Construction of the Agreement. The Agreement sets forth the entire understanding between two sophisticated business entities with legal counsel as to its subject and supersedes all prior agreements, conditions, warranties, representations, arrangements and communications, including purchase orders issued by Client, whether oral or written, and whether with or by Accenture, any of its affiliates, or any of their employees, officers, directors, agents or shareholders. Each party acknowledges that it entered into the Agreement solely based on the agreements and representations contained herein, and has not relied upon any representations, warranties, promises, or inducements of any kind, whether oral or written, and from any source. If a court of competent jurisdiction finds any term of the Agreement to be invalid, illegal or otherwise unenforceable, such term or provision will not affect the other terms of this Agreement and will be deemed modified to the extent necessary, in the court’s opinion, to render such term enforceable while preserving to the fullest extent permissible the intent and agreements of the parties set forth in this Agreement. No waiver or modification of any provision of the Agreement will be effective unless it is in writing and signed by the party against which it is sought to be enforced. The delay or failure by either party to exercise or enforce any of its rights under this Agreement is not a waiver of that party’s right to later enforce those rights, nor will any single or partial exercise of any such right preclude any other or further exercise of these rights or any other right. There are no third-party beneficiaries to the Agreement. In the event of a conflict between these GTC and an Order Form, the Order Form controls for purposes of that Order Form only.
Construction of the Agreement. This Agreement supplements and expressly does not supercede the Participation Agreement(s). To the extent the terms of this Agreement conflict with the terms of a Participation Agreement, the terms of this Agreement shall control.
Construction of the Agreement. The parties have entered into one or more agreements between or among them for the purchase and redemption of shares of the Funds. This Agreement is intended to supplement such agreements with respect to the subject matter hereof. To the extent the terms of this Agreement conflict with the terms of any other agreements between the parties, the terms of this Agreement shall control.
Construction of the Agreement. 8.1 This Agreement shall supersede any other policy, rule, regulation, or practice of the University which is contrary to, duplicative of, or inconsistent with its terms, and supersedes and cancels all previous agreements, verbal or written or based on alleged past practices, between the University and United Academics, and shall constitute the entire Agreement between the parties. This Agreement shall likewise supersede any contrary, duplicative, or inconsistent terms contained in any individual contracts of unit members.
Construction of the Agreement. This Agreement is an "other transaction" issued under 49 U.S.C 106 (1) and (m) is not a procurement contract, grant or cooperative agreement. Nothing in this Agreement shall be construed as incorporating by reference or implication any provision of Federal acquisition law or regulation. Each party acknowledges that all parties hereto participated equally in the negotiation and drafting of this Agreement and any amendments thereto, and that, accordingly, this Agreement shall not be construed more stringently against one party than against the other.
Construction of the Agreement. FUND PARTICIPATION AGREEMENTS. The parties have entered into one or more Fund Participation Agreements between or among them for the purchase and redemption of shares of the Fund(s) by the Accounts in connection with the Contracts. This Agreement supplements those Fund Participation Agreements and is hereby incorporated into the Fund Participation Agreements by reference. To the extent the terms of this Agreement conflict with the terms of a Fund Participation Agreement, the terms of this Agreement shall control.
Construction of the Agreement. 8.1 This Agreement shall supersede any other policy, rule, regulation, or practice of the University which is contrary to, duplicative of, or inconsistent with its terms. It supersedes and cancels all previous agreements, verbal or written or based on alleged past practices, between the University and the Union, and constitute the entire Agreement between the parties. Any supplemental amendment or agreement shall not be binding upon either party until the amendment or agreement has been reduced to writing and duly ratified by both parties. This Agreement shall likewise supersede any contrary, duplicative, or inconsistent terms contained in any individual contracts of unit members.
Construction of the Agreement. The parties hereto intend that the conveyance of the interest in the Purchased Receivables by the Seller to the Purchaser shall be treated as sales for purposes of generally accepted accounting principles. If, despite such intention, a determination is made that such transactions shall not be treated as sales, then this Agreement shall be interpreted to constitute a security agreement and the transactions effected hereby shall be deemed to constitute a secured financing by the Purchaser to the Seller under applicable law. For such purpose, the Seller hereby grants to the Purchaser a continuing security interest in the Purchased Receivables and the Related Security and Collections related thereto to secure the obligations of the Seller to the Purchaser hereunder.
Construction of the Agreement. The parties hereto intend that the conveyance of the interest in the Purchased Receivables by the Seller to the Purchaser (through the Administrative Agent) shall be treated as sales for purposes of generally accepted accounting principles. If, despite such intention, a determination is made that such transactions shall not be treated as sales, then this Agreement shall be interpreted to constitute a security agreement and the transactions effected hereby shall be deemed to constitute a secured financing by the Purchaser to the Seller under applicable law. For such purpose, the Seller hereby grants to the Administrative Agent, for the benefit of the Purchaser, a continuing security interest in the Purchased Receivables and the Related Security and Collections related thereto to secure the obligations of the Seller to the Purchaser hereunder.
Construction of the Agreement. Each of the parties hereto, after appropriate consultation with counsel, has participated in drafting this Agreement. The language of this Agreement will not be preemptively construed against any of the parties hereto.
