No Limitation on City Parties’ Governmental Functions Sample Clauses

No Limitation on City Parties’ Governmental Functions. The Parties acknowledge that each City Party is a Governmental Authority, and that no representation, warranty, consent, Approval or agreement in this Agreement by a City Party shall be binding upon, constitute a waiver by or estop the City Party from exercising any of its rights, powers or duties in connection with its Governmental Functions nor shall any portion of this Agreement be deemed to waive any immunities granted to a City Party when performing its Governmental Functions, which are provided under Applicable Law. Any consent to jurisdiction by a City Party is only with respect to matters arising in its capacity as a Party to this Agreement and expressly does not constitute a waiver of such City Party’s legal immunity or a consent to jurisdiction for any actions, omissions or circumstances, in each case solely arising out of the performance of the City Party’s Governmental Functions. It is acknowledged that Owner’s rights and remedies in connection with any injury, damage or other Claim resulting from any action, omission or circumstances arising out of a City Party’s exercise of its Governmental Functions shall be governed by the laws and regulations concerning Claims against the City Party as a Governmental Entity (which rights and remedies against the City Party with regard to actions by such City Party in exercising its Governmental Functions to remain unaffected by this Agreement.
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Related to No Limitation on City Parties’ Governmental Functions

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • NOW, THEREFORE the parties hereto agree as follows:

  • Definitions For purposes of this Agreement:

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Entire Agreement This DPA and the Service Agreement constitute the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior communications, representations, or agreements, oral or written, by the Parties relating thereto. This DPA may be amended and the observance of any provision of this DPA may be waived (either generally or in any particular instance and either retroactively or prospectively) only with the signed written consent of both Parties. Neither failure nor delay on the part of any Party in exercising any right, power, or privilege hereunder shall operate as a waiver of such right, nor shall any single or partial exercise of any such right, power, or privilege preclude any further exercise thereof or the exercise of any other right, power, or privilege.

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

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