MISCELLANEOUS 1. Annexed hereto as Appendix A is a Certificate signed by two of the present Authorized Persons of the Fund under its seal, setting forth the names and the signatures of the present Authorized Persons of the Fund. The Fund agrees to furnish to the Custodian a new Certificate in similar form in the event that any such present Authorized Person ceases to be an Authorized Person of the Fund, or in the event that other or additional Authorized Persons are elected or appointed. Until such new Certificate shall be received, the Custodian shall be fully protected in acting under the provisions of this Agreement or Oral Instructions upon the signatures of the Authorized Persons as set forth in the last delivered Certificate. 2. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Custodian, shall be sufficiently given if addressed to the Custodian and mailed or delivered to it at its offices at 90 Washington Street, New York, Xxx Xxxx 00000, xx xx xxxx xxxxx xxxxx xx the Custodian may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Fund shall be sufficiently given if addressed to the Fund and mailed or delivered to it at its office at the address for the Fund first above written, or at such other place as the Fund may from time to time designate in writing. 4. This Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the same formality as this Agreement and approved by a resolution of the Board of Directors of the Fund. 5. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns; provided, however, that this Agreement shall not be assignable by the Fund without the written consent of the Custodian, or by the Custodian without the written consent of the Fund, authorized or approved by a resolution of the Fund's Board of Directors. 6. This Agreement shall be construed in accordance with the laws of the State of New York without giving effect to conflict of laws principles thereof. Each party hereby consents to the jurisdiction of a state or federal court situated in New York City, New York in connection with any dispute arising hereunder and hereby waives its right to trial by jury. 7. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but ...
MISCELLANEOUS 1. The parties hereto acknowledge that they have obtained independent legal advice with respect to this Agreement and acknowledge that they fully understand the provisions of this Agreement . 2. Unless otherwise provided, all dollar amounts referred to in this Agreement are in United States Dollars. 3. There are no representations, warranties, collateral agreements, or conditions concerning the subject matter of this Agreement except as herein specified. 4. The notice addresses of the Parties hereto are as follows: Seller: Xxxxxxx Xxxx [ ] Purchaser: Xxxxxxxxxxx Xxx [ ] 4.5 Any action or proceeding seeking to enforce any provision ot: or based on any right arising out of, this Agreement may be brought against any of the parties in the courts of the State of Nevada located in Clark County, Nevada, and each of the parties consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or .
MISCELLANEOUS 1. The parties hereto acknowledge that they have obtained independent legal advice with respect to this Agreement and acknowledge that they fully understand the provisions of this Agreement. 2. Unless otherwise provided, all dollar amounts referred to in this Agreement are in United States Dollars. 3. There are no representations, warranties, collateral agreements, or conditions concerning the subject matter of this Agreement except as herein specified. 4. The notice addresses of the Parties hereto are as follows: Seller: Small Cap Compliance, LLC PO Box 26496 Scottsdale, AZ 85255 Purchaser: Well Profit Holdings Limited Address: I \ \ > l"a........ - e r "1. . 1 L : Q c , Cc ... - - - + . r <: .... <'l ' - \ &.......eA v - ..>"' -- \ .. . A ck. - ..:..... \ , ¼_ 4.5 Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Agreement may be brought against any of the parties in the courts of the State of Florida located in Orange Cqunty , Florida, and each of the parties consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to venue laid therein. Process in any action or proceeding referred to in the preceding sentence may be served on any party anywhere in the world.
MISCELLANEOUS 1. The parties hereto acknowledge that they have obtained independent legal advice with respect to this Agreement and acknowledge that they fully understand the provisions oflhis Agreement . 2. Unless otherwise provided, all dollar amounts referred to in this Agreement are in United States Dollars. 3. There are no representations, warranties, collateral agreements, or conditions concerning the subject matter of this Agreement except as herein specified. 4. The notice addresses of the Parties hereto are as follows: Seller: Xxxxxxx Xxxx [ ] Purchaser: Xxxxxxxxx Xxx [ ] 4.5 Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Agreement may be brought against any of the parties in the courts of the State of Nevada located in Clark County, Nevada, and each of the parties consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to venue laid therein. Process in any action or proceeding referred to in the preceding sentence may be served on any party anywhere in the world. 6. The representations and warranties of the parties contained in this Agreement shall survive the closing of the purchase and sale of the Shares and shall continue . in full force and effect for a period of one year. 7. This Agreement may be executed in several counterparts, each of which will be deemed to be an original and all of which will together constitute one and the same instrument. 8. Delivery of an executed copy of this Agreement by electronic, facsimile transmission or other means of electronic communication capable of producing a printed copy will be deemed to be execution and delivery of this Agreement as of the date set forth on page one of this Agreement. /Signature page to follow.]
MISCELLANEOUS 1. Where SMS service is provided to subscribers by Party B, subscribers shall be notified of the number of messages received by them. 2. Where messages are sent to a group through the internet by subscribers, fee shall be charged to the calling party on the basis of number of phone numbers in the group and relevant transmission fee and data service fee. With respect to group broadcast, each group shall consist of not more than two phone numbers.
MISCELLANEOUS 1. Any notice or other communication required or permitted by this Agreement shall be deemed to have been validly delivered (i) on the date mailed if the same shall be mailed by registered or certified mail, postage prepaid, and addressed to the proper party at its respective address, or (ii) on the date of facsimile transmission if sent by facsimile to the proper party at its respective facsimile number and if a confirmation copy of the facsimile transmission is sent by registered or certified mail, postage prepaid, and addressed to the proper party at its respective address. With respect to BECTON, all notices shall be addressed to: President ** with a copy to: Chief Patent and Licensing Counsel Becton, Xxxxxxxxx and Company 0 Xxxxxx Xxxxx Xxxxxxxx Xxxxx, Xxx Xxxxxx 00000 Fax No.: (000) 000-0000 With respect to SHP, all notices shall be addressed to: President Specialized Health Products, Inc. 000 X. Xxxxxxx Xxxxx Xxxxxxxxx, Xxxx 00000 Fax No.: (000) 000-0000 with a copy to: Xxxx X. Xxxxxxxx, Esq. Xxxxxxxxx & Xxxxx, XX 00 Xxxx 000 Xxxxx, Xxxxx 000 Xxxx Xxxx Xxxx, Xxxx 00000 Fax No.: (000) 000-0000 Either party may change the address at which it desires to receive notice upon written notice of such change to the other party.
MISCELLANEOUS 1. The Trustee may make further amendments to this Agreement, in order to make said Agreement acceptable in form to the Secretary of the Treasury and the Secretary of Labor, or for any other purpose. Any such amendments shall be effective without the signature of the Grantor to a new Adoption Agreement or IRA Application and shall, if for the purpose of initially qualifying the trust account pursuant to the Code, be retroactively effective to the date of the captioned Agreement. The Trustee will mail a copy of any such amendment to the Grantor.
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