Scope and Effect of This Agreement Sample Clauses

Scope and Effect of This Agreement. 1.1 The terms used in this Agreement, unless otherwise defined herein, shall have the meanings set forth in Attachment B.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Scope and Effect of This Agreement. The scope of this Agreement includes Products to (1) be used by RJRT in the ordinary course of its business in the United States, including its obligations to provide Products in Puerto Rico (through an Affiliate), duty free shops in the United States and United States overseas military installations and (2) satisfy RJRT's obligations pursuant to the Contract Manufacturing Agreements in accordance with the terms of those Contract Manufacturing Agreements. Notwithstanding the foregoing, except as expressly set forth in the preceding sentence, nothing herein will obligate RJRT to obtain Products from Supplier for (1) any of its subsidiaries or Affiliates or (2) any business operations outside the United States. Nothing herein shall restrict RJRT's ability to transfer the ownership of its brands during the Term of this Agreement to an unaffiliated third party. RJRT hereby agrees that in the event of a reorganization of its corporate structure during the Term of this Agreement resulting in the transfer of Products to an Affiliate or Subsidiary, the manufacture of such Products shall continue to be subject to this Agreement but no other brands or products of such Subsidiary or Affiliate shall be included in the scope of this Agreement. Except as set forth in the preceding sentence, nothing contained herein shall restrict or in any way limit RJRT's right or ability to otherwise effectuate any such reorganization or transfer of brands, whether or not such reorganization or transfer results in the manufacture of Product by a Person other than Supplier. Notwithstanding anything herein to the contrary, this Agreement shall not be binding or effective on either of the Parties unless and until each and every other ancillary and related agreement between and/or among RJRT, RJRP, Supplier, and Oracle identified on Schedule 2.3 executed and delivered; it being expressly acknowledged and agreed that this Agreement constitutes only one portion of a series of related and integrated transactions, each of which must be consummated before any other is effective. The manufacture and supply of Excluded Products are not included in the scope of this Agreement. During the Term, RJRT will provide Supplier with notice of, and an opportunity to bid on, additional business outside the scope of this Agreement. Notwithstanding the preceding sentence, for any additional business related to promotional sleeves arising during the Term, RJRT shall provide Supplier with written notice of the...
Sample 1

Related to Scope and Effect of This Agreement

  • Effect of this Agreement Subject to the Corporation’s right to terminate the Option pursuant to Section 7.4 of the Plan, this Option Agreement shall be assumed by, be binding upon and inure to the benefit of any successor or successors to the Corporation.

  • Amendment of this Agreement No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought, and no amendment of this Agreement shall be effective until approved in a manner consistent with the 1940 Act and rules and regulations thereunder and any applicable SEC exemptive order therefrom.

  • Effect of this Amendment Except as modified pursuant hereto, no other waivers, changes or modifications to the Financing Agreements are intended or implied, and in all other respects, the Financing Agreements are hereby specifically ratified, restated and confirmed by all parties hereto as of the effective date hereof. To the extent of conflict between the terms of this Amendment and the other Financing Agreements, the terms of this Amendment shall control.

  • Continuing Nature of this Agreement This Agreement, including the subordination provisions hereof, will be reinstated if at any time any payment or distribution in respect of any of the Parity Lien Obligations is rescinded or must otherwise be returned in an Insolvency or Liquidation Proceeding or otherwise by any holder of Parity Lien Obligations or Parity Lien Representative or any representative of any such party (whether by demand, settlement, litigation or otherwise). In the event that all or any part of a payment or distribution made with respect to the Parity Lien Obligations is recovered from any holder of Parity Lien Obligations or any Parity Lien Representative in an Insolvency or Liquidation Proceeding or otherwise, such payment or distribution received by any holder of Junior Lien Obligations or Junior Lien Representative with respect to the Junior Lien Obligations from the proceeds of any Collateral at any time after the date of the payment or distribution that is so recovered, whether pursuant to a right of subrogation or otherwise, that Junior Lien Representative or that holder of a Junior Lien Obligation, as the case may be, will forthwith deliver the same to the Collateral Trustee, for the account of the holders of the Parity Lien Obligations and other Obligations secured by a Permitted Prior Lien, to be applied in accordance with Section 3.4. Until so delivered, such proceeds will be held by that Junior Lien Representative or that holder of a Junior Lien Obligation, as the case may be, for the benefit of the holders of the Parity Lien Obligations and other Obligations secured by a Permitted Prior Lien.

  • Modification of this Agreement This Agreement may not be modified, nor may compliance with any of its terms be waived, except as noted in Section 11.1, “Notices to Parties,” regarding change in personnel or place, and except by written instrument executed and approved in the same manner as this Agreement. Contractor shall cooperate with Department to submit to the Director of CMD any amendment, modification, supplement or change order that would result in a cumulative increase of the original amount of this Agreement by more than 20% (CMD Contract Modification Form).

  • Terms of this Agreement The Parties acknowledge that this Agreement and all of the respective terms of this Agreement shall be treated as Confidential Information of both Parties.

  • Execution of this Agreement This Agreement may be executed in multiple counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same agreement. The exchange of copies of this Agreement and of signature pages by facsimile or other electronic transmission shall constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original Agreement for all purposes.

  • Authorization of this Agreement This Agreement has been duly authorized, executed and delivered by or on behalf of such Selling Stockholder.

  • Termination and Amendment of this Agreement This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment. This Agreement may be amended only if such amendment is approved (i) by Underwriter, (ii) either by action of the Board of Trustees of the Trust or at a meeting of the Shareholders of the Trust by the affirmative vote of a majority of the outstanding Shares, and (iii) by a majority of the Trustees of the Trust who are not interested persons of the Trust or of Underwriter by vote cast in person at a meeting called for the purpose of voting on such approval. Either the Trust or Underwriter may at any time terminate this Agreement on sixty (60) days' written notice delivered or mailed by registered mail, postage prepaid, to the other party.

  • Assignment of this Agreement (a) We may assign, transfer, sub-contract or sell our rights, benefits or obligations under this Agreement at any time to any of our Affiliates or to an unaffiliated third party and you consent to this without us having to notify you.

Time is Money Join Law Insider Premium to draft better contracts faster.