification, limitation of liability, nonsolicitation, and arbitration will survive the expiration or any termination of this agreement. B. Neither the Company nor Tatum will be deemed to have waived any rights or xxxxdies accruing under this agreement unless such waiver is in writing and signed by the party electing to waive the right or remedy. C. This agreement will be governed by and construed in all respects in accordance with the laws of the State of South Carolina, without giving effect to conflicts-of-laws principles. D. The terms of this agreement are severable, and they may not be amended except in writing signed by Tatum and the Company. If any portion of thxx agreement is found to be unenforceable, the rest of the agreement will be enforceable except to the extent that the severed provision deprives either party of a substantial portion of its bargain. This agreement binds and benefits the successors of Tatum and the Company. E. This axxxxxent contains the entire agreement between Tatum and the Company, superseding any prior xxxl or written statements or agreements.
Miscellaneous Provisions A. Time Schedule 1. ADC shall complete the Project in accordance with the milestones contained in Exhibit A of this Contract. 2. If ADC's performance of services is delayed or if ADC's sequence of tasks is changed, it shall notify the Owner's representative in writing of the reasons for the delay and prepare a revised schedule for performance of services. The revised schedule is subject to the Owner's written approval. 3. In the event that ADC fails to complete the Project within the time specified in the Contract, or within such additional time as may be granted in writing by the Owner or fails to prosecute the work, or any separable part thereof, with such diligence as will insure its completion within the time specified in the Contract or any extensions thereof, ADC shall remove all equipment pertaining to the Project from the Owner's premise and leave such premise as near as possible to its original condition. ADC agrees to bear any increased costs incurred by the Owner in returning to its original condition under this section. B. Suspension Owner, at its sole discretion, may suspend performance by ADC immediately under this Contract. ADC shall not perform further work under this Contract after the effective date and time of suspension until receipt of notice from Owner to resume performance. C. Termination 1. This Contract may be terminated in whole or in part by either party in the event of substantial failure of the other party to fulfill its obligations under this Contract through no fault of the terminating party; but only after the other party is given: a. not less than 10 calendar days' written notice of intent to terminate; and b. an opportunity for consultation with the terminating party prior to termination. 2. This Contract may be terminated in whole or in part by the Owner for its convenience; but only after ADC is given:
Miscellaneous Provisions A. Immediate Binding Effect Subject to Article IX.A hereof and notwithstanding Bankruptcy Rules 3020(e), 6004(h), or 7062 or otherwise, upon the occurrence of the Effective Date, the terms of the Plan, the Plan Supplement, and the Confirmation Order shall be immediately effective and enforceable and deemed binding upon the Debtors or the Reorganized Debtors, as applicable, and any and all Holders of Claims or Interests (regardless of whether such Claims or Interests are deemed to have accepted or rejected the Plan), all Entities that are parties to or are subject to the settlements, compromises, releases, and injunctions described in the Plan, each Entity acquiring property under the Plan, the Confirmation Order and any and all non-Debtor parties to Executory Contracts and Unexpired Leases with the Debtors. All Claims shall
Miscellaneous Provisions A. Individual Contract Subject to Master Agreement p. 25 B. Extent of Agreement p. 26 C. Separability p. 26 XIV. ARTICLE XIV – Duration of Agreement Appendix A – Newly Hired Staff Salary Schedule p. 27 Appendix B – Extra-Curricular Stipends p. 28 Appendix C – Other Paid Duties/Stipends p. 29 ARTICLE I--Recognition MASTER CONTRACT
