Miscellaneous General Provisions Clause Samples
The Miscellaneous General Provisions clause serves as a catch-all section that addresses various standard legal and administrative matters not covered elsewhere in the agreement. This clause typically includes terms related to governing law, dispute resolution, assignment rights, amendment procedures, and notices between parties. By consolidating these essential but diverse provisions, it ensures the contract is comprehensive and addresses potential procedural or legal issues, thereby reducing ambiguity and supporting enforceability.
Miscellaneous General Provisions. Customer agrees to pay on demand all costs and expenses of Lender (including reasonable attorneys' fees) hereafter incurred in connection with the amendment or modification of any Security Agreement, or any other or additional documentation or transactions concerning the Obligations, or the care, custody, administration, perfection or protection of any of the Collateral or any of Lender's rights or interests therein, including, without limitation, any and all fees and charges for searches of lien records or other public records, and any filing, stamp and other taxes or fees payable or determined to be payable in connection with the execution, delivery, filing, and recording of any UCC financing statements or other recorded instrument. Customer shall execute and deliver to Lender upon Lender's request such further documents, instruments and assurances as Lender deems necessary for the confirmation, preservation or perfection of the security interest in the Collateral, this Security Agreement and Lender's rights hereunder, including, without limitation, such corporate resolutions and opinions of counsel as Lender may reasonably request from time to time, and all schedules, forms and other reports and information as may be required to satisfy obligations imposed by any governmental authorities. Lender may file or record this Security Agreement or a memorandum or a photocopy hereof (which for the purposes hereof shall be effective as a financing statement) so as to give notice to third parties, and Customer hereby appoints Lender as its attorney-in-fact to execute, sign, file and record UCC financing statements and other lien recordation documents with respect to the Equipment, and Customer agrees to pay or reimburse Lender for any and all filing, recording or stamp fees or taxes arising from any such filings. THIS SECURITY AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES CONCERNING LENDER'S RIGHTS AND SECURITY INTERESTS IN THE COLLATERAL AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE PARTIES. CUSTOMER ACKNOWLEDGES AND CERTIFIES THAT NO SUCH ORAL AGREEMENTS EXIST. The Security Agreement may not be amended, nor may any rights under the Security Agreement be waived, except by an instrument in writing signed by the party against whom such amendment or waiver is asserted. The failure of Lender at any time or times hereafter to require strict performance by Customer of any of the provisions, w...
Miscellaneous General Provisions. K1 In the event of any conflict, inconsistency, ambiguity or difference between: .1 the terms of the main body of this Agreement and the terms of any Schedule to this Agreement or Change Order, other than to the extent that the Change Order modifies the Consultant Services to be rendered and the Fee payable, the terms of the main body of this Agreement will govern and be paramount and any such provision in the Schedule or Change Order will be deemed to be amended to the extent necessary to eliminate any such conflict, inconsistency, ambiguity or difference. Notwithstanding the foregoing, if there is any right or remedy of the Client set out in this Agreement or any part hereof which is not set out or provided for in a Schedule or Change Order, such additional right or remedy will not constitute a conflict or inconsistency and the Client will be entitled to exercise such rights and enforce such remedies; .2 the terms of any Change Order and the terms of any Schedule to this Agreement, the terms of any Change Order to the extent it modifies the Consultant Services to be rendered and the Fee payable, will govern and be paramount; in all other events, the terms of the Schedules to this Agreement will govern and be paramount. .3 the terms of various Change Orders, the most current Change Order will govern and prevail, superseding older Change Orders; .4 the terms of various Schedules to this Agreement, the Client, acting reasonably, shall determine the order of precedence. K2 Neither the expiration nor the earlier termination of this Agreement will release either of the parties from any obligation or liability that accrued prior to the expiration or termination. The provisions of this Agreement requiring performance or fulfilment after the expiration or earlier termination of this Agreement, such other provisions as are necessary for the interpretation thereof, and any other provisions hereof, the nature and intent of which is to survive termination or expiration of this Agreement, will survive the expiration or earlier termination of this Agreement. K3 Any notice required to be given pursuant to this Agreement will be addressed in writing to the respective Client or Development Consultant at the addresses stated in Section A2 and Section A4 or such other address as may have been subsequently provided to the other party in writing and any notice so given will be deemed to have been received on the third day following mailing in a postage-paid cover mailed in a ...
Miscellaneous General Provisions.
(a) Governing Law. The construction, interpretation and performance of this Agreement shall be governed and enforced pursuant to the laws of the State of California, without giving effect to its conflicts of laws provisions, except to the extent California law is preempted by any provision of federal law.
Miscellaneous General Provisions. The Parties hereby acknowledge and agree that Sections 8.01, 8.03, 8.04, 8.05, 8.06, 8.07(a), 8.10. 8.11, 8.12, 8.13, 8.14, 8.16, 8.17 and 8.18 of the License Agreement, shall apply in full force and effect to this Agreement as if contained in the body of this Agreement itself.
Miscellaneous General Provisions. 00 Each party shall execute any instruments reasonably believed by the other party to be necessary to implement the provisions of this Agreement.
Miscellaneous General Provisions. (a) Any amounts of money to be paid by Tenant to Landlord pursuant to the provisions of this Lease, whether or not such payments are denominated "rent" or "additional rent" and whether or not they are to be periodic or recurring, shall be deemed "rent" or "additional rent" for purposes of this Lease; and any failure to pay any of the same as provided in this Lease shall entitle Landlord to exercise all of the rights and remedies afforded hereby or by law for the collection and enforcement of Tenant's obligation to pay rent. Tenant's obligation to pay any such rent or additional rent pursuant to the provisions of this Lease shall survive the expiration or other termination of this Lease and the surrender of possession of the Premises after any holdover period.
(b) Tenant shall, within ten (10) days following receipt of a written request from Landlord, execute, acknowledge and deliver to Landlord or to any lender, purchaser or prospective lender or purchaser designated by Landlord a written statement certifying (i) that this Lease is in full force and effect and unmodified (or, if modified, stating the nature of such modification), (ii) the date to which rent has been paid, and (iii) that there are not, to Tenant's knowledge, any uncured defaults (or specifying such defaults if any are claimed). Any such statement may be relied upon by any prospective purchaser or mortgagee for all or any part of the Buildings. Tenant's failure to deliver such statement within such period shall be conclusive upon Tenant that this Lease is in full force and effect and unmodified, and that there are no uncured defaults in Landlord's performance hereunder.
(c) If requested by either party, a Memorandum of Lease, containing the information required by Ohio law concerning this Lease shall be prepared, executed by both parties and filed for record in the office of the Recorder of Summit County, Ohio.
(d) Landlord and Tenant hereby represent and warrant that no real estate broker or finder was involved in this transaction. Each party hereto shall indemnify and hold harmless the other party for any and all liability (and related expense, including reasonable attorneys' fees) incurred in connection with the negotiation or execution of this Lease for any real estate broker's commission or finder's fee which has been earned by a real estate broker or other person on such party's behalf.
(e) This Lease is being executed and delivered by Landlord in the State of Ohio and shall be constru...
Miscellaneous General Provisions. 14.3 Reimbursement of Job-related Schooling “Participant in such courses…” typo – should read “Participation in such courses…”
14.4 Inclement Weather Current language: “During periods of inclement weather, the Mayor or his designee may deem it appropriate for safety reasons to direct non-essential personnel not to report for work or to send such employees home. Employees who are sent home will be paid in accordance with the Labor Agreement. Employees who are directed not to report shall not be paid, unless they choose to use pre-earned compensatory, vacation, PTO or floating holiday time.”
Miscellaneous General Provisions. Sec. 20.01 -- Definition of Rent. Any amounts of money to be paid by Tenant to Landlord pursuant to the provisions of this Lease, whether or not such payments are denominated "rent" or "additional rent" and whether or not they are to be periodic or recurring, shall be deemed "rent" or "additional rent" for purposes of this Lease; and any failure to pay any of the same as provided in Section 17.01 hereof shall entitle Landlord to exercise all of the rights and remedies afforded hereby or by law for the collection and enforcement of Tenant's obligation to pay rent. Tenant's obligation to pay any such rent or additional rent pursuant to the provisions of this Lease shall survive the expiration or other termination of this Lease and the surrender of possession of the Premises after any hold over period.
Miscellaneous General Provisions. This Lease, including the Exhibits and any addenda, sets forth all the covenants, promises, agreements, conditions and understandings between Landlord and Tenant concerning the Demised Premises. For purposes of this Lease, “Business Days” shall refer to Monday through Friday of each week, exclusive of recognized Federal holidays. This Lease shall inure to the benefit of and be binding upon Landlord, its successors and assigns and Tenant and its permitted successors and assigns. The laws of the State of Georgia shall govern the validity, performance, enforcement and interpretation of this Lease. Tenant agrees that it will not record this Lease. This Lease may be executed in more than one counterpart, and each such counterpart shall be deemed to be an original document. The captions appearing in this Lease are inserted only as a matter of convenience and in no way amplify, define, limit, construe or describe the scope or intent of such sections of the Lease. This Lease is the product of negotiations between the Landlord and Tenant and shall not be construed for or against either party.
Miscellaneous General Provisions. 36.1 The Employer shall prepare and present to the Union and to each Employee a written job description.
36.2 The Employer shall continue to provide a break room.
36.3 The Employer shall continue to provide free parking.
36.4 The Employer will provide a bi-weekly report of accrual balances regarding earned vacation, sick time, and personal days to each Employee eligible for same.
36.5 The Home will provide an FMLA orientation session for all Employees on a yearly basis as part of its in-service fair.
36.6 In order to provide the highest level of resident care, the parties agree to establish a Labor-Management Committee to review practices and make recommendations regarding resident and employee safety, employee training and other issues of mutual concern within the Home. The Committee will meet at mutually agreeable times, which are anticipated to be two or three times a year, upon the written request of either party to discuss subjects identified in the request for the meeting. The Union may designate up to three Employees to attend the meeting, it being understood that the composition of the Committee may change from time to time based upon the subjects to be discussed.
36.7 All changes in Employee compensation or amounts of Employee contributions for insurance coverage that are scheduled to occur in the middle of a payroll period shall take effect at the beginning of the next payroll period. It is understood that the payroll period commences at 10:45 p.m. every