Other General Agreements. 10.1 Time is of the essence hereof. 10.2 This Note is governed and controlled as to validity, enforcement, interpretation, construction, effect and in all other respects by the statutes, laws and decisions of the State of Colorado. This Note may not be changed or amended orally but only by an instrument in writing signed by the party against whom enforcement of the change or amendment is sought. The Borrower consents to the exclusive jurisdiction of the state and federal courts located within the City and County of Denver, Colorado and agrees that all actions or proceedings relating to this Note shall be litigated in such courts. 10.3 If this Note is executed by more than one party, the obligations and liabilities of each Borrower under this Note shall be joint and several and shall be binding upon and enforceable against each Borrower and their respective successors and assigns. This Note shall inure to the benefit of and may be enforced by Holder and its successors and assigns. 10.4 In the event any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Note shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 10.5 All agreements between Borrower and Holder, whether now existing or hereafter arising and whether written or oral, are expressly subject to applicable law and limited so that in no contingency or event whatsoever, whether by acceleration of the maturity of this Note or otherwise, shall the amount paid, or agreed to be paid, to Holder for the use, forbearance or detention of the money to be loaned hereunder or otherwise, exceed the maximum amount permissible under applicable law. If, from any circumstances whatsoever, fulfillment of any provision of this Note, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by law, then ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances Holder shall ever receive anything of value as interest or deemed interest by applicable law under this Note an amount that would exceed the highest lawful rate, such amount that would be excessive interest shall be applied to the reduction of the principal amount owing under this Note or on account of any other indebtedness of Borrower to Holder relating to this Note, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal of this Note, such excess shall be refunded to Borrower. In determining whether or not the interest paid or payable with respect to any indebtedness of Borrower to Holder, under any specific contingency, exceeds the highest lawful rate, Borrower and Holder shall, to the maximum extent permitted by applicable law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) amortize, prorate, allocate and spread the total amount of interest throughout the full term of such indebtedness so that the actual rate of interest on account of such indebtedness is uniform throughout the term thereof, and/or (iii) allocate interest between portions of such indebtedness, to the end that no such portion shall bear interest at a rate greater than that permitted by law. 10.6 Holder may at any time assign its rights in this Note, or any part thereof and Holder thereafter shall be relieved from all liability hereunder. Borrower may not assign its interest in this Note, or any other agreement with Holder or any portion thereof, either voluntarily or by operation of law, without the prior written consent of Holder. 10.7 Borrower represents and warrants to Holder that (i) Borrower has all requisite entity power and authority to execute, deliver, perform and carry out the obligations of this Note, and (ii) the person signing on behalf of the Borrower has been granted the requisite entity authority to do so. 10.8 In the event this Note is placed in the hands of an attorney-at-law for collection after the Maturity Date or upon an Event of Default or in the event that proceedings at law, in equity or bankruptcy, receivership or other legal proceedings are instituted in connection herewith, or in the event this Note is placed in the hands of an attorney-at-law to protect, defend or enforce the rights of Holder hereunder, Borrower hereby agrees to pay to Holder all Holder's costs of collecting or attempting to collect this Note or protecting, defending or enforcing such rights, including, without limitation, court costs and reasonable attorneys' fees, in addition to all principal, interest and other amounts payable hereunder.
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Samples: Note Agreement (Rancher Energy Corp.), Note Agreement (Rancher Energy Corp.), Note Agreement (Rancher Energy Corp.)
Other General Agreements. 10.1 Time is of the essence hereof.
10.2 This Note is governed and controlled as to validity, enforcement, interpretation, construction, effect and in all other respects by the statutes, laws and decisions of the State of ColoradoIllinois. This Note may not be changed or amended orally but only by an instrument in writing signed by the party against whom enforcement of the change or amendment is sought. The Borrower consents to the exclusive jurisdiction of the state and federal courts located within the City and County of Denver, Colorado and agrees that all actions or proceedings relating to this Note shall be litigated in such courts.
10.3 Lender shall not be construed for any purpose to be a partner, joint venturer, agent or associate of Borrower or of any lessee, operator, concessionaire or licensee of Borrower in the conduct of its business, and by the execution of this Note, Borrower agrees to indemnify, defend, and hold Lender harmless from and against any and all damages, costs, expenses and liability that may be incurred by Lender as a result of a claim that Lender is such partner, joint venturer, agent or associate.
10.4 This Note has been made and delivered at Chicago, Illinois and all funds disbursed to or for the benefit of Borrower will be disbursed in Chicago, Illinois.
10.5 If this Note is executed by more than one party, party the obligations and liabilities of each Borrower under this Note shall be joint and several and shall be binding upon and enforceable against each Borrower and their respective successors and assigns. This Note shall inure to the benefit of and may be enforced by Holder Lender and its successors and assigns.
10.4 In the event any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Note shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.
10.5 All agreements between Borrower and Holder, whether now existing or hereafter arising and whether written or oral, are expressly subject to applicable law and limited so that in no contingency or event whatsoever, whether by acceleration of the maturity of this Note or otherwise, shall the amount paid, or agreed to be paid, to Holder for the use, forbearance or detention of the money to be loaned hereunder or otherwise, exceed the maximum amount permissible under applicable law. If, from any circumstances whatsoever, fulfillment of 10.6 If any provision of this Note, at Note is deemed to be invalid by reason of the time performance operation of such provision shall be due, shall involve transcending the limit of validity prescribed by law, then ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances Holder shall ever receive anything of value as interest or deemed interest by applicable law under this Note an amount that would exceed the highest lawful rate, such amount that would be excessive interest shall be applied to the reduction reason of the principal amount owing under this Note interpretation placed thereon by any administrative agency or on account of any other indebtedness of Borrower to Holder relating to this Note, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal of this Note, such excess shall be refunded to Borrower. In determining whether or not the interest paid or payable with respect to any indebtedness of Borrower to Holder, under any specific contingency, exceeds the highest lawful ratecourt, Borrower and Holder shallLender shall negotiate an equitable adjustment in the provisions of the same in order to effect, to the maximum extent permitted by applicable law, (i) characterize the purpose of this and the validity and enforceability of the remaining provisions, or portions or applications thereof, shall not be affected thereby and shall remain in full force and effect.
10.7 If the interest provisions herein or in any non-principal payment as of the Loan Documents shall result, at any time during the Loan, in an expense, fee or premium rather than as interest, (ii) amortize, prorate, allocate and spread the total amount of interest throughout the full term of such indebtedness so that the actual effective rate of interest on account which, for any month, exceeds the limit of usury or other laws applicable to the Loan, all sums in excess of those lawfully collectible as interest of the period in question shall, without further agreement or notice between or by any party hereto, be applied upon principal immediately upon receipt of such indebtedness is uniform throughout monies by Lender, with the term thereofsame force and effect as though the payer has specifically designated such extra sums to be so applied to principal and Lender had agreed to accept such extra payment(s) as a premium-free prepayment. Notwithstanding the foregoing, and/or (iii) allocate interest between portions of however, Lender may at any time and from time to time elect by notice in writing to Borrower to reduce or limit the collection to such indebtednesssums which, when added to the end that said first-stated interest, shall not result in any payments toward principal in accordance with the requirements of the preceding sentence. In no such portion event shall bear interest at a rate greater than that permitted any agreed to or actual exaction as consideration for this Loan transcend the limits imposed or provided by lawthe law applicable to this transaction or the makers hereof in the jurisdiction in which the Property are located for the use or detention of money or the forbearance in seeking its collection.
10.6 Holder 10.8 Lender may at any time assign its rights in this NoteNote and the Loan Documents, or any part thereof and Holder transfer its rights in any or all of the collateral, and Lender thereafter shall be relieved from all liability hereunderwith respect to such collateral. In addition, Lender may at any time sell one or more participations in the Note. Borrower may not assign its interest in this Note, or any other agreement with Holder Lender or any portion thereof, thereto either voluntarily or by operation of law, without the prior written consent of HolderLender.
10.7 Borrower represents and warrants to Holder that (i) Borrower has all requisite entity power and authority to execute, deliver, perform and carry out the obligations of this Note, and (ii) the person signing on behalf of the Borrower has been granted the requisite entity authority to do so.
10.8 In the event this Note is placed in the hands of an attorney-at-law for collection after the Maturity Date or upon an Event of Default or in the event that proceedings at law, in equity or bankruptcy, receivership or other legal proceedings are instituted in connection herewith, or in the event this Note is placed in the hands of an attorney-at-law to protect, defend or enforce the rights of Holder hereunder, Borrower hereby agrees to pay to Holder all Holder's costs of collecting or attempting to collect this Note or protecting, defending or enforcing such rights, including, without limitation, court costs and reasonable attorneys' fees, in addition to all principal, interest and other amounts payable hereunder.
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Other General Agreements. 10.1 Time is of the essence hereof.
10.2 This Note is governed and controlled as to validity, enforcement, interpretation, construction, effect and in all other respects by the statutes, laws and decisions of the State of ColoradoIllinois. This Note may not be changed or amended orally but only by an instrument in writing signed by the party against whom enforcement of the change or amendment is sought. The Borrower consents to the exclusive jurisdiction of the state and federal courts located within the City and County of Denver, Colorado and agrees that all actions or proceedings relating to this Note shall be litigated in such courts.
10.3 Lender shall not be construed for any purpose to be a partner, joint venturer, agent or associate of Borrower or of any lessee, operator, concessionaire or licensee of Borrower in the conduct of its business, and by the execution of this Note, Borrower agrees to indemnify, defend, and hold Lender harmless from and against any and all damages, costs, expenses and liability that may be incurred by Lender as a result of a claim that Lender is such partner, joint venturer, agent or associate.
10.4 This Note has been made and delivered at Chicago, Illinois and all funds disbursed to or for the benefit of Borrower will be disbursed in Chicago, Illinois.
10.5 If this Note is executed by more than one party, the obligations and liabilities of each Borrower under this Note shall be joint and several and shall be binding upon and enforceable against each Borrower and their respective successors and assigns. This Note shall inure to the benefit of and may be enforced by Holder Lender and its successors and assigns.
10.4 In the event any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Note shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.
10.5 All agreements between Borrower and Holder, whether now existing or hereafter arising and whether written or oral, are expressly subject to applicable law and limited so that in no contingency or event whatsoever, whether by acceleration of the maturity of this Note or otherwise, shall the amount paid, or agreed to be paid, to Holder for the use, forbearance or detention of the money to be loaned hereunder or otherwise, exceed the maximum amount permissible under applicable law. If, from any circumstances whatsoever, fulfillment of 10.6 If any provision of this Note, at Note is deemed to be invalid by reason of the time performance operation of such provision shall be due, shall involve transcending the limit of validity prescribed by law, then ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances Holder shall ever receive anything of value as interest or deemed interest by applicable law under this Note an amount that would exceed the highest lawful rate, such amount that would be excessive interest shall be applied to the reduction reason of the principal amount owing under this Note interpretation placed thereon by any administrative agency or on account of any other indebtedness of Borrower to Holder relating to this Note, and not to the payment of interest, or if such excessive interest exceeds the unpaid balance of principal of this Note, such excess shall be refunded to Borrower. In determining whether or not the interest paid or payable with respect to any indebtedness of Borrower to Holder, under any specific contingency, exceeds the highest lawful ratecourt, Borrower and Holder shallLender shall negotiate an equitable adjustment in the provisions of the same in order to effect, to the maximum extent permitted by applicable law, (i) characterize the purpose of this and the validity and enforceability of the remaining provisions, or portions or applications thereof, shall not be affected thereby and shall remain in full force and effect.
10.7 If the interest provisions herein or in any non-principal payment as of the Loan Documents shall result, at any time during the Loan, in an expense, fee or premium rather than as interest, (ii) amortize, prorate, allocate and spread the total amount of interest throughout the full term of such indebtedness so that the actual effective rate of interest on account which, for any month, exceeds the limit of usury or other laws applicable to the Loan, all sums in excess of those lawfully collectible as interest of the period in question shall, without further agreement or notice between or by any party hereto, be applied upon principal immediately upon receipt of such indebtedness is uniform throughout monies by Lender, with the term thereofsame force and effect as though the payer has specifically designated such extra sums to be so applied to principal and Lender had agreed to accept such extra payment(s) as a premium-free prepayment. Notwithstanding the foregoing, and/or (iii) allocate interest between portions of however, Lender may at any time and from time to time elect by notice in writing to Borrower to reduce or limit the collection to such indebtednesssums which, when added to the end that said first-stated interest, shall not result in any payments toward principal in accordance with the requirements of the preceding sentence. In no such portion event shall bear interest at a rate greater than that permitted any agreed to or actual exaction as consideration for this Loan transcend the limits imposed or provided by lawthe law applicable to this transaction or the makers hereof in the jurisdiction in which the Property are located for the use or detention of money or for forbearance in seeking its collection.
10.6 Holder 10.8 Lender may at any time assign its rights in this NoteNote and the Loan Documents, or any part thereof and Holder transfer its rights in any or all of the collateral, and Lender thereafter shall be relieved from all liability hereunderwith respect to such collateral. In addition, Lender may at any time sell one or more participations in the Note. Borrower may not assign its interest in this Note, or any other agreement with Holder Lender or any portion thereof, either voluntarily or by operation of law, without the prior written consent of HolderLender.
10.7 Borrower represents and warrants to Holder that (i) Borrower has all requisite entity power and authority to execute, deliver, perform and carry out the obligations of this Note, and (ii) the person signing on behalf of the Borrower has been granted the requisite entity authority to do so.
10.8 In the event this Note is placed in the hands of an attorney-at-law for collection after the Maturity Date or upon an Event of Default or in the event that proceedings at law, in equity or bankruptcy, receivership or other legal proceedings are instituted in connection herewith, or in the event this Note is placed in the hands of an attorney-at-law to protect, defend or enforce the rights of Holder hereunder, Borrower hereby agrees to pay to Holder all Holder's costs of collecting or attempting to collect this Note or protecting, defending or enforcing such rights, including, without limitation, court costs and reasonable attorneys' fees, in addition to all principal, interest and other amounts payable hereunder.
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