Replacement of Validity Guarantors Sample Clauses

Replacement of Validity Guarantors. In the case of the death, resignation discharge, firing or release from service of any Validity Guarantors, and unless MCI determines in its reasonable discretion that no replacement is needed, Borrower will make commercially reasonable efforts to replace such Validity Guarantor and will exercise good faith, prudence and good judgement in selecting a replacement. Borrower will evaluate all qualifications to include, but not limited to, industry experience, attention to detail, personal and professional integrity. Any such new guarantor selected by Bxxxxxxx will execute a new Guaranty Agreement substantially in the terms of the Guaranty Agreement executed by the Validity Guarantors as of the Closing Date. Borrower will share with MCI the criteria used in selecting the replacement guarantor.
Sample 1
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Related to Replacement of Validity Guarantors

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

  • 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.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • 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 Notwithstanding any contrary provision contained in this Agreement, any election hereunder or any termination of this Agreement, and whether or not this Agreement is otherwise carried out, the provisions of Section 5 shall not be in any way affected by such election or termination or failure to carry out the terms of this Agreement or any part hereof.

  • 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.

  • Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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

  • Definitions As used in this Agreement:

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

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