G eneral Provisions. All representations and warranties made in this Agreement and the Promissory Note shall survive the execution and delivery of this Agreement and the making of any loans hereunder. This Agreement will be binding upon and inure to the benefit of Borrower and Lender, their respective successors and assigns, except that Borrower may not assign or transfer its rights or delegate its duties hereunder without the prior written consent of Lender. This Agreement, the Promissory Note, and all documents and instruments associated herewith will be governed by and construed and interpreted in accordance with the laws of the State of California. Time is of the essence hereof. Lender may set off against any debt or account it owns Borrower, now existing or hereafter arising, in accordance with its rules and regulations governing deposit accounts then in existence, and for such purposes is hereby granted a security interest in all such accounts. This Agreement will be deemed to express, embody, and supersede any previous understanding, agreements, or commitments, whether written or oral, between the parties with respect to the general subject matter hereof. This Agreement may not be amended or modified except in writing signed by the parties.
G eneral Provisions. 16.1 This Agreement constitutes the whole Agreement between the Parties relating to its subject matter and supersedes and extinguishes any prior drafts, agreements, undertakings, representations, warranties and arrangements whether written or oral relating to its subject matter.
G eneral Provisions. 1. The Issuer understands and acknowledges that the Municipal Advisor or its affiliates may have trading and other business relationships with members of the Issuer’s underwriting team, or other participants in the proposed transaction. Additionally, the Municipal Advisor or its affiliates may have trading and other business relationships with potential purchasers of the Obligations. These relationships include, but may not be limited to, trading lines, frequent purchases and sales of securities and other engagements through which Municipal Advisor may have, among other things, an economic interest. Notwithstanding the foregoing, Municipal Advisor will not receive any compensation with respect to the issuance of the Obligations other than as disclosed above. Municipal Advisor is involved in a wide range of activities from which conflicting interests or duties may arise. Information which is held elsewhere within Xxxxxxx Xxxxx, but of which none of the Municipal Advisor’s personnel involved in the proposed transaction actually has knowledge, will not for any purpose be taken into account in determining Municipal Advisor’s responsibilities to the Issuer.
G eneral Provisions. A. Time is of the Essence. Subject to Article 3 hereof, Surveyor understands and agrees that time is of the essence and that any failure of Surveyor to complete the Surveying Services for each phase of this Contract within the agreed work schedule set out in the applicable Work Authorization may constitute a material breach of this Contract. Surveyor shall be fully responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Surveyor’s standard of performance as defined herein. Where damage is caused to County due to Surveyor’s negligent failure to perform County may accordingly withhold, to the extent of such damage, Surveyor’s payments hereunder without waiver of any of County’s additional legal rights or remedies.
G eneral Provisions. A. This Memorandum does not usurp or negate any portions of the state-mandated Memorandums of Understanding between law enforcement and each school within the School District.
G eneral Provisions. This Agreement: (i) shall be binding and enforceable by the parties hereto and their respective legal representatives, successors, or assigns; and (ii) may be executed in two or more counterparts including by facsimile or scanned image, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
G eneral Provisions. A ssignment. Customer may not assign this Agreement or any part thereof without the prior written consent of Provider. Provider may assign this Agreement, in whole or in part, without Customer’s consent, to an Affiliate, or in connection with a merger, acquisition, divestiture, corporate reorganization, or sale of all or substantially all of its assets. This Agreement shall be binding upon and inure to the benefit of the Parties, their respective successors and permitted assigns. G overning Law, Venue and Limitation of Actions. This Agreement shall be governed in all respects by and construed under the laws of the United States of America and the Commonwealth of Massachusetts, without reference to choice of law principles. In addition, the Parties agree and consent that the courts of Suffolk County, Massachusetts will have exclusive jurisdiction and will be the exclusive venue for any legal actions relating to this Agreement or the Services provided hereunder. No action arising out of this Agreement, regardless of form, may be brought by either Party more than
G eneral Provisions. 1. Evaluators shall be the principals and assistant principals employed by the Board who have obtained the appropriate credentials required by the Ohio Department of Education. The special education supervisor or pupil personal director may evaluate the special education teachers, provided such administrators have the appropriate credentials required by the Ohio Department of Education.
G eneral Provisions. 1. No employee at any stage of the grievance procedure will be required to meet with any Administrator or supervisor without a Union representative or other employee of his/her choice.
G eneral Provisions. 11.4.1 The grievant shall be present at all stages of the proceeding of the grievance, unless illness, accident or death in the immediate family occurs.
