Waiver of Rights and Agreement Not to Xxx Sample Clauses

Waiver of Rights and Agreement Not to Xxx. (a) Except for any ----------------------------------------- indemnification claims duly and properly made by or for the benefit of Buyer or the Company under and in accordance with the requirements of Section 5.4 hereof (i) Buyer and the Company waive and relinquish all rights and claims that they may have or may hereafter acquire against Cyprus Amax, its Affiliates, and their respective officers, directors, employees, agents, successors and assigns (collectively, "Cyprus Amax and/or Affiliates") relating to responsibility or liability for Environmental Matters, and (ii) Buyer and the Company agree that none of them shall commence any action of any kind whatsoever against Cyprus Amax and/or Affiliates, in connection with any claims, losses, suits, costs, damages, judgments, expenses, or other liabilities, of any kind or character whatsoever and whether now existing or hereafter arising (and whether based upon acts, events or conditions occurring prior to or after the execution of this Agreement), relating to Environmental Matters. Such liabilities shall include, without limitation, any civil fines or penalties, assessments, damages, or other noncriminal or, to the extent permitted by law, criminal liabilities of any kind, arising in any manner, including under any Laws of Governmental Authorities relating to the protection of public health or the Environment, to restoration or replacement of natural resources, or to land reclamation. (b) Except for any indemnification claims duly and properly made by or for the benefit of Cyprus Amax under and in accordance with the requirements of Section 5.4 hereof (i) Cyprus Amax waives and relinquishes all rights and claims that it may have or may hereafter acquire against the Company, its Affiliates after Closing, and their respective officers, directors, employees, agents, successors and assigns (collectively, the "Company and/or Affiliates") relating to responsibility or liability for Environmental Matters, and (ii) Cyprus Amax agrees that it shall not commence any action of any kind whatsoever against the Company and/or Affiliates, in connection with any claims, losses, suits, costs, damages, judgments, expenses, or other liabilities, of any kind or character whatsoever and whether now existing or hereafter arising (and whether based upon acts, events or conditions occurring prior to or after the execution of this Agreement), relating to Environmental Matters. Such liabilities shall include, without limitation, an...
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Related to Waiver of Rights and Agreement Not to Xxx

  • Waiver of Rights No right conferred on either party under this Contract shall be deemed waived, and no breach of this Contract excused, unless such waiver is in writing and signed by the party claimed to have waived such right. Neither the State’s review, approval or acceptance of, nor payment for, the services required under this Contract shall be construed to operate as a waiver of any rights under this Contract or of any cause of action arising out of the performance of this Contract, and the Contractor shall be and remain liable to the State in accordance with applicable law for all damages to the State caused by the Contractor’s negligent performance of any of the services furnished under this Contract.

  • Non-Waiver of Rights The omission by either party at any time to enforce any default or right reserved to it, or to require performance of any of the terms, covenants, or provisions hereof by the other party at the time designated, shall not be a waiver of any such default or right to which the party is entitled, nor shall it in any way affect the right of the party to enforce such provisions thereafter.

  • No Waiver of Rights A failure or delay in exercising any right, power or privilege in respect of this Agreement will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise of any other right, power or privilege.

  • Nonwaiver of Rights No waiver of default by either party of any of the terms, covenants, and conditions hereof to be performed, kept, and observed by the other party shall be construed as, or shall operate as, a waiver of any subsequent default of any of the terms, covenants, or conditions herein contained, to be performed, kept, and observed by the other party.

  • Termination and Waiver of Rights of First Refusal The rights of first refusal established by this Section 4 shall not apply to, and shall terminate upon the earlier of (i) the effective date of the registration statement pertaining to the Company’s Initial Offering or (ii) an Acquisition. Notwithstanding Section 5.5 hereof, the rights of first refusal established by this Section 4 may be amended, or any provision waived with and only with the written consent of the Company and the Major Investors holding a majority of the Registrable Securities held by all Major Investors, or as permitted by Section 5.5.

  • Waiver of Right of First Refusal The Company hereby waives any preexisting rights of first refusal applicable to the transactions contemplated hereby.

  • Waiver of Right to Trial by Jury EACH PARTY TO THIS AGREEMENT HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENT, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.

  • Disclaimer of Rights No provision in this Option Agreement shall be construed to confer upon the Optionee the right to be employed by the Corporation or any subsidiary, or to interfere in any way with the right and authority of the Corporation or any subsidiary either to increase or decrease the compensation of the Optionee at any time, or to terminate any employment or other relationship between the Optionee and the Corporation or any subsidiary.

  • Reservation of Right Not to Sell The Fund reserves the right to refuse at any time or times to sell any of its shares of beneficial interest (“shares”) hereunder for any reason deemed adequate by it.

  • Waiver of Right to Partition The Partners, by execution of this Agreement, waive their respective rights to partition of the Partnership Property.

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