Legal Effect of Agreement. Indemnitor and Indemnitee agree that: (i) this Agreement is intended as Indemnitee’s written request for information (and Indemnitor’s response) concerning the environmental condition of the real Property security as required by California Code of Civil Procedure Section 726.5; and (ii) each provision in this Agreement (together with any indemnity applicable to a breach of any such provision) with respect to the environmental condition of the real Property security is intended by Indemnitee and Indemnitor to be an “environmental provision” for purposes of California Code of Civil Procedure Section 736, and as such it is expressly understood that Indemnitor’s duty to indemnify Indemnitee hereunder shall survive: (i) any judicial or non judicial foreclosure under the Security Instrument, or transfer of the Property in lieu thereof; (ii) the release and reconveyance or cancellation of the Security Instrument; and (iii) the satisfaction of all of Indemnitor’s obligations under the Note, the Security Instrument, the Loan Agreement and the other Loan Documents.
Legal Effect of Agreement. It is understood by and between the parties hereto that this Agreement shall be signed contemporaneously with an Asset Purchase Agreement and Stock Purchase Agreements to be entered into between PWSC and the Sellers therein described. However, this Agreement shall have no legal effect whatsoever until such time as the closing of the Asset Purchase Agreement and Stock Purchase Agreements, at which time this Agreement shall automatically take full force and effect and bind the parties hereto.
Legal Effect of Agreement. The Indemnitor and the Indemnified Parties agree that: (a) this Agreement is intended as the Indemnified Parties’ written request for information (and the Indemnitor’s response) concerning the environmental condition of the real property security as required by California Code of Civil Procedure Section 726.5; and (b) each provision in this Agreement (together with any indemnity applicable to a breach of any such provision) with respect to the environmental condition of the real property security is intended by the Indemnified Parties and the Indemnitor to be an “environmental provision” for purposes of California Code of Civil Procedure Section 736, and as such it is expressly understood that the Indemnitor’s duty to indemnify the Indemnified Parties hereunder shall survive but only as to matters arising prior to: (i) any judicial or non-judicial foreclosure under the Pledge Agreement, or transfer of the Collateral (or any portion thereof) in lieu thereof; (ii) the release and reconveyance or cancellation of the Mortgages; and (iii) the satisfaction of all of the Indemnitor’s obligations under the Note, the Pledge Agreement, the Loan Agreement and the other Loan Documents.
Legal Effect of Agreement. 7.1 The Parties agree that no legal relationship of any kind exists as a result of this Teaming Agreement, other than the covenants expressly contained herein. Neither Party shall have the authority to create any obligation for the other except to the extent stated herein. The Parties agree that this Teaming Agreement may be made known to the Client.
Legal Effect of Agreement. Employee agrees and understands that this Agreement may be treated as a complete defense to any legal, equitable, or administrative action that may be brought, instituted, or taken by Employee, or on Employee’s behalf, against the Company or the Releasees, and shall forever be a complete bar to the commencement or prosecution of any claim, demand, lawsuit, charge, or other legal proceeding of any kind against the Company and the Releasees.
Legal Effect of Agreement. This Agreement governs all commercial deposit accounts established with Wachovia Bank, National Association and supercedes any previous deposit agreement. The words “you,” “your” and “yours” as used in this Agreement mean the person, partnership, corporation, association, limited liability company or other entity that maintains one or more deposit accounts with us including, but not limited to, all owners and signers on the account. The words “we,” “us,” “our,” and “Bank” as used in this Agreement mean the Wachovia Bank in the state where we maintain your account. When you open, use and/or maintain an account with us, you are agreeing to the terms of this Agreement, including the fees and charges agreed to in writing by the parties hereto. Our deposit relationship with you is that of debtor and creditor, and you agree that we are not in any way acting as a fiduciary for you or for your benefit.
Legal Effect of Agreement. The Parties agree that no legal relationship of any kind exists as a result of this MOU, other than the covenants expressly contained herein. Neither Party shall have the authority to create any obligation for the other except to the extent stated herein.
Legal Effect of Agreement. Other than the covenants contained herein, no legal entity or relationship of any kind shall be deemed to arise herefrom either between the parties themselves or between the parties hereto and any other individuals, organization, corporations, or governments. Except as provided herein, no actions, obligations, or commitments of any nature of either of the parties hereto shall be binding upon the other party. The parties hereto shall be deemed to be independent contractors, and the employees of one shall not be deemed to be employees of the other. This Agreement shall be construed and interpreted in accordance with the laws of the Commonwealth of Virginia.
Legal Effect of Agreement. This Agreement, along with the Ground Lease, replaces the Temporary Construction Easement and that certain “Memorandum of Key Terms,” dated as of May 3, 2022 between the Parties, both of which are hereby terminated as of the Effective Date and shall have no further legal force or effect. This Agreement, along with the Ground Lease, as both documents may be amended, addended, supplemented, or otherwise modified from time to time, shall govern the relationship between the Parties and the development, construction, operation, and maintenance of the Project on the Development Property. The provisions of this Agreement, unless terminated pursuant to the terms of this Agreement, run with and bind the Development Property and inure to the benefit of, are enforceable by, and obligate the City, Developer, and any of their respective, grantees, successors, assigns, and transferees, including all permitted successor legal or beneficial owners of all or any portion of the Development Property. The City will not have any management or oversight rights over the Project or the Development Property except those voluntarily provided in this Agreement.
Legal Effect of Agreement. This Contribution Agreement is intended to be legally binding on and enforceable by the Parties in accordance with its terms, except for those portions which are expressed as subject to further negotiation and agreement which portions will become legally enforceable and binding upon their incorporation into the PMA and the execution of the PMA by the Parties.
