Construction and Miscellaneous Sample Clauses

Construction and Miscellaneous. This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of or in the federal courts located in Broward County, Florida. The parties to this Agreement hereby irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens. The parties hereby waive trial by jury. The prevailing party shall be entitled to recover from the other party its reasonable attorney's fees and costs. In the event that any provision of this Agreement or any other agreement delivered in connection herewith is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform with such statute or rule of law. Any such provision which may prove invalid or unenforceable under any law shall not affect the validity or enforceability of any other provision of any agreement. Each party hereby irrevocably waives personal service of process and consents to process being served in any suit, action or proceeding in connection with this Agreement or any related agreement by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any other manner permitted by law. No failure or delay on the part of Redwood in the exercise of any power, right or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such power, right or privilege preclude other or further exercise thereof or of any other right, power or privileges. The obligations to Redwood and this Agreement cannot be set off against any real or alleged claim against Redwood.

Construction and Miscellaneous. This Agreement contains the entire agreement and understanding of the parties concerning Tishkoff's consulting services. There are no other understandings, terms, or conditions, oral or written, express or implied, not contained therein. All prior understandings, terms, conditions, or agreements are deemed superseded and merged in this Agreement. This Agreement shall bind and inure to the benefit of the parties, their respective heirs, personal representatives and legal successors. If any parts of this Agreement are found to be void or unenforceable, the remaining provisions shall nevertheless be binding with the same effect as though the void parts were deleted. This Agreement shall be governed by the laws of the State of New York. In construing this Agreement, feminine pronouns shall be substituted for those masculine in form (and vice versa), and plural terms shall be substituted for singular and singular for plural, in any place where the context so requires. This Agreement may be executed in several counterparts, each of which shall be considered a legal original for all purposes. Any fully signed counterpart may be introduced into evidence in any action or proceeding without having to produce the others.

Construction and Miscellaneous. The provisions of this Debenture and of the Agreement shall bind and inure to the benefit of the Borrower, the Holder and their respective successors and assigns, including any subsequent Holders. This Debenture shall be construed in accordance with the laws of the State of New York. Any modification of this Debenture must be in writing and signed by both the Borrower and the Holder in order to become binding. No purported waiver of any of the provisions of this Debenture shall be enforceable unless contained in a writing signed by or on behalf of the party sought to be charged with any such waiver. The captions or paragraph headings of this Debenture are for convenient reference only and in no way define, limit or prescribe the meaning and interest of the various provisions hereof.

Construction and Miscellaneous. 61 (a) The article, section and subsection headings used herein are inserted for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement.

Construction and Miscellaneous. 61 10.1 Definitions................................................................ 61 10.2 Notices.................................................................... 70 10.3 Binding Effect............................................................. 72 10.4 Headings................................................................... 72 10.5 Exhibits Schedules and Disclosure Letter................................... 72 10.6 Counterparts............................................................... 73 10.7 No Waiver of Rights........................................................ 73 10.8 Pronouns................................................................... 73 10.9

Construction and Miscellaneous. These General Terms and Conditions control over any other part of this Agreement in the event of a conflict or inconsistency. The parties agree to give each other such cooperation and assistance (including, without limitation, attending meetings or phone conferences as necessary, assisting with regulatory and enforcement agency inquiries and executing appropriate certificates, assignments, registrations or other documents) as may be necessary to give effect to the intentions of the terms of this Agreement.

Construction and Miscellaneous. This Agreement contains the entire agreement and understanding of the parties concerning amendment of the existing Loan Documents. This Agreement shall bind and inure to the benefit of the parties, their respective heirs, personal representatives, and legal successors. If any parts of this Agreement are found to be void or unenforceable, the remaining provisions shall nevertheless be binding with the same effect as though the void parts were deleted. This Agreement shall be governed by the laws of the State of New York. In construing this Agreement, feminine pronouns shall be substituted for those masculine in form (and vice versa), and plural terms shall be substituted for singular and singular for plural, in any place where the context so requires. This Agreement may only be changed, modified or rescinded by written instrument signed by all parties. Any waiver of this Agreement shall not be effective unless made in a writing signed by the person against whom the enforcement of such waiver is sought. A waiver given in any case shall only apply to that particular act or omission, and shall not be effective as to further acts or omissions, regardless of whether they be of the same or similar nature. This Agreement may be executed in several counterparts, each of which shall be considered a legal original for all purposes. Any fully signed counterpart may be introduced into evidence in any action or proceeding without having to produce or account for the others.

Construction and Miscellaneous