Hong Kong Each of the Underwriters, on behalf of itself and each of its affiliates that participates in the initial distribution of the Securities, represents and agrees that:
XxxXxxxx Principles - Northern Ireland The provisions of San Francisco Administrative Code §12F are incorporated herein by this reference and made part of this Agreement. By signing this Agreement, Contractor confirms that Contractor has read and understood that the City urges companies doing business in Northern Ireland to resolve employment inequities and to abide by the XxxXxxxx Principles, and urges San Francisco companies to do business with corporations that abide by the XxxXxxxx Principles.
Place of Business; Name The Borrower will not transfer its chief executive office or principal place of business, or move, relocate, close or sell any business location. The Borrower will not permit any tangible Collateral or any records pertaining to the Collateral to be located in any state or area in which, in the event of such location, a financing statement covering such Collateral would be required to be, but has not in fact been, filed in order to perfect the Security Interest. The Borrower will not change its name or jurisdiction of organization.
Italy If the Territory is Italy, the MicroStrategy contracting entity on the order is MicroStrategy Italy S.r.l., with offices at Corso Italia 13, 20122, Milan, Italy, with tax identification number 12313340155, and the following terms apply: (a) The Governing Law will be the laws of Italy; and (b) any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the parties’ relationship under it will be subject to the exclusive jurisdiction of the courts of Milan; and (c) the second sentence of the “Notices” section of the General Terms is deleted and replaced with the following: “You will provide notices to: MicroStrategy Italy, S.r.l. Attention: Legal Representative, at Corso Italia 13, 20122, Milan, Italy; email: xxxxxxxx@xxxxxxxxxxxxx.xxx“; and (d) references to “CPI” in the Agreement will be deemed to refer to “Italy CPI.”
India As used herein, “
Taiwan Notifications
PLACE OF EXECUTION The execution of this Agreement shall be complete only upon its execution by the Promoter through its authorized signatory at the Promoter's Office, or at some other place, which may be mutually agreed between the Promoter and the Allottee, in after the Agreement is duly executed by the Allottee and the Promoter or simultaneously with the execution the said Agreement shall be registered at the office of the Sub-Registrar. Hence this Agreement shall be deemed to have been executed at .
Name and Place of Business Other than previously disclosed in writing to you I have not changed my name or principal place of business within the last 10 years and have not used any other trade or fictitious name. Without your prior written consent, I do not and will not use any other name and will preserve my existing name, trade names and franchises.
SWEDEN There are no country-specific provisions. SWITZERLAND NOTIFICATIONS
Brazil If the Territory is Brazil, the MicroStrategy contracting entity on the order is MicroStrategy Brasil Ltda., with offices at Rua Chedid Jafet, 222, conjunto 32C, Bloco C, Vila Olímpia, São Xxxxx / São Xxxxx, CEP: 04551-065, Brazil, and the following terms apply: (a) the Governing Law will be the laws of Brazil; and (b) any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the parties’ relationship under it will be subject to the exclusive jurisdiction of the Central Court of the City of São Xxxxx, Brazil; and (c) the second sentence of the “Limitation of Liability” section of the General Terms is deleted and replaced with the following: “In no event will we or any of our affiliates or licensors be liable to you or any of your affiliates for any indirect, special, incidental, consequential, exemplary damages, or loss of profit, whether in contract, tort, or otherwise, even if we or any of our affiliates or licensors have been advised of the possibility of such damages and even if an agreed remedy fails of its essential purpose or is held unenforceable for any other reason.”; and (d) the “Orders and Payment” section of the General Terms is deleted and replaced with the following: “Except as otherwise set forth on an order, invoices will be issued in Reais (R$), within five (5) calendar days of the effective date of an order. All fees due to us will be payable, in full and in the currency listed on an order, thirty (30) days from the date of the invoice and will be deemed overdue if they remain unpaid thereafter. Any amounts which remain unpaid after the due date will be increased based on the variation of the IGP-M, from the due date until such amount is paid, and will be subject to a late charge equal to one percent (1%) per month, pro-rata-die. In addition to the foregoing monetary adjustment, any amounts that remain unpaid for more than ten (10) days after the due date will be increased by an additional two percent (2%) late charge. Fees on an order include all taxes for billing in São Xxxxx. If there are changes in the taxes or tax rates, fees will be adjusted accordingly to conform to the rates and taxes applicable on the date of the invoice. Except as otherwise noted, all orders are firm and not subject to cancellation, return, refund or offset by you.”; and (e) the second sentence of the “Notices” section of the General Terms is deleted and replaced with the following: “You will provide notices to: MicroStrategy Brasil Ltda., Attention: Legal Representative, at Rua Chedid Jafet, 222, conjunto 32C, Bloco C, Vila Olímpia, São Xxxxx / São Xxxxx, CEP: 04551-065, Brazil; email: xxxxxxxx@xxxxxxxxxxxxx.xxx; and (f) the “Additional Limited Warranties and Remedies” sections of the Enterprise Platform License Terms and Cloud Platform License Terms are amended by changing the warranty period in each section from “six (6) months” to “three (3) months;” and (g) the definition of CPI in the Agreement is inapplicable and subsection (a) of the “Additional Technical Support Terms” section of the Services Terms is deleted and replaced with the following: “(a) upon expiration of the initial annual subscription term, you have the option to renew standard Technical Support Services on those Product licenses for subsequent annual subscription terms, each at an annual fee equal to the prior annual subscription term fee increased by the “IGP-M”, or, in its absence, the official index that best reflects the inflation of the prior period and ...”
