Other Agreements Miscellaneous Sample Clauses

Other Agreements Miscellaneous. Section 3.01. The Corporation will not, and will not cause or permit any Operating Subsidiary to, by issue or sale of securities or other voluntary action or inaction, avoid or seek to avoid the observance or performance of any of the terms of this Agreement. Each party hereto further agrees to use its commercially reasonable efforts to cause the Operating Subsidiaries to cooperate and to take such actions as may be required in order to give effect to and carry out the transactions contemplated herein.
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Other Agreements Miscellaneous. 1. This Agreement, which may be executed in counterpart copies, any of which shall constitute a single original, shall be governed by Massachusetts law. O.M. and Designs each hereby consent to jurisdiction of the courts of the Commonwealth of Massachusetts in connection with any dispute relating to this Agreement, the Escrow Agreement, the Existing Lease or the New Lease. This Agreement shall be binding on and inure to the benefit of O.M. and Designs, and their respective successors and assigns; provided, however, that O.M. shall not assign this Agreement, or its interests, rights or obligations hereunder, to any person or entity other than a transferee of O.M.'s interest in the Land and the Building (including, without limitation, any transferee by reason of any sale, foreclosure, deed in lieu of foreclosure, merger, consolidation or ground lease). Any successor or assignee of O.M. with respect to O.M.'s interest, rights or obligations in this Agreement shall agree directly with Designs by written instrument in form and substance reasonably satisfactory to O.M. and Designs, to be bound by all of the obligations of O.M. under this Agreement, the Escrow Agreement, the Existing Lease and, if the Termination Option is exercised by O.M. in accordance with the terms hereof, the New Lease. Without limiting the provisions of the immediately foregoing sentence, in the event of any assignment of O.M.'s interest, rights and obligations hereunder to any ground lessee, the owner of the fee interest in the Land and the Building shall join such instrument to evidence that it shall be jointly and severally liable with the ground lessee for the obligations of O.M.
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Other Agreements Miscellaneous 
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Related to Other Agreements Miscellaneous

  • OTHER AGREEMENTS, ETC It is understood that any of the shareholders, Trustees, officers and employees of the Fund may be a shareholder, director, officer or employee of, or be otherwise interested in, the Manager, and in any person controlled by or under common control with the Manager, and that the Manager and any person controlled by or under common control with the Manager may have an interest in the Fund. It is also understood that the Manager and any person controlled by or under common control with the Manager may have advisory, management, service or other contracts with other organizations and persons and may have other interests and business.

  • M iscellaneous 14.1. In the event of any inconsistency, discrepancy, misstatement or error appearing in translations of the particulars and the Online Terms and Conditions to any other language (if any), the Online Terms and Conditions in the English language shall prevail.

  • Certain Agreements Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

  • Compliance with Other Agreements Employee represents and warrants that the execution of this Agreement by him and his performance of his obligations hereunder will not conflict with, result in the breach of any provision of or the termination of or constitute a default under any agreement to which Employee is a party or by which Employee is or may be bound.

  • ENTIRE AGREEMENT/MISCELLANEOUS This Agreement embodies the entire agreement and understanding between the parties hereto, and supersedes all prior agreements and understandings, relating to the subject matter hereof. If any provision of this Agreement is determined to be invalid or unenforceable in any respect, such determination will not affect such provision in any other respect or any other provision of this Agreement, which will remain in full force and effect. This Agreement may not be amended or otherwise modified or waived except by an instrument in writing signed by both the Placement Agent and the Company. The representations, warranties, agreements and covenants contained herein shall survive the Closing Date of the Placement and delivery of the Placement Agent Securities. This Agreement may be executed in two or more counterparts, all of which when taken together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to the other party, it being understood that both parties need not sign the same counterpart. In the event that any signature is delivered by facsimile transmission or a .pdf format file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or .pdf signature page were an original thereof.

  • Agreements, Etc Other than the Leases, the Seller has not entered into any contract or agreement with respect to the Property which will be binding on the Purchaser after the Closing other than contracts and agreements being assumed by the Purchaser or which are terminable upon thirty (30) days notice without payment of premium or penalty.

  • Governing Law Miscellaneous This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York for contracts to be wholly performed in such state and without giving effect to the principles thereof regarding the conflict of laws. Each of the parties consents to the exclusive jurisdiction of the federal courts whose districts encompass any part of the City of New York or the state courts of the State of New York sitting in the City of New York in connection with any dispute arising under this Agreement or any of the other Transaction Agreements and hereby waives, to the maximum extent permitted by law, any objection, including any objection based on FORUM NON CONVENIENS, to the bringing of any such proceeding in such jurisdictions. To the extent determined by such court, the Company shall reimburse the Lender for any reasonable legal fees and disbursements incurred by the Lender in enforcement of or protection of any of its rights under any of the Transaction Agreements. Failure of any party to exercise any right or remedy under this Agreement or otherwise, or delay by a party in exercising such right or remedy, shall not operate as a waiver thereof. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of each of the parties hereto. All pronouns and any variations thereof refer to the masculine, feminine or neuter, singular or plural, as the context may require. A facsimile transmission of this signed Agreement shall be legal and binding on all parties hereto. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original. The headings of this Agreement are for convenience of reference and shall not form part of, or affect the interpretation of, this Agreement. If any provision of this Agreement shall be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remainder of this Agreement or the validity or enforceability of this Agreement in any other jurisdiction. This Agreement may be amended only by an instrument in writing signed by the party to be charged with enforcement thereof. This Agreement supersedes all prior agreements and understandings among the parties hereto with respect to the subject matter hereof.

  • Relation to Other Agreements Nothing in this Agreement shall derogate from the existing rights and obligations of a Member State under any other international agreements to which it is a party.

  • ARTICLE IX MISCELLANEOUS 60 SECTION 9.01

  • Termination of Other Agreements This Agreement sets forth the entire understanding of the parties hereto with respect to the Option and Option Shares, and supercedes all prior arrangements or understandings among the parties regarding such matters.

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