Miscellaneous Clauses. 18.1. No waiver of any right under this Agreement shall be deemed effective unless contained in a written document signed by the Party charged with such waiver, and no waiver of any breach or failure to perform shall be deemed to be a waiver of any other breach or failure to perform or of any other right arising under this Agreement.
18.2. If any provision in this Agreement is agreed by the Parties to be, or is deemed to be, or becomes invalid, illegal, void or unenforceable under any law that is applicable hereto, (i) such provision will be deemed amended to conform to applicable laws so as to be valid and enforceable or, if it cannot be so amended without materially altering the intention of the Parties, it will be deleted, with effect from the date of such agreement or such earlier date as the Parties may agree, and (ii) the validity, legality and enforceability of the remaining provisions of this Agreement shall not be impaired or affected in any way.
18.3. The Parties shall use their respective reasonable endeavours to ensure that the Parties and any necessary Independent Third Party shall do, execute and perform all such further deeds, documents, assurances, acts and things as any of the Parties hereto may reasonably require by notice in writing to the other Party or such Independent Third Party to carry the provisions of this Agreement.
18.4. This Agreement shall be binding upon and enure to the benefit of the Parties hereto, their successors and permitted assigns and sub-licensees.
18.5. No provision of this Agreement shall be construed so as to negate, modify or affect in any way the provisions of any other agreement between the Parties unless specifically referred to, and solely to the extent provided, in any such other agreement. In the event of a conflict between the provisions of this Agreement and the provisions of the Development Agreement, the terms of the Development Agreement shall prevail unless this Agreement specifically provides otherwise.
18.6. No amendment, modification or addition hereto shall be effective or binding on either Party unless set forth in writing and executed by a duly authorised representative of each Party.
18.7. This Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute this Agreement.
18.8. Each of the Parties undertake to do all things reasonably within its power which are necessary or desirab...
Miscellaneous Clauses. Amendments to this Agreement are only effective if in writing and signed by the parties. This Agreement is the entire understanding of the parties with respect to the Services and Vetsource Platform and it supersedes all prior understandings, whether written or oral. This Agreement may be executed in separate counterparts. There are no third party beneficiaries to this Agreement. Each party will bear its own expenses in connection with the preparation and performance of this Agreement. Electronically delivered signatures and approvals are the same as manual signatures.
Miscellaneous Clauses. 1. In the event at any time one or more clauses of this Agreement shall be held to be void by any court, such clauses shall be deemed to be separable and the remainder of this Agreement shall be deemed to be valid and in full force and effect.
2. Any waiver by Company of any breach by Licensee shall not be deemed to be a waiver of any subsequent breach nor an estoppel to enforce its right for any subsequent breach.
3. This Agreement constitutes the agreement between the parties, and is the sole agreement between the parties, an embodies all prior agreements and negotiations with respect to the "Dairy Queen" business. Licensee agrees that there are no representations of any kind made by Company except as contained herein.
4. If Licensee consists of two or more individuals, such individuals shall be jointly and severally liable, and references to Licensee in this Agreement shall include all such individuals.
5. This Agreement shall be binding upon and inure to the benefit of the administrators, executors, heirs, successors, and assigns of the parties.
Miscellaneous Clauses. COUNTER INDEMNITY AGREEMENT THIS AGREEMENT is made on 10 May 2002 BETWEEN
(1) Barclays Bank PLC, operating through its division Barclays Capital of 5 Xxx Xxxxx Xxxxxxxxx, Xxxxxx Xxxxx, Xxxxxx X00 0XX and fax number 0207 773 3661 (the "ISSUING BANK"); and
(2) MARCONI BONDING LIMITED (the "COMPANY") of 0 Xxxxxx Xxxxxx, London W1J 6AQ (registered number 3818628). IT IS AGREED as follows:
Miscellaneous Clauses. COUNTER INDEMNITY AGREEMENT THIS AGREEMENT is made on 10 May 2002 BETWEEN
(1) HSBC Bank plc of Poultry, Xxxxxx XX0X 0XX and fax number 000 0000 0000 (the "ISSUING BANK"); and
(2) MARCONI BONDING LIMITED (the "COMPANY") of 0 Xxxxxx Xxxxxx, London W1J 6AQ (registered number 3818628). IT IS AGREED as follows:
Miscellaneous Clauses. 7 COUNTER INDEMNITY AGREEMENT THIS AGREEMENT is made on 29 October 2002 BETWEEN
(1) XX XXXXXX XXXXX BANK (the "ISSUING BANK") of 000 Xxxxxx Xxxx, Xxxxxx XX0X 0XX and fax number 000 0000 0000/2348; and
(2) MARCONI BONDING LIMITED (the "COMPANY") of 0 Xxxxxx Xxxxxx, London W1J 6AQ (registered number 3818628). IT IS AGREED as follows:
Miscellaneous Clauses. 9.1 We reserve the right to improve or modify any of the products without prior notice, provided that such improvement or modification shall not effect the form and function of the product.
9.2 Any specification, sales literature, quotation etc. shall be strictly confidential and must not be made available to third parties.
Miscellaneous Clauses. The Parties further agree:
Miscellaneous Clauses. This Agreement, together with my employment agreement with the Company, constitutes the entire agreement, and supersedes all previous or contemporaneous agreements or representations between the Company and me with regard to its subject matter. These Agreements cannot be modified or waived unless in writing, signed by me and an authorized officer of the Company (or his or her designee). If any term or provision of the Agreement is declared invalid, illegal or unenforceable, all remaining provisions will continue in full force and effect. This Agreement is governed by and construed in accordance with the laws of the Republic of China, excluding that body of law known as conflicts of law. This Agreement is made both in both English and Chinese. The English version shall control in all interpretation, proceedings and deliberation in the event of discrepancy between the English and Chinese versions.
Miscellaneous Clauses. 11.1. In any provisions of the contract shall be held invalid, the validity of the remaining provisions shall not in any way be affected or impaired thereby, except in the cases in which the parties would not have concluded the contract without the invalid provisions or the contract would entail an inappropriately heavy burden for one of the parties without the invalid part.
11.2. Legal declarations of the parties are only valid when issued in a written from.
11.3. Parties shall handle the information, documents and data they became aware of and came into possession of as confidential business information. Providing said information to a third party is only permitted with the prior written consent of the other party.
11.4. Both parties shall take reasonable measures to prevent actions and circumstances that may affect the substantial contractual interests of the other party.
11.5. Parties undertake to inform each other about any changes in their data (name, address, phone number, bank account number) within 8 days. For damages arising from not providing the changes in the data (delayed payment or payment sent to the wrong bank account), the person failing to provide said changes shall be held responsible.
11.6. The Supply conditions set forth herein and the contract shall be governed exclusively by the provisions of Hungarian law, particularly, yet not exclusively, by the provisions of the Civil Code.
