Examples of Internalization Agreement in a sentence
In connection with Executive’s Employment, except as permitted under the Internalization Agreement, Executive shall not use or disclose any trade secrets or other proprietary information or intellectual property in which Executive or any other Person has any right, title or interest and Executive’s Employment will not infringe or violate the rights of any other Person.
Excluding anything related to Executive’s prior employment with Pine River as described in the Internalization Agreement, Executive represents and warrants to the Company that Executive is under no obligations or commitments, whether contractual or otherwise, that are inconsistent with Executive’s obligations under this Agreement or that would otherwise prohibit Executive from performing Executive’s duties with the Company.
This Agreement, together with the Internalization Agreement, constitutes the sole and entire agreement of the Parties to this Agreement with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.
In the event and to the extent that there is a conflict between the provisions of this Agreement and the provisions of the Internalization Agreement as it relates to the Services hereunder, the provisions of this Agreement shall control.
This Agreement shall become automatically effective, without the need for any action by any Party, on the date of the Closing under, and as defined in, the Internalization Agreement (the “Effective Date”).
For any Services for internalization support not provided to the Recipients by Provider prior to the closing of the Internalization Agreement, Provider shall perform such Services for the Recipients in a manner no less favorable than the manner in which Provider provides such Services internally to its own business.
This Agreement, and the exhibits and schedules hereto, along with the Internalization Agreement, constitutes the entire agreement among the Parties and their respective permitted successors and assigns with respect to the subject matter hereof and supersede all prior agreements and understandings, both oral and written, among the Parties and their respective permitted successors and assigns with respect to the subject matter hereof.
The rights and obligations of the Parties under this Agreement shall be cumulative and not exclusive to the rights and obligations of the Parties contained in the Internalization Agreement.
Nothing contained in this Agreement is intended to or shall be construed to amend or modify in any respect, or constitute a waiver of, any of the rights or obligations of the Parties under the Internalization Agreement.
No Party shall have any right to set-off or off-set any obligation or payment due to the other Party pursuant to the terms of this Agreement against any obligation or payment due or owing to such Party pursuant to the terms of this Agreement or the Internalization Agreement.