AGREEMENT OF THE PARTIES. The language used in this Agreement will be deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction will be applied against any party hereto. Neither Executive nor the Company shall be entitled to any presumption in connection with any determination made hereunder in connection with any arbitration, judicial or administrative proceeding relating to or arising under this Agreement.
AGREEMENT OF THE PARTIES. The Parties agree that the interests of fairness, efficiency, and good business practices are best served when the Parties employ all reasonable and informal means to resolve any dispute under the Contract before resorting to formal dispute resolution processes otherwise provided in the Contract. The Parties will use all reasonable and informal means of resolving disputes prior to invoking a remedy provided elsewhere in the Contract, unless HHSC immediately terminates the Contract in accordance with the terms and conditions of the Contract. Any dispute, that in the judgment of any Party to the Agreement, may materially affect the performance of any Party will be reduced to writing and delivered to the other Party within 10 business days after the dispute arises. The Parties must then negotiate in good faith and use every reasonable effort to resolve the dispute at the managerial or executive levels prior to initiating formal proceedings pursuant to the UTC and Texas Government Code §2260, unless a Party has reasonably determined that a negotiated resolution is not possible and has so notified the other Party. The resolution of any dispute disposed of by agreement between the Parties will be reduced to writing and delivered to all Parties within 10 business days of such resolution.
AGREEMENT OF THE PARTIES. The Company agrees to continue the employment of Executive and Executive agrees to serve in the employ of Company as follows:
(a) Executive agrees to serve the Company as its Chief Financial Officer during the term of this Agreement. Executive further agrees to use his best efforts, and apply his skill and experience, to the proper performance of his duties hereunder and to the business and affairs of the Company, subject to a 50% reduction in allocated service time on and after January 1, 2012. Executive agrees to serve the Company faithfully, diligently and to the best of his ability.
(b) The principal location from which Executive will serve the Company and perform his duties hereunder shall be Scottsdale, Arizona. The Company shall compensate Executive for his services as provided herein.
AGREEMENT OF THE PARTIES. A. This Contract is binding on the parties, their heirs, executors, representatives, successors, and permitted assigns.
B. This Contract is a Non-Contingent Contract to the Buyer. This Contract is not subject to Buyer obtaining financing, survey, inspections, due diligence or any other matter. Buyer waives any and all rights to terminate this Contract and make demand of the Deposit, subject only to the provisions defined in Paragraph 15.B.(1) above. If Buyer Fails to comply with this Contract, Buyer is in default and is subject to the remedy as defined in Paragraph 15.A. above. Furthermore, if Buyer is in default, Buyer authorizes the Title Company to release the Deposit immediately upon Seller’s written demand, without approval or consent from Buyer. Buyer hereby releases the Title Company from any and all liability in connection with the release of Deposit to Seller.
C. This Contract is to be construed in accordance with the laws of the State of Texas.
D. This Contract contains the entire agreement of the parties and may not be changed except in writing. In the event any covenant, condition or provision herein contained is held to be invalid by final judgment of any Court of competent jurisdiction, the invalidity of such covenant, condition or provision shall not in any way affect any other covenant, condition or provision herein contained, which shall continue in full force and effect.
E. If this Contract is executed in a number of identical counterparts, each counterpart is an original and all counterparts, collectively, constitute one agreement.
X. Xxxxx may not assign this Contract without the written consent of Seller.
G. Addenda which are part of this Contract are: (Check all that apply.)
X (1) Addendum "A";
X (2) Legal Description Exhibit “A” identified in Paragraph 2;
X (3) Title Commitment Exhibit “B” identified in Paragraph 6.A.3;
AGREEMENT OF THE PARTIES. If the parties involved agree with the findings and recommended corrective action contained in the written report, the Director of Human Resources shall obtain the signature of each party on the report within five business days after it is provided to them. The Director of Human Resources shall promptly provide a copy of the signed report to the Administrative Director for review. Absent extraordinary circumstances demonstrated in the report, the Administrative Director shall approve its immediate implementation.
AGREEMENT OF THE PARTIES. In consideration of foregoing recitals, the mutual covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Company and Executive agree as follows:
AGREEMENT OF THE PARTIES. A. Entire Agreement; Amendment: This written Contract and any Exhibits, Schedules and Addenda attached hereto and made a part of this Contract signed by Buyer constitute the entire and complete agreement between the parties hereto and supersede any prior oral or written agreements between the parties with respect to the Property. This Contract may not be amended, altered, modified or discharged except by an instrument in writing signed by the Buyer and Seller.
AGREEMENT OF THE PARTIES. 3.1 The Lenders and the Agent, relying on the representations and warranties contained in clause 2 and subject to fulfilment of the conditions set out in clause 5, and the Borrowers hereby agree that, as from the Operative Date, the Loan Agreement shall be amended in the manner set out in clause 4.
3.2 The Lenders and the Agent, relying on the representations and warranties contained in clause 2 and subject to fulfilment of the conditions set out in clause 5, and the Borrowers further agree that on the Voluntary Prepayment Date:-
(a) the Guarantor shall inject $3,085,000 worth of capital into each Borrower and each Borrower shall, upon such date (or such later date as stipulated by the Agent), make a voluntary prepayment of all the repayment instalments due on each of the Repayment Dates for the relevant Tranche up to and including 31 March 2011 together with any costs incurred and invoiced by the Lenders and any accrued interest on the amount prepaid by utilising such injected capital of $3,085,000 and any amounts standing to the credit of the Accounts, save in each case without payment of any other fee, premium or penalty as a consequence of such prepayment, including without limitation clause 4.4.2 of the Loan Agreement. Subject to the voluntary prepayment by each Borrower, the Lenders and the Agent agree to waive the security value maintenance requirement under clause 8.2 of the Loan Agreement until 31 March 2011;
(b) after the prepayment referred to in sub-paragraph (a) above, any excess capital shall be credited to the relevant Account and the Borrowers shall not withdraw any funds from such Account without the prior written consent of the Agent, it being understood that any funds withdrawn by the Borrowers with the consent of the Agent shall be applied towards repayment of any Tranche or in any other manner at the sole discretion of the Agent;
(c) notwithstanding clause 14.4 of the Loan Agreement, the Borrowers shall not withdraw any of the cash on hand (which amounts to the sum of $10,463,254.99 as at the date of this Agreement) towards payment of dividends without the prior written consent of the Agent; and
(d) the Borrowers shall pay to the Lenders a non-refundable restructuring fee in an aggregate amount of $300,000 not later than the Voluntary Prepayment Date.
AGREEMENT OF THE PARTIES. Buyer and Seller agree to execute revised parts of the Contract confirming the escalated Purchase Price and financing (if applicable) upon request by either party.
AGREEMENT OF THE PARTIES. This document [including Attachment 1, if any] shall constitute the agreement between the parties until modified or amended by a subsequent writing.
