SEVEN. (a) This Agreement shall not in any way be construed as an admission by the Company that it has acted wrongfully with respect to you or any other person, or that you have any rights whatsoever against the Company, and the Company specifically disclaims any liability to or wrongful acts against you or any other person, on the part of itself, its employees or its agents. This Agreement shall not in any way be construed as an admission by you that you have acted wrongfully with respect to the Company, or that you failed to perform your duties or negligently performed or breached your duties, or that the Company had good cause to terminate your employment.
SEVEN. As a further material inducement to the Company to enter into this Agreement, you hereby agree to indemnify and hold each of the Releasees harmless from all loss, costs, damages, or expenses, including without limitation, attorneys’ fees incurred by the Releasees, arising out of any breach of this Agreement by you or the fact that any representation made in this Agreement by you was false when made. As a further material inducement to you to enter into this Agreement, the Company hereby agrees to indemnify and hold each of the Releasees harmless from all loss, costs, damages, or expenses, including without limitation, attorneys’ fees incurred by the Releasees, arising out of any breach of this Agreement by it or the fact that any representation made in this Agreement by it was knowingly false when made.
SEVEN. As a further material inducement to the Company to enter into this Agreement, you hereby agree to indemnify and hold each of the Releasees harmless from all loss, costs, damages, or expenses, including without limitation, attorneys' fees incurred by Releasees, arising out of any breach of this Agreement by you or the fact that any representation made in this Agreement by you was false when made.
SEVEN. 4Waiver . The Non-Defaulting Party will be deemed to have waived its rights to declare an Early Termination Date and to demand remedies under Section 7.2 if the Non-Defaulting Party fails to provide Notice of an Early Termination Date within one hundred eighty (180) days of the date on which the Event of Default becomes known, or reasonably knowable, to the Non-Defaulting Party; provided, however, that the time period for providing Notice of an Early Termination Date and a demand for remedies will not be deemed waived if (a) the Defaulting Party has consented to an extension of time or (b) the Non-Defaulting Party has provided Notice of the Event of Default and the Defaulting Party has represented that it is seeking to cure and the delay in providing such Notice is in reliance by the Non-Defaulting Party on the good faith attempt by the Defaulting Party to cure. A Party may not withhold payments or suspend performance under Section 7.2 for a period of more than twenty (20) Business Days unless an Early Termination Date has been declared, and Notice thereof given, in accordance with Section 7.2. Article Eight FORCE MAJEURE
SEVEN. This Release shall be interpreted under the laws of the State of New Hampshire. EIGHT: Executive acknowledges that Executive received this Release on , and that Executive has been informed that Executive has twenty-one (21) days to review and consider this Release and also acknowledges that Executive has been advised of the right to consult legal advisors of Executive’s choosing with regard to this Release. Any modifications to the terms of this Release do not operate to extend the twenty-one (21) day time limit for Executive’s review of the Release. Executive may sign this Release prior to the expiration of the twenty-one (21) day deadline expressed above, and Executive affirms that if Executive does so prior to that date it is done according to Executive’s own free will. Executive understands that Executive may revoke this Release within seven (7) days after the date of Executive’s signature on this Release by sending written notice of his/her intent to revoke to the Company’s Vice President of Human Resources or its President via courier service on or before the expiration of that seven (7) day right of revocation. Executive acknowledges that this Release can be revoked only in its entirety and that once revoked no provision of this Release is enforceable. The Company will have no obligations under this Release until the eighth (8th) day after Executive’s signature on this Release. NINE: EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE HAS CAREFULLY READ AND UNDERSTANDS THIS RELEASE CONSISTING OF THREE PAGES. EXECUTIVE ALSO ACKNOWLEDGES THAT EXECUTIVE ENTERS INTO THIS RELEASE VOLUNTARILY, WITH FULL KNOWLEDGE OF ITS SIGNIFICANCE AND WITHOUT PRESSURE OR COERCION. EXECUTIVE ALSO ACKNOWLEDGES THAT EXECUTIVE HAS HAD AN OPPORTUNITY TO CONSULT WITH COUNSEL PRIOR TO SIGNING THIS RELEASE.
SEVEN. Each party will pay all remuneration and fees of the arbitrator that they name.
SEVEN. This Agreement shall remain force unless terminated by mutual consent of the Parties or by either Party upon six months written notice to the other Party.
SEVEN. 7Insurance . Throughout the Term, Provider shall, at its cost and expense, procure and maintain, or cause the Project Owner to procure and maintain, insurance for the Project from a reputable insurance provider with appropriate coverage and sufficient limits for a facility of a type comparable to the Project and in accordance with the Prudent Electrical Practices.
SEVEN. The Owner shall establish a separate Operating Account, in the name of the Development, in a bank whose deposits are insured by the FDIC for the deposit of all the monies received on behalf of the Development. Said Operating Account shall be used to make payments to discharge the liabilities or obligations of the Development and those liabilities or obligations incurred by the Owner pursuant to this Agreement. Checks drawn on the Operating Account in excess of $1,000 shall require no less than two (2) signatures. Signatories to the Operating Account shall be approved by the Owners and their names made known to the NJHMFA. The NJHMFA must be promptly advised of any changes in signatories. EIGHT: A separate special bank account for tenants' security deposits shall be opened and operated pursuant to New Jersey State Laws. The security account must be kept in a bank that will provide individual accounts with computer reporting of the account and issue all 1099 and other required documents in accordance with the Management Manual and New Jersey State Laws. Persons entitled to make withdrawals from this account shall be those persons authorized by the Owner to act as signatories to the Operating Account in accordance with section SEVEN above. All deposits made to this account must be made within thirty (30) days of receipt from the tenant. Further, when a tenant gives notice of intent to vacate the Development, a full accounting of any refunds due and the issuance of a refund check, if any, in the appropriate amount, must be made within thirty (30) days of the tenants vacating the unit. Any penalties imposed on the Development or Owner for the failure to comply with the laws and regulations governing the maintenance of Tenants' Security Deposit Accounts shall be the sole responsibility of the Owner. NINE:
SEVEN. The Parties agree that for purposes of facilitating the implementation of this ADDENDUM among them, within five days before the closing of each calendar month CRESUD shall make a pro-forma settlement of the costs to be paid by each of the Parties at the end of the month. Based on such settlement, CRESUD shall invoice to IRSA and APSA a sum of money calculated on the basis of the costs paid in such month. CRESUD promises to render a monthly account by delivering: (i) a detail of the differences between the pro-forma settlement and the final account resulting from the payments made; and (ii) a detail of the use of proceeds to each of the Parties, for purposes of computing the payments to be made pursuant to Section 5 of the Master Agreement.
