General Contract Provisions Sample Clauses
The General Contract Provisions clause establishes the foundational rules and terms that govern the overall relationship between the parties in a contract. It typically covers standard topics such as governing law, notice requirements, amendment procedures, and the interpretation of the agreement. By setting out these baseline terms, this clause ensures consistency, reduces ambiguity, and provides a clear framework for resolving common contractual issues.
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General Contract Provisions. Any and all Schedules to this Agreement form a part hereof. No amendment, waiver, discharge or release of this Agreement shall be binding or enforceable unless made in writing signed by all of the parties hereto. Time is and shall remain of the essence under and pursuant to this Agreement; provided that the time for performing or completing any matter under or pursuant to this Agreement may be extended or abridged by an agreement in writing by the parties or their respective solicitors. Failure by any party to strictly enforce any provisions hereof shall not operate as a waiver or limitation of such party's rights hereunder in respect of any subsequent default. If any provision of this Agreement or the application thereof to any person or circumstance is to any extent held or rendered invalid, unenforceable or illegal, same shall be considered separate and severable herefrom and all other provisions of this Agreement shall remain in full force and effect and be binding upon the parties hereof. The headings set forth in this Agreement are inserted for convenience and reference only and shall in no way define or limit the intent or interpretation of any of the provisions hereof. Wherever in this Agreement any subject matter is described as including specifically described persons, things, events or other items, unless expressly stated to the contrary, the word “including” or any other derivation or variation of that word means, as the case may be, “including, without limitation,” or “including, without limiting the generality of the foregoing,” or such derivation or variation thereof as required by the context. This Agreement shall be read and construed with all changes of gender and number of the party or parties referred to in each case as required by the context, and the covenants and agreements of each party shall be deemed to be joint and several where such party is more than one person, firm or corporation. With respect to each party which is a partnership, each person who is presently a partner of such partnership and each person who becomes a partner of such partnership shall be and continue to be jointly and severally liable for all covenants and agreements of such party notwithstanding that any such person subsequently ceases to be a partner of such partnership, subject to and only to the extent of the limited liability of any such person that is a limited partner of such partnership.
General Contract Provisions. 15.1 Any notice or other communication to be given hereunder shall be in writing and shall be given by delivery or by telecopier, as follows: if to the Company: Aurizon Mines Ltd. Suite 900 - 5▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Attention: D▇▇▇▇ ▇. ▇▇▇▇ Telecopier Number: (▇▇▇) ▇▇▇-▇▇▇▇ with a copy to: DuMoulin Black 10th Floor - 5▇▇ ▇▇▇▇ ▇▇▇▇▇▇ Vancouver, British Columbia V6C 2T5 Attention: S▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Telecopier Number: (▇▇▇) ▇▇▇-▇▇▇▇ or if to the Underwriters: National Bank Financial Inc. The Exchange Tower 1▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Attention: W▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Telecopier Number: (▇▇▇) ▇▇▇-▇▇▇▇ - and - H▇▇▇▇▇▇ Securities Inc. Bay Wellington Tower, BCE Place 1▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇.▇. ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Attention: J▇▇▇ ▇. ▇▇▇▇▇▇▇ Telecopier Number: (▇▇▇) ▇▇▇-▇▇▇▇ with a copy to: Fogler, R▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇. ▇. ▇▇▇ ▇▇ ▇▇▇▇▇ Trust Tower Toronto-Dominion Centre Toronto Ontario M5K 1G8 Attention: G▇▇▇ ▇. ▇▇▇▇▇▇▇ Telecopier Number: (▇▇▇) ▇▇▇-▇▇▇▇ and if so given, shall be deemed to have been given and received upon receipt by the addressee or a responsible officer of the addressee if delivered, or four hours after being telecopied and receipt confirmed during normal business hours, as the case may be. Any party may, at any time, give notice in writing to the others in the manner provided for above of any change of address or telecopier number.
15.2 This agreement and the other documents herein referred to constitute the entire agreement between the Underwriters and the Company relating to the subject matter hereof and supersedes all prior agreements between the Underwriters and the Company with respect to their respective rights and obligations in respect of the Offering, including the engagement letter between NBF, on its own behalf and on behalf of H▇▇▇▇▇▇ Securities Inc., and the Company dated May 31, 2002 and reconfirmed on June 3, 2002.
15.3 Time shall be of the essence of this agreement and of every part hereof and no extension or variation of this agreement shall operate as a waiver of this provision.
15.4 The parties hereto covenant and agree to sign such other documents, do and perform and cause to be done and performed such further and other acts and things as may be necessary or desirable in order to give full effect to this agreement and every provision of it.
15.5 Other than as otherwise provided herein, no party to this agreement may assign this agreement, any pa...
General Contract Provisions. A. Teacher contracts shall conform to the Ohio Revised Code.
B. Teacher suspensions shall conform to the Ohio Revised Code.
C. Teacher contract termination shall conform to the Ohio Revised Code.
General Contract Provisions. 14.1 The closing of the transaction contemplated herein shall take place at the Time of Closing, on the Date of Closing, at the offices of the Purchaser or at such other place as may be agreed to in writing by the parties hereto.
14.2 All notices, requests, demands or other communications by the terms hereof required or permitted to be given by one party to another shall be given in writing by personal delivery or by facsimile transmission addressed to such other party or delivered to such other party as follows:
(a) to the Purchaser and the Parent at: ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇, ▇▇▇ ▇▇▇ Facsimile No.: (▇▇▇) ▇▇▇-▇▇▇▇
(b) to the Vendors at: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇, ▇▇▇ ▇▇▇ Facsimile No.: (▇▇▇) ▇▇▇-▇▇▇▇ or at such other address as may be given by any of them to the others in writing from time to time, and such notices, requests, demands or other communications shall be deemed to have been received when delivered, or, if sent by facsimile transmission, on the date of transmission unless sent on a non-Business Day or after 5:00 p.m. on a Business Day, in which case it shall be deemed to have been received on the next Business Day following the day of such transmission.
14.3 Any tender of documents or money hereunder may be made upon the Vendors or the Purchaser or their respective solicitors, and money may be tendered by negotiable cheque from a bank within the meaning of the Bank Act (Canada).
14.4 The parties hereto covenant and agree to sign such other papers, cause such meetings to be held, resolutions passed and bylaws enacted, exercise their vote and influence, do and perform and cause to be done and performed such further and other acts and things as may be necessary or desirable in order to give full effect to this agreement and every part hereof.
14.5 This agreement shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein.
14.6 Except as otherwise stated herein, dollar amounts referred to in this agreement shall be in Canadian funds.
14.7 All words and personal pronouns relating thereto shall be read and construed as the number and gender of the party or parties referred to in each case require and the verb shall be construed as agreeing with the required word and/or pronoun.
14.8 The division of this agreement into articles, sections, subsections and schedules is for convenience of reference only and shall not affect the interpretation or construction of this agreement.
14.9 Each...
General Contract Provisions. 14.1 This Agreement may be terminated at any time before the Effective Time by mutual written consent of the Transferor and the Company.
14.2 From time to time, the Company and the Transferor will each execute and deliver all such further documents, certificates, deeds, conveyances, transfers, assignments, declarations, affidavits, and other documents necessary or desirable to give effect to the full intent of this Agreement, including the transfer of the Transferred Assets and the Company’s employment of each employee included in the Transferred Workforce.
14.3 This Agreement will enure to the benefit of, and be binding upon, the respective successors and permitted assigns of the Transferor and the Company.
14.4 Whenever the singular or masculine is used in this Agreement, it will be construed as meaning the plural or the feminine or neuter, and vice versa, where the context or the parties so require.
General Contract Provisions. 9.1 This Agreement may be terminated at any time before the Effective Time by mutual written consent of the Transferor and the Company.
9.2 From time to time, the Company and the Transferor will each execute and deliver all such further documents, certificates, deeds, conveyances, transfers, assignments, declarations, affidavits, and other documents necessary or desirable to give effect to the full intent of this Agreement, including the transfer of the Transferred Assets.
9.3 This Agreement will enure to the benefit of, and be binding upon, the respective successors and permitted assigns of the Transferor and the Company.
9.4 Whenever the singular or masculine is used in this Agreement, it will be construed as meaning the plural or the feminine or neuter, and vice versa, where the context or the parties so require.
General Contract Provisions. Article I-1
General Contract Provisions. 11.1 SAVINGS CLAUSE Should any portion of this agreement be determined unlawful or unenforceable by a court of competent jurisdiction, that portion of the agreement declared invalid shall be null and void; however, the rest of the agreement shall remain in full force and effect and either party may initiate negotiations to arrive at mutually agreeable language on the provisions declared invalid.
General Contract Provisions. 6.1 In the event that any provision herein or part thereof shall be deemed void or invalid by a court of competent jurisdiction, the remaining provisions or parts thereof shall be and remain in full force and effect. If in any judicial proceeding, any provision of this agreement is found to be so broad as to be unenforceable, it is hereby agreed that such provision shall be interpreted to be only so broad as to be enforceable.
6.2 Any and all previous agreements between the parties hereto relating to the employment of the Employee by the Company are hereby terminated and cancelled. This agreement constitutes the entire agreement between the parties hereto with respect to all of the matters herein set out and its execution has not been induced by nor do any of the parties hereto rely upon or regard as material any representation or writing not incorporated herein and made a part hereof. This agreement shall not be amended, altered or qualified except by an agreement in writing signed by both of the parties hereto.
6.3 All notices, requests, demands or other communications by the terms hereof required or permitted to be given by one party to the other shall be given in writing by personal delivery, by telefax or by mail, postage prepaid, addressed to such other party or delivered to such other party as follows:
(a) to the Company at: Storage @ccess Technologies Inc. 4800 N▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇-▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇.▇.▇. ▇▇431 Attention: Eric P▇▇▇▇▇▇ Facsimile: _____________
(b) to the Employee at: Ian Su▇▇▇▇▇▇▇ 16 Sto▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Facsimile: 905-415-8800 or at such other address as may be given by either of them to the other in writing from time to time, and such notices, requests, demands, acceptances or other communications shall be deemed to have been received when delivered, or, if telecopied, on the Business Day following the date of telecoping thereof, or, if mailed, five Business Days following the date of mailing thereof; provided that if any such notice, request, demand or other communication shall have been mailed and if regular mail service shall be interrupted by strikes or other irregularities, such notices, requests, demands or other communications shall be deemed to have been received five Business Days following the resumption of normal mail service.
6.4 This agreement shall be governed by, and construed in accordance with, the laws of the State of Florida and the federal laws of the United States ap...
General Contract Provisions. (a) This offer is to be read with all changes of gender or number required by the context and, when accepted, shall constitute a binding contract of Purchase and Sale, and time shall, in all respects, be of the essence. WEB COPY
(b) Any breach by the Purchaser of any of the provisions of this Agreement shall entitle the Vendor, in addition to any rights or remedies that the Vendor may have in law or otherwise, to give notice to the Purchaser declaring this Agreement null and void, whereupon all deposit monies paid hereunder, and any monies paid for extras, shall be forfeited to the Vendor as liquidated damages and not as a penalty. The deposit monies are expressly deemed to be deposit monies only, and not partial payments.
(c) Default in payment of any amount payable pursuant to this Agreement on the date or within the time specified shall constitute a FBOC, and the Vendor shall have the right to terminate this Agreement and retain all deposit monies in full without prejudice to the Vendor's rights to additional deposit monies that may be required and any other rights it may have hereunder and at law including the right to recover from the Purchaser all additional costs, losses and damages arising out of default on the part of the Purchaser pursuant to any provision contained in this Agreement, including interest thereon from the date of demand for payment at the rate of 24% per annum, calculated and compounding daily, not in advance, until paid. This interest rate shall survive the termination of this Agreement and shall not merge on closing.
(d) In the event this Agreement, in future, is amended in order to accelerate the closing of the transaction or to change or alter the construction specifications of the Dwelling by giving the Purchaser a credit or reduction against the Purchase Price and the Purchaser fails to complete the transaction, all damages shall be assessed as if such amendment was not entered into.
(e) In the event any one or more of the provisions of this Agreement or any portion or portions thereof are invalid or unenforceable, the same shall be deemed to be deleted therefrom and shall not be deemed to affect the enforceability or validity of the balance of this Agreement of Purchase and Sale.
(f) The Purchaser, if required by the Vendor, shall execute and deliver on closing one or more covenants incorporating the terms hereof.
(g) There is no representation, warranty, collateral Agreement or condition affecting this Agreement or the Prop...