By Dealer. The Dealer may terminate or not renew this agreement at any time at will by giving the Company at least thirty (30) days prior written notice thereof.
By Dealer. Subject to the limitations set forth in this Agreement, Dealer will indemnify and defend Uplink and Uplink’s affiliates and their respective officers, directors, employees, agents, and third-party service providers from and against all claims, damages, losses, liabilities, costs, expenses (including reasonable attorneys’ fees) arising out of a claim by a third-party and to the extent resulting from
By Dealer. Notwithstanding anything to the contrary herein, Company agrees that any delivery of Shares or Share Termination Delivery Property shall be effected by book-entry transfer through the facilities of DTC, or any successor depositary, if at the time of delivery, such class of Shares or class of Share Termination Delivery Property is in book-entry form at DTC or such successor depositary. Notwithstanding anything to the contrary herein, to the extent the provisions of Rule 144 of the Securities Act or any successor rule are amended, or the applicable interpretation thereof by the Securities and Exchange Commission or any court change after the Trade Date, the agreements of Company herein shall be deemed modified to the extent necessary, in the opinion of outside counsel of Company, to comply with Rule 144 of the Securities Act, as in effect at the time of delivery of the relevant Shares or Share Termination Delivery Property.
By Dealer. This Agreement will inure to the benefit of, and be binding upon, Dealer and its successors and assigns, but will not be assignable by Dealer without the prior written consent of Company. Such content shall not be reasonably withheld as long as any assignee agrees to be bound by the terms of this Agreement. However, the Company hereby specifically agrees to the assignment of Dealer's rights and obligations pursuant to this Agreement to any of the entities set forth in Section 1(d) without consent of the Company. Dealer shall only be obligated to notify the Company in writing of the effective date of assignment, name, addresses and other relevant contact information required for the fulfillment of the obligations set forth in this Agreement.
By Dealer. Dealer may terminate this Agreement by written notice to Franchisor. Termination will be effective 30 days after Franchisor's receipt of the notice, unless otherwise mutually agreed in writing.
By Dealer. In view of the personal nature of this Agreement, the rights, privileges and obligations conferred on Dealer under this Agreement are not transferable, assignable or salable by Dealer US 5360r5 without the prior written consent of Case, and no property right or interest, direct or indirect, is sold, conveyed or transferred to Dealer under this Agreement. Any attempt by Dealer to assign its rights or obligations under this Agreement without Case’s written consent shall be null and void.
By Dealer. 13 B. FAILURE TO BE LICENSED .................................................................13 C. MISREPRESENTATION.......................................................................14 D. FAILURE TO CONDUCT OPERATIONS ..........................................................14 E. DISQUALIFICATION OR CHANGE OF DEALER OPERATOR OR OWNER..................................14 F.
By Dealer. In view of the personal nature of this Agreement, the rights, privileges and obligations conferred on Dealer under this Agreement are not transferable, assignable or salable by Dealer without the prior written
By Dealer. Dealer hereby agrees to indemnify, defend, and hold harmless Voyager, any affiliate of Voyager, and their respective directors, officers, employees, agents, successors, and assigns (collectively, the "indemnified parties" and individually an "indemnified party") from and against (i) any and all losses, liabilities, costs, and damages (or actions or claims in respect thereof) that any indemnified party may suffer or incur insofar as such losses, liabilities, costs, or damages (or actions or claims in respect thereof) arise out of or are based upon any claim arising out of or relating in any manner whatsoever to (a) the transactions of Dealer contemplated by this Agreement (but specifically excluding items for which Dealer is being indemnified under Subparagraph 9.2 and the contractual liabilities payable under the terms and conditions of the Service Contracts) including without limitation, the offer, sale, or administration of the Service Contracts by Dealer or its agents and employees, claims based upon misrepresentations or fraud by Dealer or its agents and employees in connection with the offer or sale of the Service Contracts, the violation of any law, statute, regulation, or order applicable to the transactions contemplated by this Agreement by Dealer or its agents and employees, or claims of Contract Holders relating to repairs performed by Dealer or its agents and employees pursuant to Service Contracts, (b) any act or omission of Dealer or the breach by Dealer of any covenant, representation, or warranty of Dealer in this Agreement, or (c) claims of any taxing authority for taxes owing or alleged to be owing with respect to the sale of the Service Contracts by Dealer, including income taxes payable thereon, by Dealer other than premium taxes that are the responsibility of and customarily paid by insurance companies, and (ii) any and all reasonable legal and other expenses incurred by any indemnified party in connection with investigating, defending, or prosecuting any of the matters referred to in clause (i) above (or actions or claims in respect thereof) that result in any loss, liability, cost, or damage to the indemnified party. 9.2
By Dealer. 23 (2) By Agreement...................................................23 (3) Failure to be Licensed.........................................23 (4) Misrepresentation, Failure to Conduct Operations, or Disqualification or Change of Dealer Operator or Owner....................................24 (5) Failure of Performance.........................................24 (6) Reliance on Any Applicable Termination Provision......................................................24 (7) Option to Purchase.............................................25 B. Transactions after Termination......................................25 (1) Orders.........................................................25 (2) Deliveries.....................................................25 (3) Effect of Transactions after Termination.......................26
