MISCELLANEOUS. 11.1 Except as expressly permitted herein (if at all), the Distributor shall not be entitled to assign license charge or otherwise deal with any of its rights and obligations under this Agreement without the prior written approval of Pathe and notwithstanding any such approval the Distributor shall remain primarily liable to Pathe under this Agreement. Pathe shall be free to assign the benefit of this Agreement to any third party.
MISCELLANEOUS. (a) This Agreement shall be governed by and construed in accordance with the laws of France and the parties hereby submit to the non-exclusive jurisdiction of the French courts or the binding I.F.T.A. arbitration with Forum in Paris at Pathe’s sole election.. Notwithstanding the foregoing, nothing in this Agreement shall prevent, restrict or otherwise restrain Pathé from bringing any action against Distributor in the courts of the Territory and Pathé shall be entitled , especially in case of Distributor default of payment of any amount due as per this Agreement to have recourse to all judicial and common law remedies available in the Territory.
MISCELLANEOUS. 13.1 Force Majeure. Amgen shall not be liable or deemed to be in breach of this Agreement by reason of any delay in performing, or failure to perform, any of its obligations under this Agreement if the delay or failure was beyond Amgen’s reasonable control (including without limitation strike, lockout or other industrial action, public disorder, riot, revolution, fire, flood, storm, explosion, epidemic, or any act of God, war, warlike hostilities or threat of war, terrorist activities, accidental or malicious damage or any regulation, order, requirements, prohibition or restriction by any government or legal authority which affects this Agreement and which is not in force on the date of this Agreement). 13.2
MISCELLANEOUS. 15.1 Licensee shall keep confidential and shall not disclose to any other person or entity other than to its officers and employees, or to its respective lawyers and accountants on a must-know basis, the material terms and provisions of this Agreement except as may be required in connection with judicial or official filings or except as may be required under applicable law.
MISCELLANEOUS. 21.1 The Company sells the Products as principal only, to the intent and with the effect that no other person or persons shall have any rights or obligations, or be entitled or liable to sue or be sued, under this contract. 21.2 Should any provision of these Commercial Terms and Conditions or any agreement, in which they are incorporated, be found unenforceable or unlawful by a court of competent jurisdiction, all remaining provisions of such agreement and these Commercial Terms and Conditions shall continue in full force and effect. 21.3 The agreement can only be assigned by the Buyer to another company with the prior written consent of the Company. The Company has the right to transfer the agreement in full or in part to any company. 21.4 Failure of the Company to claim any right or security resulting from these Commercial Terms and Conditions will not be interpreted as Company's waiver of such rights for the future. This fact does not influence any other rights and means of remedy that the Company may use in case of later breach of the agreement by the Buyer. 21.5 Pursuant to Section 1765 of the Civil Code, the Buyer assumes the risk of a change in circumstances. The Buyer declares that before entering into and concluding the contract he has fully considered the management, economic and factual situation and is fully aware of the circumstances of the contract. This declaration cannot be changed by a court decision.
MISCELLANEOUS. 1. It is agreed that in the event any provision of this agreement shall be invalid, same shall not affect the validity of the other provisions of this agreement which shall notwithstanding continue in full force and effect.
MISCELLANEOUS ln the event of any conflict or inconsistency between the provisions of the Agreement and this Addendum, the provisions of this Addendum shall prevail. For avoidance of doubt and to the extent allowed by applicable law, any and all liability under this Addendum will be governed by the relevant provisions of the Agreement, including limitations of liability. Save as specifically modified and amended in this Addendum, all of the terms, provisions and requirements contained in the Agreement shall remain in full force and effect and govern this Addendum. Except as otherwise expressly provided herein, no supplement, modification, or amendment of this Addendum will be binding, unless executed in writing by a duly authorized representative of each party to this Addendum. lf any provision of the Addendum is held illegal or unenforceable in a judicial proceeding, such provision shall be severed and shall be inoperative, and the remainder of this Addendum shall remain operative and binding on the parties. This Annex 1 includes certain details of the Processing of Company Persona! Data as required by Article 28(3) GDPR. Subject to Agreement, SeNice Provider will provide the SeNices for the duration of the Agreement, unless otherwise agreed upon in writing. Se Nice Provider will process all personaI data governed by this Addendum as necessary to perform the Services pursuant to the Agreement, and as may be further instructed by Customer in its use of the Services. Where applicable, as users are voluntarily permitted, but not required, may create a personalized account Those accounts may collect the following limited persona! data:
MISCELLANEOUS. None of the clauses of this Agreement may be considered as authorizing Licensee to represent or obligate Licensor to any Agreement or performance of any obligation or to bind Licensor in any manner or otherwise subject the Licensor to any law, regulation, or ordinance or any other liability whatsoever. This Agreement may be amended, modified or integrated in writing only. The English language version of this Agreement shall be the only valid version in respective of whether an Italian or other language version is prepared for convenience of Licensor and/or Licensee or for any other reason. This Agreement sets forth the entire agreement and understanding between Licensor and Licensee pertaining to the Picture(s) and merges all prior discussions between them. Neither Licensor nor Licensee shall be bound by any definition, condition, warranty, or representation other than as expressly stated in this Agreement or as subsequently set forth in writing and executed by a duly authorized officer of the party to be bound thereby.
MISCELLANEOUS. 10.1 The Customer is liable for compliance with all applicable laws and ordinances of export control laws of the Czech Republic or other countries, in particular for having the permits needed in order to export or import the products. Furthermore, the Customer ensures that the products will not be supplied either directly or in directly to countries that prohibit or limit the import of these products.
MISCELLANEOUS. 1. Neither party may assign any of its rights or obligations under this Agreement without the other party’s written consent. Sciendo may, however, assign all or any of its rights and obligations hereunder to a company or partnership that is dependent on Sciendo, that controls Sciendo or that is controlled by a company or partnership that controls Sciendo (the relation of dependence or control to be assessed according to the Polish Commercial Companies Code), unless such assignee is insolvent at the time of such assignment.