Common use of General Contract Provisions Clause in Contracts

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. Any and all Schedules to this Agreement form a part hereofThis Lease together with its exhibits, contains the entire agreement between the parties. No amendmentoral or written statements or representations not contained in this Lease shall have any force or effect. This Lease cannot be modified or terminated orally, waiver, discharge or release of this Agreement shall be binding or enforceable unless made in but only by a writing signed by Landlord and Tenant, except for a termination expressly permitted by this Lease. If more than one party executes this Lease as “Tenant,” the liability of all such signatories shall be joint and several. This Lease may be executed in any number of counterparts, each of which shall be an original and all of which shall be one and the same instrument. Any counterpart of this Lease may be delivered via facsimile, email (.pdf format) or other electronic transmission, and shall be legally binding upon the parties heretohereto to the same extent as originals. Time is and Neither this Lease nor any memorandum, thereof shall remain of the essence under and pursuant to this Agreement; provided that the time for performing or completing be recorded in 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 defaultpublic records. If any provision of this Agreement Lease shall be declared by a court to be invalid, the remainder of this Lease shall not be affected, provided the intent of the parties can still be effectuated. Each of Landlord and Tenant represents that the person signing this document on behalf of such party represents (by such signature) that he or she has been duly authorized by such party to execute this document and that such signature creates a binding obligation of such party. This Lease is binding upon the application thereof heirs, assigns and successors in interest to the parties. Tenant shall pay Landlord a Fifty Dollar ($50.00) charge for each returned check. The captions of Articles and Sections are for convenience only and shall not be deemed to limit, construe, affect or alter the meaning of such Articles and Sections. Time is of the essence of this Lease and each of its provisions. This Lease shall be construed and enforced in accordance with the laws of the state or commonwealth in which the Premises are located. Tenant acknowledges that the content of this Lease and any related documents are confidential information and shall keep such confidential information strictly confidential and shall not disclose such confidential information to any person or circumstance is entity other than Tenant’s financial, legal, accounting, real estate and space planning consultants, respectively, or as otherwise required by law. Tenant shall deliver to any extent held or rendered invalid, unenforceable or illegal, same shall be considered separate Landlord within thirty (30) days a current financial statement 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 financial statements 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 two (2) years prior 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 partnershipcurrent financial statement year.

General Contract Provisions. Any and all Schedules to All notices given under this Agreement form a part hereof. No amendment, waiver, discharge or release must be in writing and delivered to the receiving Party at the address set forth on the first page of this Agreement Agreement, or addressed to the recipient which the receiving Party has most recently designated for itself by proper notice. Notices will be deemed given when actually received. In providing the Services hereunder, uBack is acting as and shall be binding considered to be an independent contractor. Nothing contained herein shall be deemed or enforceable unless made in writing signed by all construed as creating the relationship of partnership, employer/employee, joint employers or joint venture between 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 defaultParties. If any provision of this Agreement is found unenforceable by a court, the remaining provisions shall remain in effect, and the Parties intend for the unenforceable provision to be enforced to the maximum extent permissible. This Agreement cannot be modified except in a writing executed by authorized representatives of both Parties. No waiver of a Party’s performance will be effective unless expressly stated in writing and signed by an authorized representative of the waiving Party. This Agreement may not be assigned by either Party without the other Party’s prior written consent, and without consent any purported assignment will be null and void, except that uBack may, without the Client’s consent, assign this Agreement pursuant to a merger or reorganization, or in connection with the application thereof sale of all or substantially all of its assets to any person or circumstance is to any extent held or rendered invalid, unenforceable or illegal, same shall which this Agreement relates. This Agreement will be considered separate binding upon each Party’s successors and severable herefrom and all other provisions permitted assignees. There are no intended third-party beneficiaries of this Agreement shall remain in full force and effect and be binding upon (and, for the parties hereofavoidance of doubt, no Participating User is an intended third-party beneficiary of this Agreement). The section titles and headings set forth in this Agreement are inserted for convenience and of reference only and shall may not be used to interpret the Agreement. This Agreement may be executed in no way define or limit the intent or interpretation multiple counterparts, all of any of the provisions hereof. Wherever in this Agreement any subject matter is described as including specifically described personswhich will be considered original copies, 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 contextbut together will constitute only a single contract. This Agreement shall be read interpreted and construed with all changes of gender and number governed according to the laws of the party or parties referred State of Delaware, without giving effect to any conflict of laws principles that would obtain a different result. The Parties agree that any disputes arising under this Agreement shall be resolved exclusively in the state courts located within New Castle County in the State of Delaware and each case as required by Party consents to the contextpersonal jurisdiction of such courts. This Agreement is the entire contract between the Parties regarding the subject matter herein, and this Agreement supersedes all prior and contemporaneous understandings regarding that subject matter. [Signature Page to Company Giving Services Agreement] SCHEDULE A Services and Fees highlight Services* Service ( all that apply): Web-App Functionality Nonprofit Organization Engagement Leaderboard Nonprofit Organization Donation of Goods Nonprofit Organization Donations User Profile Creation and Management Nonprofit Organization Corporate Partner listings Nonprofit Event sign-up via the covenants App Nonprofit Event listings via the App Nonprofit Organization Profiles Search, find 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.explore functionality • • • • • • • • •

General Contract Provisions. Any and all Schedules to All notices given under this Agreement form a part hereof. No amendment, waiver, discharge or release must be in writing and delivered to the receiving Party at the address set forth on the first page of this Agreement Agreement, or addressed to the recipient which the receiving Party has most recently designated for itself by proper notice. Notices will be deemed given when actually received. In providing the Services hereunder, uBack is acting as and shall be binding considered to be an independent contractor. Nothing contained herein shall be deemed or enforceable unless made in writing signed by all construed as creating the relationship of partnership, employer/employee, joint employers or joint venture between 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 defaultParties. If any provision of this Agreement is found unenforceable by a court, the remaining provisions shall remain in effect, and the Parties intend for the unenforceable provision to be enforced to the maximum extent permissible. This Agreement cannot be modified except in a writing executed by authorized representatives of both Parties. No waiver of a Party’s performance will be effective unless expressly stated in writing and signed by an authorized representative of the waiving Party. This Agreement may not be assigned by either Party without the other Party’s prior written consent, and without consent any purported assignment will be null and void, except that uBack may, without the Client’s consent, assign this Agreement pursuant to a merger or reorganization, or in connection with the application thereof sale of all or substantially all of its assets to any person or circumstance is to any extent held or rendered invalid, unenforceable or illegal, same shall which this Agreement relates. This Agreement will be considered separate binding upon each Party’s successors and severable herefrom and all other provisions permitted assignees. There are no intended third-party beneficiaries of this Agreement shall remain in full force and effect and be binding upon (and, for the parties hereofavoidance of doubt, no Participating User is an intended third-party beneficiary of this Agreement). The section titles and headings set forth in this Agreement are inserted for convenience and of reference only and shall may not be used to interpret the Agreement. This Agreement may be executed in no way define or limit the intent or interpretation multiple counterparts, all of any of the provisions hereof. Wherever in this Agreement any subject matter is described as including specifically described personswhich will be considered original copies, 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 contextbut together will constitute only a single contract. This Agreement shall be read interpreted and construed with all changes of gender and number governed according to the laws of the party or parties referred State of Delaware, without giving effect to any conflict of laws principles that would obtain a different result. The Parties agree that any disputes arising under this Agreement shall be resolved exclusively in the state courts located within New Castle County in the State of Delaware and each case as required by Party consents to the contextpersonal jurisdiction of such courts. This Agreement is the entire contract between the Parties regarding the subject matter herein, and this Agreement supersedes all prior and contemporaneous understandings regarding that subject matter. [Signature Page to Company Giving Services Agreement] SCHEDULE A Services and Fees Services* Service (highlight all that apply): Web-App Functionality Nonprofit Organization Engagement Leaderboard Nonprofit Organization Donation of Goods Nonprofit Organization Donations User Profile Creation and Management Nonprofit Organization Corporate Partner listings Nonprofit Event sign-up via the covenants App Nonprofit Event listings via the App Nonprofit Organization Profiles Search, find 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.explore functionality • • • • • • • • •