Miscellaneous A. This Award Agreement and the rights of Participant hereunder are subject to all the terms and conditions of the Plan, as the same may be amended from time to time, as well as to such rules and regulations as the Committee may adopt for administration of the Plan. The Committee shall have the right to impose such restrictions on any Stock acquired pursuant to this Award Agreement, as it may deem advisable, including, without limitation, restrictions under applicable federal securities laws, under applicable federal and state tax law, under the requirements of any stock exchange or market upon which such Stock is then listed and/or traded, and under any blue sky or state securities laws applicable to such Stock. It is expressly understood that the Committee is authorized to administer, construe, and make all determinations necessary or appropriate to the administration of the Plan and this Award Agreement, all of which shall be binding upon Participant. B. The Committee may terminate, amend, or modify the Plan; provided, however, that no such termination, amendment, or modification of the Plan may materially and adversely affect Participant’s rights under this Award Agreement, without the written consent of Participant. C. Participant agrees to take all steps necessary to comply with all applicable provisions of federal and state securities and tax laws in exercising his or her rights under this Award Agreement. D. This Award Agreement shall be subject to all applicable laws, rules, and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required. E. This Award (including any proceeds, gains or other economic benefit actually or constructively received by Participant upon any receipt or exercise of any award or upon the receipt or resale of any Stock underlying the Award) shall be subject to the provisions of any clawback policy currently or subsequently implemented by the Company to the extent set forth in such policy. F. All obligations of the Company under the Plan and this Award Agreement, with respect to the Restricted Stock, shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or substantially all of the business and/or assets of the Company.
Miscellaneous A. Reference to and Effect on the Credit Agreement and the Other Loan Documents. (i) On and after the Amendment Effective Date, each reference in the Credit Agreement to "this Agreement", "hereunder", "hereof", "herein" or words of like import referring to the Credit Agreement, and each reference in the other Loan Documents to the "Credit Agreement", "thereunder", "thereof" or words of like import referring to the Credit Agreement shall mean and be a reference to the Amended Agreement. (ii) Except as specifically amended by this Amendment, the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed. (iii) The execution, delivery and performance of this Amendment shall not, except as expressly provided herein, constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Agent or any Lender under, the Credit Agreement or any of the other Loan Documents. B.
Miscellaneous A. If any part of this Agreement or the application of any part to certain persons or circumstances shall be invalid or unenforceable, the remainder of the Agreement shall continue to be effective.
Miscellaneous A. This Agreement, and any and all exhibits, attachments, etc., constitutes the entire agreement among the Parties regarding the Study and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. b. This Agreement, and any and all exhibits, attachments, etc., may be modified only by written document signed by the Parties hereto. 24.
Miscellaneous A. Year 2000. Xxxxx Xxxxxx will take all steps necessary to ensure that its ---- ---- products (and those of its third-party suppliers) reflect the available state of the art technology to offer products that are Year 2000 compliant, including, but not limited to, century recognition of dates, calculations that correctly compute same century and multi-century formulas and date values, and interface values that reflect the date issues arising between now and the next one-hundred years. If any changes are required, State Street will make the changes to its products at no cost to the Fund and in a commercially reasonable time frame and will require third-party suppliers to do likewise. b.
Miscellaneous A. An aggrieved person may request to have a representative of their choosing assist and/or accompany him/her at any level of the grievance procedure.
Miscellaneous A. This Agreement, and any and all exhibits, attachments, etc., constitutes the entire agreement among the Parties regarding the Study and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. 24. DALŠÍ USTANOVENÍ (a) Tato Smlouva a veškeré přílohy, doplňky atd., tvoří úplnou dohodu mezi Smluvními stranami ve vztahu ke Studii a nahrazují všechny předchozí a dočasné smlouvy a ujednání, ať už písemné nebo ústní. b. This Agreement, and any and all exhibits, attachments, etc., may be modified only by written document signed by the Parties hereto. (b) Tato Smlouva a veškeré doplňky, přílohy atd. lze měnit pouze písemným dokumentem podepsaným Smluvními stranami. c. If any provision of this Agreement conflicts with the law under which this Agreement is to be construed or if any such provision is held invalid by a court, such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law and the remainder of this Agreement shall remain in full force and effect. (c) Je-li některé ustanovení této Smlouvy v rozporu s právními předpisy, podle nichž se tato Smlouva vykládá, nebo pokud je jakékoli takové ustanovení prohlášeno za neplatné soudem, musí být toto ustanovení považováno za přeformulované tak, aby co nejblíže vyjadřovalo původní xxxxx Smluvních stran v souladu s platnými právními předpisy, přičemž zbývající část této Smlouvy zůstane v plné platnosti a účinnosti.
Miscellaneous A. Words of any gender used in this Lease shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, unless the context otherwise requires. The headings of the paragraphs of this Lease are for convenience only and do not limit or define the contents of said paragraphs.
Miscellaneous A. This Agreement shall inure to the benefit of and be binding upon the respective heirs, executors, successors, representatives, and assigns of the parties, as the case may be. b. The relationship created by this Agreement shall be that of independent contractor, and the Consultant shall have no authority to bind or act as agent for the Company or its employees for any purpose. c. The Company will not use the Consultant's name in any commercial advertisement or similar material used to promote or sell products, unless the Company obtains in advance the written consent of both the Consultant. d. This Agreement replaces all previous agreements and the discussions relating to the subject matters hereof and constitutes the entire agreement between the Company and the Consultant with respect to the subject matters of this Agreement. This Agreement may not be modified in any respect by any verbal statement, representation, or agreement made by any employee, officer, or representative of the Company, or by any written documents unless it is signed by an officer of the Company and by the Consultant. e. If any term or provision of this Agreement is deemed invalid, contrary to, or prohibited under applicable laws or regulation of any jurisdiction, this Agreement (save only this sentence) shall be invalid.
Miscellaneous A. This Agreement shall be binding upon the successors and assigns of both parties; provided, however, that no assignment shall be made by either party without the prior consent of the other. Any attempt by either party to assign this Agreement or any of the rights or duties hereunder contrary to the foregoing provision shall be void. b. Any notice permitted or required under this Agreement shall be deemed given when mailed by certified mail, postage prepaid, or when dispatched by facsimile (and followed by a written confirmation mailed by certified mail, postage prepaid, within 72 hours after such dispatch) or Email. Mail/Email shall be addressed as follows: TransCore: ATTN: Insert Contract Manager Name and Address, email. Licensee c. No modification or amendment to this Agreement will be valid or binding unless reduced to writing and duly executed by the party or parties to be bound thereby. d. If any one or more of the provisions of this Agreement should be ruled wholly or partly invalid or unenforceable by a court or other government body of competent jurisdiction, then the validity and enforceability of all provisions of this Agreement not ruled to be invalid or unenforceable will be unaffected. e. This Agreement will be interpreted and construed in accordance with the laws of the State of Kansas, without regard to its conflicts of law principles. f. This Agreement may be signed in two counterparts, each of which shall be deemed an original and which together shall constitute one instrument. g. This Software License Agreement constitutes the completed and exclusive statement of the Agreement between the parties as it relates to the software use, and supersedes all proposals, oral or written, and all other communications between the parties relating to the software use. No modification of this Agreement shall be effective unless in writing and signed by the parties.
