Situs and Construction Sample Clauses

Situs and Construction. This Agreement and any other agreements to be made and entered into pursuant hereto shall be construed in accordance with and governed by the laws of the State of Texas.
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Situs and Construction. 49 14.8 Notices...........................................................................49 14.9
Sample 1
Situs and Construction. 48 14.8 Notices.............................................................................48 14.9 Binding Effect......................................................................49 14.10 Execution in Counterparts.........................................................49 INDEX OF SCHEDULES Schedule 2.2(b) Purchase Price Allocation Schedule 4.1 Foreign Qualifications Schedule 4.8 Stock Ownership Schedule 4.12 Financial Statements Schedule 4.13(a) Description of Real Property Schedule 4.13(c) Ground Leases Schedule 4.13(d) Tenant Leases Schedule 4.14(a) Owned Tangible Personal Property Schedule 4.14(b Leased Tangible Personal Property Schedule 4.15 Litigation Schedule 4.16 Environmental Sites Schedule 4.17 Trade Names, Trade Marks, etc. Schedule 4.18 Governmental Licenses, Certificates, Permits and Approvals Schedule 4.19 FCC Licenses Schedule 4.20 Employment and Related Agreements Schedule 4.21 Insurance Schedule 4.24 Tax Matters Schedule 4.25 Certain Contracts Schedule 4.26 Employees Schedule 4.27 Employee Benefit Plans Schedule 4.30 Interested Transactions Schedule 4.34 Absence of Changes INDEX OF EXHIBITS Exhibit A Form of Escrow Agreement (Xxxxxxx Money) Exhibit B Form of Opinion of Xxxxxx & Xxxxxx Exhibit C Form of Opinion of Xxxxxx Xxxxx Exhibit D Xxxx of Sale Exhibit E Assignment and Assumption Agreement Exhibit F Form of Escrow Agreement (Indemnity) ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and executed as of April 26, 1999, by and among XXXX COMMUNICATIONS SYSTEMS, INC., a Georgia corporation ("Xxxx"), XXXX COMMUNICATIONS OF TEXAS-SHERMAN, INC., a Georgia corporation and wholly-owned subsidiary of Xxxx ("Purchaser"), KXII LICENSEE CORP., a Delaware corporation ("Licensee"), KXII BROADCASTERS LTD., a Texas limited partnership ("Seller"), KXII TELEVISION, LTD., a Texas limited partnership ("KXII Television"), K-TWELVE, LTD., a Texas limited partnership ("K-Twelve"), KBI 1, INC., a Delaware corporation ("KBI 1"), KBI 2, INC., a Delaware corporation ("KBI 2"), KXII PROPERTIES, INC., a Texas corporation ("KXII Properties"), and Xxxx Xxxxx, Xxxxx Xxxxxx, Xxxx Xxxxxx, Xxxx Xxxxxx (all residents of the State of Texas) and Xxxxxx Xxxxxx, a resident of the State of Oklahoma (individually, a "Shareholder" and collectively, the "Shareholders" and together with KBI 1, KBI 2 and KXII Properties, sometimes individually referred to as an "Owner" and collectively as the "Owners").
Sample 1

Related to Situs and Construction

  • Design and Construction In complying with the requirements of the specification both with respect to arrangement and detail, design is to conform to the best current engineering practice. Each of the several parts of the material is to be of the maker’s standard design provided that this design is in general accordance with the specification. The essence of design should be simplicity and reliability in order to give long continuous service with high economy and low maintenance cost. Particular attention should be paid to internal and external access in order to facilitate inspection, cleaning and maintenance. The design dimensions and materials of all parts are to be such that they will not suffer damage as a result of stresses under the most severe conditions. Fully detailed specifications of the several parts of the material are to be submitted describing particularly the materials to be used. The materials used in the construction of the material are to be of the highest quality and selected particularly to meet the duties required of them. Mechanisms are to be constructed to avoid sticking due to rust or corrosion. Workmanship and general finish are to be of the highest class throughout. All similar parts of the material are to be interchangeable. All equipment is to operate without undue vibration and with the least possible amount of noise and is not to cause a nuisance. All equipment is to be designed to minimize the risk of fire and any damage, which may be caused in the event of fire. The equipment is also to be designed to prevent ingress of all vermin, accidental contact with live parts and to minimize the ingress of dust and dirt. The use of materials, which may be liable to attack by termites or other insects, is to be avoided.

  • Definitions and Construction 1 1.1 Definitions.....................................................................................1 1.2

  • ICIF Construction The ICIF shall be designed and constructed in accordance with Good Utility Practice. Within one hundred twenty (120) Calendar Days after the Commercial Operation Date, unless the Parties agree on another mutually acceptable deadline, Interconnection Customer shall deliver to Transmission Provider and Transmission Owner “as-built” drawings, information and documents for the ICIF, such as: a one-line diagram, a site plan showing the Generating Facility and the ICIF, plan and elevation drawings showing the layout of the ICIF, a relay functional diagram, relaying AC and DC schematic wiring diagrams and relay settings for all facilities associated with the Interconnection Customer’s step-up transformers, the facilities connecting the Generating Facility to the step-up transformers and the ICIF, and the impedances (determined by factory tests) for the associated step-up transformers and the Generating Facility. Interconnection Customer shall provide Transmission Provider and Transmission Owner with Interconnection Customer’s specifications for the excitation system, automatic voltage regulator, Generating Facility control and protection settings, transformer tap settings, and communications, if applicable.

  • Interpretation and Construction When a reference is made in this Agreement to a Section, such reference shall be to a Section of this Agreement, unless otherwise indicated. The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Whenever the words “include,” “includes” and “including” are used in this Agreement, they shall be deemed to be followed by the words “without limitation.” The words “hereof, “herein” and “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement. The word “will” shall be construed to have the same meaning as the word “shall.” The words “dates hereof” will refer to the date of this Agreement. The word “or” is not exclusive. The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms. Any agreement, instrument, law, rule or statute defined or referred to herein means, unless otherwise indicated, such agreement, instrument, law, rule or statute as from time to time amended, modified or supplemented. Each of the parties hereto acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed the same with the advice of said independent counsel. Each party cooperated and participated in the drafting and preparation of this Agreement and the documents referred to herein, and any and all drafts relating thereto exchanged among the parties shall be deemed the work product of all of the parties and may not be construed against any party by reason of its drafting or preparation. Accordingly, any rule of law or any legal decision that would require interpretation of any ambiguities in this Agreement against any party that drafted or prepared it is of no application and is hereby expressly waived by each of the parties hereto, and any controversy over interpretations of this Agreement shall be decided without regards to events of drafting or preparation.

  • Headings and Construction The headings of sections in this Agreement are for convenience of reference only and are not intended to qualify the meaning of any section. Any reference to a section number shall refer to a section of this Agreement, unless otherwise stated.

  • Law; Construction This Agreement and any claim, counterclaim or dispute of any kind or nature whatsoever arising out of or in any way relating to this Agreement (“Claim”), directly or indirectly, shall be governed by, and construed in accordance with, the internal laws of the State of New York.

  • DAF Construction The DAF shall be designed and constructed in accordance with Good Utility Practice. Within one hundred twenty (120) Calendar Days after the Commercial Operation Date, unless the Developer and Connecting Transmission Owner agree on another mutually acceptable deadline, the Developer shall deliver to the Connecting Transmission Owner and NYISO “as- built” drawings, information and documents for the DAF, such as: a one-line diagram, a site plan showing the Large Generating Facility and the DAF, plan and elevation drawings showing the layout of the DAF, a relay functional diagram, relaying AC and DC schematic wiring diagrams and relay settings for all facilities associated with the Developer’s step-up transformers, the facilities connecting the Large Generating Facility to the step-up transformers and the DAF, and the impedances (determined by factory tests) for the associated step-up transformers and the Large Generating Facility. The Developer shall provide to, and coordinate with, Connecting Transmission Owner and NYISO with respect to proposed specifications for the excitation system, automatic voltage regulator, Large Generating Facility control and protection settings, transformer tap settings, and communications, if applicable.

  • General Construction 20.2.1. Binding Nature.............................................. 20.2.2. Entire Agreement............................................ 20.2.3. Governing Law............................................... 20.2.4. Indulgences Not Waivers..................................... 20.2.5. Titles Not to Affect Interpretation......................... 20.2.6.

  • New Construction If this contract is for a Property that is newly constructed and the new construction option is selected, coverage begins on day one (1) of month thirteen

  • Completion of Construction Within 60 days of the completion of construction of the Project, Project Owner shall deliver to DoD copies of the FAA form 7460-2 for each ASN, including the final coordinates for each turbine erected.

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