Binding Intent Sample Clauses

Binding Intent. This Term Sheet is intended to be binding on the parties. The parties agree to negotiate in good faith the full EPC Contract. The rights and obligations of the parties under this Term Sheet shall terminate upon the execution of the full EPC Contract

Binding Intent. Subject to the restrictions on transfer set forth above, the rights and obligations of Payor and the Holder of this Note shall be binding upon and benefit the successors, assigns, heirs, administrators and transferees of the parties.

Binding Intent. It is the intent of the parties hereto that the agreements contained herein be legally binding on and enforceable against them. This Agreement will be governed by and construed in accordance with the laws of the State of New York applicable to contracts executed in and to be fully performed in such State, without giving effect to its conflicts of law rules or principles. Each party hereto (a) consents to submit itself to the personal jurisdiction of any federal court located in the State of New York or any New York state court in the event any dispute arises out of this Agreement or any of the transactions contemplated by this Agreement, (b) agrees that it will not attempt to deny such personal jurisdiction by motion or other request for leave from any such court and (c) agrees that it will not bring any action relating to this Agreement or any of the transactions contemplated by this Agreement in any court other than a federal or state court sitting in the State of New York. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect.

Binding Intent. It is the intent of the parties hereto that the agreements contained herein be legally binding on and enforceable against them upon, and only upon, the Board of Directors of the Company taking the actions identified herein as required to be taken no later than March 31, 2000. This Agreement will be governed by and construed in accordance with the laws of the State of New York applicable to contracts executed in and to be fully performed in such State, without giving effect to its conflicts of law, rules or principles. Each party hereto (a) consents to submit itself to the personal jurisdiction of any federal court located in the State of New York or any New York state court in the event any dispute arises out of this Agreement or any of the transactions contemplated by this Agreement, (b) agrees that it will not attempt to deny such personal jurisdiction by motion or other request for leave from any such court and (c) agrees that it will not bring any action relating to this Agreement or any of the transactions contemplated by this Agreement in any court other than a federal or state court sitting in the State of New York. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect. If the foregoing conforms to your understanding, please so signify by signing in the space provided below. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same agreement. Very truly yours, AT&T CORPORATION By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ -------------------- Accepted and Agreed: IDT CORPORATION. By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ -------------------- ANNEX A FORM OF REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of o, by and between N Inc., a Delaware corporation (the "Company"), and Holdco, a o corporation (the "Investor").

Binding Intent. In exchange for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, including but not limited to, the time and effort that the parties have invested to date to negotiate the terms set forth in Exhibit A, the parties hereby agree to negotiate and (subject to Sections 2 and 3 below) enter into a definitive Second Amendment to the Co-Promotion Agreement (“Second Amendment”) that shall contain substantially the same terms and conditions as those set forth on Exhibit A hereto as well as any other terms and conditions as may be mutually agreed upon by the parties. For the avoidance of doubt, it is understood and agreed that the terms set forth in Exhibit A shall not take effect until such time as they are included in the definitive Second Amendment and the definitive Second Amendment is executed and delivered by the parties and becomes effective by its terms.

Binding Intent. All covenants and agreements herein contained shall run with the land and extend to and be a binding contract upon the successors and assigns of the respective Parties. Authorization given by City does not obviate the necessity of obtaining other local, regional, or federal assent to the work authorized.