any and all definition

any and all. “Including” means “including but not limited to.” “And” and “or” encompass both “and” and “or.” Words in the masculine, feminqine, or neutral form shall include each of the other genders.
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any and all means. If a contract is capable of two constructions courts are bound to give such an interpretation as will make it lawful, operative, definite, reasonable, and capable of being carried into effect.(Id. at 953-954, citations omitted.)The contract at issue in Edwards did not expressly reference indemnity rights, and the court commented that it should not be read as encompassing a waiver of indemnity rights without such mention.Here, in contrast, the Settlement Agreement does mention indemnity in the context of an express reservation of rights. Giving effect to that reservation in the Settlement Agreement is consistent with the tenets of contractual interpretation because it makes the contract lawful, valid and capable of being carried into effect. In addition, our conclusion makes it unnecessary to insert additional language or terms into the contract, which is consistent with Code of Civil Proceduresection 1858 and its mandate that when courts construe an instrument, a judge is “not to insert what has been omitted, or to omit what has been inserted … .”Like in Edwards, the “any and all” claims release does not encompass nonwaivable statutory protections, such as the employee indemnity protection of Labor Code section 2802. Interpreted this way, the Settlement Agreement provisions do not violate Labor Code section 2804 and the contractual release is neither unlawful nor null and void. (See Edwards, supra, at 954, citations omitted.)The purported waiver of statutory protections articulated in Civil Code, § 1542 [“general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release[…]”] are encompassed by this analysis.While defendants argue that the medical board’s disciplinary proceeding is different than a malpractice action, and a disciplinary proceeding may be subject to a higher evidentiary standard, it does not follow that those proceedings cannot also be based in malpractice. Here, injury was at issue because the patient whose claim gave rise to the disciplinary proceeding was also the same patient who filed a malpractice claim. Defendants do not explain why the difference in proceedings would necessarily preclude the Accusation from a reference to a “claim made for malpractice.” While adisciplinary proceeding may not always require injury, the “gross negligence” and “repeated negligent acts” counts in the Accusation are based in medical malpractice a...
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any and all defined benefit plans" (as defined in Section 3(35) of the Employee Retirement Income Security Act of 1974, as amended), including any excess benefit or supplemental retirement plans or agreements, whether or not heretofore funded, maintained by the Company or any of its subsidiaries or affiliates. The actuarial present value of the SERP Benefit shall be paid to the Executive (or, if he shall not survive, to his spouse, if then living, or otherwise to his estate) in one lump sum on January 2, 2002. The lump sum amount shall be calculated in accordance with Section 4.3 of the Company's Supplemental Executive Retirement Program for Executives in Career Band 6 and Above, but applying the discount rate (5.78%) applicable thereunder for lump sum payments to be paid on the Effective Date.
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More Definitions of any and all

any and all. May" means "may but shall not be obligated to".
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Related to any and all

  • Heirs means those persons, including the surviving spouse, who are entitled under the statutes of intestate succession to the property of a decedent.

  • Indemnified Parties shall have the meaning assigned to such term in Section 7.2.

  • Licensor Indemnitees has the meaning set forth in Section 9.1.

  • Releasees means each and any of the Defendants’ Releasees and each and any of the Plaintiffs’ Releasees.

  • Successors and Assigns as used herein shall mean a corporation or other entity acquiring all or substantially all the assets and business of the Company (including this Agreement) whether by operation of law or otherwise.

  • Losses incurred as used herein shall mean ceded losses and loss adjustment expense paid as of the effective date of calculation, plus the ceded reserves for losses and loss adjustment expense outstanding as of the same date, all as respects losses occurring during the contract year under consideration, plus the debit or minus the credit from the preceding contract year.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Seller Indemnitees has the meaning set forth in Section 8.03.

  • Licensee Indemnitees has the meaning set forth in Section 11.2.

  • Representatives means, with respect to any Person, the officers, directors, employees, accountants, consultants, agents, legal counsel, financial advisors and other representatives of such Person.

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Hold Harmless All parties hereby covenant and agree to: (1) indemnify and hold Holder harmless from and against all claims, injuries, suits and damages arising out of the performance by Holder of its duties; (2) not to xxx Xxxxxx for any decision of Holder to disburse xxxxxxx money in accordance with this Agreement.

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.

  • Purchaser Indemnified Parties has the meaning set forth in Section 8.2.

  • assigns shall not include any purchaser of Securities merely because of such purchase.

  • Exculpated Parties shall have the meaning set forth in Section 13.1 hereof.

  • Indemnified Persons has the meaning assigned to such term in Section 7.12(c).

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Assignees has the meaning specified in Section 10.07(b).

  • Purchaser Indemnitees has the meaning set forth in Section 7.02.

  • Releasee or “Releasees” shall refer to you and to the Company and each of the Company’s owners, stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, advisors, parent companies, divisions, subsidiaries, affiliates (and agents, directors, officers, employees, representatives, attorneys and advisors of such parent companies, divisions, subsidiaries and affiliates) and all persons acting by, through, under or in concert with any of them.

  • Holder Indemnified Parties has the meaning set forth in Section 7(a).

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Bind, "binding," or "bound" means securing more than one piece of paper

  • Related Entities means contractors and subcontractors of a Party at any tier; grantees, investigators, customers, and users of a Party at any tier and their contractors or subcontractor at any tier; or, employees of the Party or any of the foregoing.

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.