Legal Capacity to Contract Sample Clauses

Legal Capacity to Contract. Each party represents that, subject to the entry of an order by the Bankruptcy Court approving of this Agreement pursuant to Section 1.1, it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Agreement and to fully perform its duties and obligations under this Agreement, and that neither this Agreement not the performance by such Party of any duty or obligation under this Agreement will violate any other contract, agreement, covenant or restriction by which such Party is bound.
Sample 1
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Legal Capacity to Contract. Accenture represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Restructuring Agreement and to fully perform its duties and obligations under this Restructuring Agreement (including, without limitation, assuming the Outsourcing Agreement, as modified and amended by the Amendments), and that neither this Restructuring Agreement nor the performance by Accenture of any duty or obligation under this Restructuring Agreement will violate any other contract, agreement, covenant or restriction by which Accenture Entities are bound other any such violation by the Accenture Entities that would not have a material adverse effect on the IBC Entities. Subject to the Bankruptcy Court entering the Approval Order, the IBC Entities represent that they have the requisite power, authority and legal capacity to make, execute, enter and deliver this Restructuring Agreement and to fully perform the duties and obligations under this Restruc turing Agreement (including, without limitation, assuming the Outsourcing Agreement, as modified and amended by the Amendments), and that neither this Restructuring Agreement nor the performance by the IBC Entities of any duty or obligation under this Restructuring Agreement will violate any other contract, agreement, covenant or restriction by which the IBC Entities are bound other than any such violation by the IBC Entities that would not have a material adverse effect on the IBC Entities' ability to perform under the terms of this Agreement or the Assumed Agreements.
Sample 1
Legal Capacity to Contract. Subject to entry of the Approval Order and, as to the GP Debtors, a corresponding order in their chapter 11 cases, each Party represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Settlement Agreement and to fully perform its duties and obligations under this Settlement Agreement, and that neither this Settlement Agreement nor the performance by the Parties of any duty or obligation under this Settlement Agreement will violate any other contract, contract amendment, supplement, agreement, covenant or restriction by which such Party is bound.
Sample 1
Legal Capacity to Contract. Subject to approval of this Settlement Agreement by the Bankruptcy Court by virtue of a Final Order and approval of the JPLs and Investors, each Party represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Settlement Agreement and to fully perform its duties and obligations under this Settlement Agreement, and that neither this Settlement Agreement nor the performance by the Parties of any duty or obligation under this Settlement Agreement will violate any other contract, agreement, covenant or restriction by which the Parties are bound other than any such violation by GX that would not have a material adverse effect on AX or AX's business following the Final Effective Date or any such violation by AX that would not have a material adverse effect on GX or GX's business following the Final Effective Date.
Sample 1

Related to Legal Capacity to Contract

  • Authority to Contract Each party represents and warrants that it has full power and authority to enter into this Agreement and perform its obligations hereunder, and that it has taken all actions necessary to authorize entering into this Agreement.

  • Freedom to Contract The Executive represents that he is free to enter into this Agreement and carry out his obligations hereunder without any conflict with any prior agreements, and that he has not made and will not make any agreement in conflict with this Agreement.

  • Parties to Contract Any contract of the character described in Sections 4.1 and 4.2 of this Article IV or in Article VII hereof may be entered into with any Person, although one or more of the Trustees, officers or employees of the Trust may be an officer, director, trustee, shareholder, or member of such other party to the contract, and no such contract shall be invalidated or rendered voidable by reason of the existence of any such relationship, nor shall any Person holding such relationship be liable merely by reason of such relationship for any loss or expense to the Trust under or by reason of said contract or accountable for any profit realized directly or indirectly therefrom, provided that the contract when entered into was reasonable and fair and not inconsistent with the provisions of this Article IV or the By-Laws. The same Person may be the other party to contracts entered into pursuant to Sections 4.1 and 4.2 above or Article VII, and any individual may be financially interested or otherwise affiliated with Persons who are parties to any or all of the contracts mentioned in this Section 4.3.

  • Notice to Contractor The Contractor is required to submit Certificates of Insurance acceptable to the State as evidence of insurance coverage requirements prior to commencing work under this Contract. Contractor shall not commence work under the contract until they have obtained all the insurance described below and the State has approved such insurance. Contractor shall maintain such insurance in force and effect throughout the term of this Contract, unless otherwise specified in this Contract The failure of the Contractor to provide a Certificate of Insurance, for the policies required under this Contract or renewals thereof, or failure of the insurance company to notify the State of the cancellation of policies required under this Contract shall not constitute a waiver by the State to the Contractor to provide such insurance. The State reserves the right to immediately terminate this Contract if the Contractor is not in compliance with the insurance requirements and retains all rights to pursue any legal remedies against the Contractor. All insurance policies must be open to inspection by the State, and copies of policies must be submitted to the State’s Authorized Representative upon written request.

  • CHANGES TO CONTRACT No amendment to the provisions of this Contract, other than a change to the Services in accordance with the procedure and provisions set out at Clause 29, shall be effective unless made in accordance with the procedures set out in this Clause 28 (“Change Control Procedure”). Subject to Clause 29.1, either Party may request a contract change by completing and sending a draft Contract Change Note in the form set out at Schedule 1 (“the Contract Change Note”) to the other Party giving sufficient information to enable the other Party to assess the extent of the change and any additional cost that may be incurred. The Party requesting the contract change shall bear the costs of preparation of the Contract Change Note. The Party receiving the request for a contract change shall respond to the request within five (5) Working Days (or such other period as may be agreed by the Parties) and if applicable, the Parties shall enter into discussions to discuss the proposed change and neither Party shall unreasonably withhold or delay consent to the other Party’s proposed changes to this Contract. Where the Customer has proposed a contract change and the Supplier is unable to provide the change, including where the Parties are unable to agree a change to the Contract Charges, the Customer may terminate this Contract with immediate effect. Following execution of the final Contract Change Note, the Supplier shall implement such change and be bound by the same provisions so far as is applicable, as though such change was stated in this Contract.

  • Payment to Contractor The TOWN agrees to pay at the rates specified for SERVICES satisfactorily performed in accordance with this contract. Unless otherwise specified, the CONTRACTOR shall submit an itemized invoice to the TOWN by the end of the month during which SERVICES are performed. Payment will be processed promptly upon receipt and approval by the TOWN of the invoice.

  • Right to Consult Counsel The Warrant Agent may at any time consult with legal counsel satisfactory to it (who may be legal counsel for the Company), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder for any action taken, suffered or omitted by it in good faith in accordance with the opinion or advice of such counsel.

  • Condition to Contract As a condition to this Agreement, Contractor shall execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits” form (form HRC-12B-101) with supporting documentation and secure the approval of the form by the San Francisco Human Rights Commission.

  • Notice to Contractors This contract, together with the other documents enumerated in this paragraph, forms the contract between the parties. These documents are as fully a part of the contract as if attached hereto or repeated herein. The Contractor agrees to perform all of the work described in the contract documents and to comply with the terms and conditions defined therein for a total sum of Four Hundred Twenty-Eight Thousand One Hundred and Five and 00/100 Dollars ($428,105.00) dollars, said amount being subject to any approved addenda or change order.

  • Opportunity To Consult With Independent Advisors The Executive acknowledges that he or she has been afforded the opportunity to consult with independent advisors of his choosing including, without limitation, accountants or tax advisors and counsel regarding both the benefits granted to him under the terms of this Agreement and the (i) terms and conditions which may affect the Executive's right to these benefits and (ii) personal tax effects of such benefits including, without limitation, the effects of any federal or state taxes, Section 280G of the Code, and any other taxes, costs, expenses or liabilities whatsoever related to such benefits, which in any of the foregoing instances the Executive acknowledges and agrees shall be the sole responsibility of the Executive notwithstanding any other term or provision of this Agreement. The Executive further acknowledges and agrees that the Bank shall have no liability whatsoever related to any such personal tax effects or other personal costs, expenses, or liabilities applicable to the Executive and further specifically waives any right for himself or herself, and his or her heirs, beneficiaries, legal representatives, agents, successor and assign to claim or assert liability on the part of the Bank related to the matters described above in this Section 9.13. The Executive further acknowledges that he or she has read, understands and consents to all of the terms and conditions of this Agreement, and that he or she enters into this Agreement with a full understanding of its terms and conditions.

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