Exclusion of Certain Contracts Sample Clauses

The Exclusion of Certain Contracts clause defines which types of agreements or arrangements are not governed by the main contract. Typically, this clause lists specific contracts, such as prior agreements, side letters, or unrelated third-party contracts, that are expressly excluded from the contract’s scope. By clearly identifying these exclusions, the clause prevents confusion or disputes over which obligations and rights are covered, ensuring that only the intended agreements are subject to the contract’s terms.
Exclusion of Certain Contracts. Notwithstanding anything to the contrary contained in this Agreement, Buyer shall have the right, in its sole discretion, from the date hereof until seven (7) days prior to the Closing Date, to specifically exclude any Business Contract, as Buyer shall specify in a written notice to Seller, whereupon such contract or contracts shall, to the extent excluded, cease to be “Assets” hereunder and shall become “Excluded Assets” and thereby be excluded from the Assets; provided that such exclusions shall not result in an adjustment to the Purchase Price.
View SourceView Similar (2)
Exclusion of Certain Contracts. 8 2.4 Liabilities.................................................................................... 8 2.5
View Source
Exclusion of Certain Contracts. Seller shall make available to Purchaser all hedging contracts entered into in connection with the Nickel Business Operations and Purchaser shall at its full discretion elect which hedging contracts Purchaser is willing to assume through the Company on the Closing Date. The Parties shall review the 38 hedging contracts referred to herein as soon as practicable and at the latest not later than ten (10) days before the Closing Date.
View Source
Exclusion of Certain Contracts. (a) Schedule 1.1.5-1 and Schedule 1.1.5-2 to the Agreement are hereby amended by deleting therefrom each of the Other Contracts listed on Part A and Part B, respectively, of the attached Annex B and substituting the following in lieu thereof: “Intentionally Omitted”. (b) Schedule 1.2 to the Agreement is hereby amended by inserting at the end thereof the agreements listed on the attached Annex C.
View Source
Exclusion of Certain Contracts. At any time and from time to time prior to the start of the Auction, Buyer may, by notice to Seller, elect to exclude any one or more of the Assigned Contracts from this transaction. Any Assigned Contract identified in such a notice (an “Excluded Contract”) shall no longer be an Assigned Contract. There shall be no reduction in the Purchase Price as a result of Buyer’s election to exclude any one or more of the Assigned Contracts from this transaction pursuant to this Section 3.6.
View Source

Related to Exclusion of Certain Contracts

  • Exclusion of Certain Warrants The Company agrees that the redemption rights provided in Section 6.1 shall not apply to the Private Placement Warrants, the Working Capital Warrants or the Post-IPO Warrants (if such Post-IPO Warrants provide that they are non-redeemable by the Company) if at the time of the redemption such Private Placement Warrants, Working Capital Warrants or Post-IPO Warrants continue to be held by the Sponsor or any Permitted Transferees, as applicable. However, once such Private Placement Warrants, Working Capital Warrants or Post-IPO Warrants are transferred (other than to Permitted Transferees under Section 2.6), the Company may redeem the Private Placement Warrants, the Working Capital Warrants or the Post-IPO Warrants (if the Post-IPO Warrants permit such redemption by their terms) pursuant to Section 6.1 hereof, provided that the criteria for redemption are met, including the opportunity of the holder of such Private Placement Warrants, Working Capital Warrants or Post-IPO Warrants to exercise the Private Placement Warrants, the Working Capital Warrants or the Post-IPO Warrants prior to redemption pursuant to Section 6.1. The Private Placement Warrants, the Working Capital Warrants or the Post-IPO Warrants (if such Post-IPO Warrants provide that they are non-redeemable by the Company) that are transferred to persons other than Permitted Transferees shall upon such transfer cease to be Private Placement Warrants, Working Capital Warrants or Post-IPO Warrants and shall become Public Warrants under this Agreement.

  • Survival of Certain Contract Terms Any provision of this Contract that imposes an obligation on a Party after termination or expiration of this Contract shall survive the termination or expiration of this Contract and shall be enforceable by the other Party.

  • Exclusion of Certain Damages TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  • Termination of Certain Agreements On and as of the Closing, the Company shall take all actions necessary to cause the Contracts listed on Schedule 6.04 to be terminated without any further force and effect and without any cost or other liability or obligation to the Company or any of its Subsidiaries, and there shall be no further obligations of any of the relevant parties thereunder following the Closing.

  • Termination of Certain Covenants The covenants set forth in Sections 2.5, 2.6, 2.7, 2.8, 2.9 and 2.10 shall terminate and be of no further force or effect upon the consummation of (i) a Qualified Public Offering or (ii) a Liquidation Event.