Common use of Miscellaneous Terms Clause in Contracts

Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties with respect to its subject matter. This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:

Appears in 3 contracts

Samples: ehealthexchange.org, ehealthexchange.org, ehealthexchange.org

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Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties Participant and Business Associate with respect to its subject matter. This Addendum is incorporated into the DURSAParticipation Agreement. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties Participant and the Business Associate to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties Participant and Business Associate agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties them to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Partiesboth Participant and Business Associate. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties Participant and Business Associate and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Partieseither Participant or Business Associate unless the entire Participation Agreement is assigned. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Partiesthe Participant and Business Associate. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this ADDENDUM 2 NATIONAL LEVEL GATEWAY SERVICE SCOPE OF ADDENDUM: This Addendum applies to be signed by their duly authorized representative as of a Participant that wishes to use the date(s) beloweHealth Exchange National Level Gateway Service (Hub). Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:UNLESS DEFINED IN THE PARTICIPATION AGREEMENT OR THIS ADDEDNDUM 2, TERMS SHALL HAVE THE MEANING ASCRIBED TO THEM IN THE DURSA.

Appears in 3 contracts

Samples: Participation Agreement, Participation Agreement, Participation Agreement

Miscellaneous Terms. This Addendum supersedes In addition to this Agreement, you agree to comply with and be bound by all prior understandings terms and conditions of all applicable account agreements with the credit union and with all applicable law and regulations. We refer you to your Membership and Account agreement that you received when you opened your account with us for additional terms and conditions and other disclosures that apply to your account, and any revisions to such agreements and disclosures as may occur. We shall not be deemed to have waived any of our rights or remedies hereunder or under your Membership and Account Agreement unless such waiver is in writing and signed by an authorized representative of the credit union. Any delay or omission on our part in exercising any rights under this Agreement or any other account agreement you have with us shall not operate as a waiver of such rights or remedies. We may make amendments to this Agreement and the EFT Disclosure and any other account agreements/disclosures with Extra Credit Union and any related fees or charges at any time and without notice. However, written any amendments will be made in accordance with applicable law, including any notice requirements. Any required or oralvoluntary notice will be sent by sending you a notice via e-mail or regular mail sent to the address as it appears in our records. Unless otherwise required by law, between we will provide you notice of such changes in a manner we deem reasonable. Any use of eBanking, mobile banking, or eBill Pay after we send you a notice of change shall constitute your acceptance of such change in terms of this Agreement or the Parties EFT Disclosure and any other account agreements/disclosures with respect Extra Credit Union. Do not use our eBanking, mobile banking, or eBill Pay services if you do not agree to its subject matterall the terms and conditions. This Addendum is incorporated into Whether or not you actually read these terms and conditions, your use of the DURSAsite will be deemed as acceptance of them. The section titles used in this Addendum Section headings are provided for convenience convenient reference only and are shall not intended to affect the meaning or have any bearing on the interpretation of any provisionprovision of this Agreement. Any ambiguity If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, or enforceability of the remaining provisions shall in no way be affected or impaired thereby. This Agreement constitutes the entire Agreement between you and the credit union and supersedes all other proposals either oral or written between you and the credit union on this Addendum subject. This Agreement shall be resolved binding upon the successors and assignees of both parties. Obligations of both parties with respect to confidential or private information and data pursuant to this Agreement remain in favor effect and shall continue and survive cancellation, termination, or expiration of this Agreement. This Agreement and the EFT Disclosure and any other account agreements/disclosures with Extra Credit Union are governed by federal laws and regulations, laws and regulations of the state of Michigan, and local clearinghouse rules and may be amended from time to time. Except as otherwise provided in Section 14, any disputes regarding this Agreement shall be subject to the jurisdiction of the appropriate court in Macomb County or Federal District Court of the Eastern District of Michigan. You agree that you will be liable to us for any loss, cost or other expenses, including reasonable attorney's fees, we incur as a meaning that permits the Parties result of your failure to comply with Applicable Lawthe terms and conditions set forth herein and as we may amend from time to time. Any and all references in this Addendum You authorize us to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changesdeduct any loss, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document cost or other electronic image of expenses including reasonable attorney's fees for any action we may take to enforce this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of Agreement from any account you hold at the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:credit union.

Appears in 2 contracts

Samples: Extra Credit Union, Extra Credit Union

Miscellaneous Terms. Nearmap customer Licensee grants Nearmap the right to use Licensee’s name and logo to identify as a Nearmap customer for marketing or promotional purposes in public or private communications with our existing or potential customers, subject to Licensee’s standard trademark usage guidelines as provided to us from time to time. Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. If there is any inconsistency between this Agreement and the Additional Terms and Conditions, the Additional Terms and Conditions prevail to the extent of the inconsistency. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that neither party’s employee or contractor is an employee of the other party. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Addendum supersedes all Agreement will not be construed in favour of or against either party by reason for authorship. Waiver Any waiver of any terms of the Agreement will be effective only if in writing and signed by Nearmap. Any rights not expressly granted herein are reserved. Severability If one or more of the terms of the Agreement are found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining terms will not be affected. Amendments Other than as expressly specified in this Agreement, this Agreement may only be varied with the written consent of Nearmap. Assignment Other than as expressly specified in this Agreement, the Licensee may not assign or purport to assign its rights or obligations under this Agreement without the prior understandings written consent of Nearmap. Entire Agreement This Agreement: comprises the entire agreement and agreements, written or oral, understanding between the Parties parties on everything connected with respect to its the subject matter of this Agreement; and supersedes any prior agreement or understanding on anything connected with that subject matter. Counterparts This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor Agreement may consist of a meaning that permits number of counterparts and if so, the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered counterparts taken together will constitute one and the same documentinstrument. Facsimile This Agreement is not binding on any party unless one or email transmission more counterparts have been duly executed by, or on behalf of, Nearmap and the Licensee. Governing Law This Agreement is governed by and construed in accordance with the laws of a signed photocopyNew South Wales, facsimile document or other electronic image Australia, and each party irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales and the Commonwealth of Australia. Precedence of Documents In the event of any inconsistencies between the terms of this Addendum will be deemed delivery agreement, the Additional Terms and Conditions and the Quote, the following order of an originalprecedence applies, from highest to lowest: Additional Terms and Conditions; the Quote; any Product-Specific Terms, and this products agreement. The Parties hereby cause this Addendum This Agreement between Nearmap and the Licensee supersedes all terms and conditions attached to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:Licensee’s purchase order.

Appears in 2 contracts

Samples: Products Agreement, Products Agreement

Miscellaneous Terms. Nearmap customer Licensee grants Nearmap the right to use Licensee’s name and logo to identify as a Nearmap customer for marketing or promotional purposes in public or private communications with our existing or potential customers, subject to Licensee’s standard trademark usage guidelines as provided to us from time to time. Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. If there is any inconsistency between this Agreement and the Additional Terms and Conditions, the Additional Terms and Conditions prevail to the extent of the inconsistency. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that neither party’s employee or contractor is an employee of the other party. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Addendum supersedes Agreement will not be construed in favour of or against either party by reason for authorship. Waiver Any waiver of any terms of the Agreement will be effective only if in writing and signed by the party granting the waiver, and will be effective only to the extent specifically set out in that waiver. Any rights not expressly granted herein are reserved. Severability If one or more of the terms of the Agreement are found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining terms will not be affected. Amendments Other than as expressly specified in this Agreement, this Agreement may only be varied with the written consent of Nearmap and the Licensee. Assignment Except as provided below, neither party may assign or otherwise transfer or attempt to assign all prior understandings or any party of this Agreement, without the Licensee’s consent, in connection with a merger, acquisition, corporate reorganisation, change of control or sale or disposition of substantially all of its assets (or any substantially similar transaction). Additionally, Nearmap may assign all or any part of this Agreement to its Related Companies and agreements, written or oral, Subsidiaries without the Licensee’s consent. Entire Agreement The Agreement (including the terms of this Agreement): comprises the entire agreement and understanding between the Parties parties on everything connected with respect to its the subject matter of this Agreement; and supersedes any prior written agreement connected with that subject matter. Governing Law This Addendum Agreement is incorporated into governed by and construed in accordance with the DURSAlaws of New Zealand, and each party irrevocably submits to the non-exclusive jurisdiction of the courts of New Zealand. The section titles used in this Addendum are provided for convenience only and are not intended to affect Precedence of Documents In the interpretation event of any provision. Any ambiguity in inconsistencies between the terms of this Addendum shall be resolved in favor agreement, the Additional Terms and Conditions and the Quote, the following order of a meaning that permits precedence applies, from highest to lowest: the Parties to comply with Applicable Law. Any Additional Term and all references in Conditions; the Quote; any Product-Specific Terms; and this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assignsproducts agreement. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one Agreement between Nearmap and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum Licensee supersedes all terms and conditions attached to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:Licensee’s purchase order.

Appears in 1 contract

Samples: Zealand Products Agreement

Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties Participant and Business Associate with respect to its subject matter. This Addendum is incorporated into the DURSAParticipation Agreement. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties Participant and the Business Associate to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties Participant and Business Associate agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties them to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Partiesboth Participant and Business Associate. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties Participant and Business Associate and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Partieseither Participant or Business Associate unless the entire Participation Agreement is assigned. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Partiesthe Participant and Business Associate. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this ADDENDUM 2 NATIONAL LEVEL GATEWAY SERVICE SCOPE OF ADDENDUM: This Addendum applies to be signed by their duly authorized representative as of a Participant that wishes to use the date(s) beloweHealth Exchange National Level Gateway Service (Hub). Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:UNLESS DEFINED IN THE PARTICIPATION AGREEMENT OR THIS ADDEDNDUM 2, TERMS SHALL HAVE THE MEANING ASCRIBED TO THEM IN THE DURSA. eHealth Exchange Responsibilities.

Appears in 1 contract

Samples: Participation Agreement

Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties with respect to its subject matter. This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:: Exhibit A Insurance Coverage 1950579v28 Data Use and Reciprocal Support Agreement

Appears in 1 contract

Samples: Joinder Agreement

Miscellaneous Terms. Nearmap customer The Licensee agrees that Nearmap may identify the Licensee as a Nearmap customer in Nearmap business materials. Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. If there is any inconsistency between this Agreement and the Additional Terms and Conditions, the Additional Terms and Conditions prevail to the extent of the inconsistency. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that no Nearmap employee or contractor will be an employee of the Licensee. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Addendum supersedes all Agreement will not be construed in favour of or against either party by reason for authorship. Waiver Any waiver of any terms of the Agreement will be effective only if in writing and signed by Nearmap. Any rights not expressly granted herein are reserved. Severability If one or more of the terms of the Agreement are found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining terms will not be affected. Amendments Other than as expressly specified in this Agreement, this Agreement may only be varied with the written consent of Nearmap. Assignment Other than as expressly specified in this Agreement, the Licensee may not assign or purport to assign its rights or obligations under this Agreement without the prior understandings written consent of Nearmap. Entire Agreement This Agreement: comprises the entire agreement and agreements, written or oral, understanding between the Parties parties on everything connected with respect to its the subject matter of this Agreement; and supersedes any prior agreement or understanding on anything connected with that subject matter. Counterparts This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor Agreement may consist of a meaning that permits number of counterparts and if so the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered counterparts taken together will constitute one and the same documentinstrument. Facsimile This Agreement is not binding on any party unless one or email transmission more counterparts have been duly executed by, or on behalf of, Nearmap and the Licensee. Governing Law This Agreement is governed by and construed in accordance with the laws of a signed photocopyNew South Wales, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum Australia, and each party irrevocably submits to be signed by their duly authorized representative as the non-exclusive jurisdiction of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature courts of Authorized Representative: Signature New South Wales and the Commonwealth of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:Australia.

Appears in 1 contract

Samples: Products Agreement

Miscellaneous Terms. This Addendum A waiver by a party of any breach of any term of this Agreement will not be construed as a waiver of any continuing or succeeding breach. Should any term of this Agreement be invalid or unenforceable, the remaining terms will remain in effect. The parties acknowledge they have read this Agreement and agree that it is the complete and exclusive statement of the agreement and supersedes all any prior understandings and or contemporaneous negotiations or agreements, written or oral, between the Parties with respect parties relating to its the subject mattermatter of this Agreement. This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum Agreement may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right modified or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be rescinded except in writing signed by both Partiesparties. This Addendum The prevailing party in any litigation is entitled to recover its attorney’s fees and costs from the other party. To the extent BMC Products include third party code: if (a) such third party code is provided for use with a Product, it may be executed used only with that Product unless otherwise provided for in counterpartsthe Documentation; and (b) the Documentation contains terms that pertain to such third party code, which when considered together those terms govern the third party code in place of the terms of the applicable Order and this Agreement; except that the third party terms will constitute one not (i) negate or amend the rights granted by BMC to Customer or the obligations undertaken by BMC in the applicable Order or this Agreement with respect to a Product; or (ii) impose any additional restrictions on Customer’s use of the Product. In some circumstances, usually either for the convenience of its customers or in order to comply with the obligation to make source code available under specific license terms, BMC distributes to customers, without charge, products that are not governed by an Order or this Agreement. Such products are distributed separately from the BMC Products, are governed by the license terms that are included with them, and are provided by BMC AS IS, WHERE IS AND WITHOUT WARRANTIES OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, AND EXCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. The parties have agreed that this Agreement and the same documentdocuments related thereto be drawn up in the English language. Facsimile or email transmission Les parties exigent que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais. Customer agrees that BMC and its affiliates may refer to Customer as a customer of a signed photocopyBMC, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:both internally and in externally published media.

Appears in 1 contract

Samples: End User License Agreement

Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties with respect to its subject matter. This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:: 1950579v28 Data Use and Reciprocal Support Agreement

Appears in 1 contract

Samples: Joinder Agreement

Miscellaneous Terms. This Addendum Agreement constitutes the sole and entire agreement of HSCG and me with respect to the subject matter contained herein and supersedes all prior understandings and contemporaneous understandings, agreements, representations, and warranties, both written or and oral, between the Parties with respect to its such subject matter. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. This Addendum Agreement is incorporated into binding on and shall inure to the DURSA. The section titles used in this Addendum are provided for convenience only benefit of HSCG and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any me and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changesour respective heirs, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not All matters arising out of or relating to this Agreement shall be assigned governed by and construed in Publication/Revision Information: Version 1, October 2018 -- 1 of 2 -- Release of Liability, AssUmption of Risk, and Indemnification Agreement accordance with the internal laws of the State of New York without giving effect to any Party without express written consent choice or conflict of all other Parties. The unenforceability laws provision or rule (whether of any provision in this Addendum will not affect the enforceability State of New York or any other provisionjurisdiction). The waiver Any claim or cause of any right or obligation action arising under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum Agreement may be executed brought only in counterpartsthe federal or state courts located in New York and I hereby consent to the exclusive jurisdiction of such courts. BY SIGNING, which when considered together will constitute one and the same documentI ACKNOWLEDGE THAT I HAVE READ AND UNDERSTOOD ALL OF THE TERMS OF THIS RELEASE OF LIABILITY, ASSUMPTION OF RISK, AND INDEMNIFICATION AGREEMENT AND THAT I AM VOLUNTARILY GIVING UP SUBSTANTIAL LEGAL RIGHTS, INCLUDING THE RIGHT TO SUE HSCG. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized RepresentativeSigned: Printed Name: Address: Date: I am the parent or legal guardian of the minor named above. I have the legal right to consent to and, by signing below, I hereby do consent to the terms and conditions of this Release of Liability, Assumption of Risk, and Indemnification Agreement. Signed: Printed Name: Title: TitleAddress: Date: Date:This form must be signed and returned to the HSCG prior to participating in any seminar or class at the HSCG annual conference for which the release is required. Mail signed hard-copy (paper) to: HSCG, 000 Xxxx Xx, Xxxxx X, Xxxxxxxx Xxxxxxx, XX 00000 OR scan or photograph signed copy and email to: xxxxxxxxxx@xxxxxxxxx.xxx

Appears in 1 contract

Samples: Indemnification Agreement

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Miscellaneous Terms. This Addendum supersedes all prior understandings You and agreementswe hereby agree to the terms of the Business Associate Agreement attached hereto as Exhibit A and incorporated herein by reference unless you and we have negotiated a separate Business Associate Agreement signed by you and us. In the case of the latter, written or oral, between the Parties separate Business Associate Agreement executed by you and us shall supersede the terms of the Business Associate Agreement attached hereto and shall control with respect to its subject matterthe use and disclosure of Protected Health Information we receive from you, or create, maintain, transmit, or receive on behalf of you. Except as otherwise provided in Section 14, if any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. We may assign our rights and obligations under this Agreement. This Addendum is incorporated into Agreement will inure to the DURSAbenefit of our successors, assigns and licensees. The section titles failure of either party to insist upon or enforce the strict performance of the other party with respect to any provision of this Agreement, or to exercise any right under this Agreement, will not be construed as a waiver or relinquishment to any extent of such party's right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect. Except as otherwise provided in the first paragraph of this Section 18, this Agreement constitutes the entire agreement between you and us with respect to the subject matter of this Agreement and supersedes and replaces any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of this Agreement. This Agreement creates no third-party beneficiary rights. Exhibit A BUSINESS ASSOCIATE AGREEMENT PLEASE CAREFULLY READ THE FOLLOWING. BY YOUR USE OF SERVICES PROVIDED BY NATIONAL ELECTRONIC ATTACHMENT, INC. YOU AGREE TO THE TERMS OF THIS BUSINESS ASSOCIATE AGREEMENT As used in this Addendum are provided for convenience only agreement, “we,” “our,” and are not intended “us” refer to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any National Electronic Attachment, Inc., its subsidiaries and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties affiliated entities and its and their respective successors and assigns, and “you” and “your” refer to the individual or entity subscribing for the Services. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in Business Associate Agreement (this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative “Agreement”) is effective as of the date(slatter of (a) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: first date you subscribe to the Services or (b) the date your terms and conditions for the Services were last amended or revised (the “Effective Date: Date:”).

Appears in 1 contract

Samples: Business Associate Agreement

Miscellaneous Terms. This Addendum supersedes all prior understandings and agreements, written or oral, between the Parties Participant and Business Associate with respect to its subject matter. This Addendum is incorporated into the DURSAParticipation Agreement. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties Participant and the Business Associate to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties Participant and Business Associate agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties them to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Partiesboth Participant and Business Associate. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties Participant and Business Associate and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Partieseither Participant or Business Associate unless the entire Participation Agreement is assigned. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Partiesthe Participant and Business Associate. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties Participant and Business Associate hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 OrganizationSignature: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Business Associate Signature: Name: Title: Date:: ADDENDUM 2 NATIONAL LEVEL GATEWAY SERVICE SCOPE OF ADDENDUM: This Addendum applies to a Participant that wishes to use the eHealth Exchange National Level Gateway Service (Hub). UNLESS DEFINED IN THE PARTICIPATION AGREEMENT OR THIS ADDEDNDUM 2, TERMS SHALL HAVE THE MEANING ASCRIBED TO THEM IN THE DURSA.

Appears in 1 contract

Samples: Participation Agreement

Miscellaneous Terms. This Addendum Agreement constitutes the sole and entire agreement of HSCG and me with respect to the subject matter contained herein and supersedes all prior understandings and contemporaneous understandings, agreements, representations, and warranties, both written or and oral, between the Parties with respect to its such subject matter. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. This Addendum Agreement is incorporated into binding on and shall inure to the DURSA. The section titles used in this Addendum are provided for convenience only benefit of HSCG and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any me and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changesour respective heirs, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not All matters arising out of or relating to this Agreement shall be assigned governed by and construed in Publication/Revision Information: Version 1, October 2018 -- 1 of 2 -- Release of Liability, Assumption of Risk, and Indemnification Agreement accordance with the internal laws of the State of New York without giving effect to any Party without express written consent choice or conflict of all other Parties. The unenforceability laws provision or rule (whether of any provision in this Addendum will not affect the enforceability State of New York or any other provisionjurisdiction). The waiver Any claim or cause of any right or obligation action arising under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum Agreement may be executed brought only in counterpartsthe federal or state courts located in New York and I hereby consent to the exclusive jurisdiction of such courts. BY SIGNING, which when considered together will constitute one and the same documentI ACKNOWLEDGE THAT I HAVE READ AND UNDERSTOOD ALL OF THE TERMS OF THIS RELEASE OF LIABILITY, ASSUMPTION OF RISK, AND INDEMNIFICATION AGREEMENT AND THAT I AM VOLUNTARILY GIVING UP SUBSTANTIAL LEGAL RIGHTS, INCLUDING THE RIGHT TO XXX HSCG. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized RepresentativeSigned: Printed Name: Address: Date: I am the parent or legal guardian of the minor named above. I have the legal right to consent to and, by signing below, I hereby do consent to the terms and conditions of this Release of Liability, Assumption of Risk, and Indemnification Agreement. Signed: Printed Name: Title: TitleAddress: Date: Date:This form must be signed and returned to the HSCG prior to participating in any seminar or class at the HSCG annual conference for which the release is required. Mail signed hard-copy (paper) to: HSCG, 000 Xxxx Xx, Xxxxx X, Xxxxxxxx Xxxxxxx, XX 00000 OR scan or photograph signed copy and email to: xxxxxxxxxx@xxxxxxxxx.xxx

Appears in 1 contract

Samples: Indemnification Agreement

Miscellaneous Terms. Nearmap customer The Licensee agrees that Nearmap may identify the Licensee as a Nearmap customer in Nearmap business materials. Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. Precedence of Documents This Addendum supersedes all prior understandings Agreement is comprised of: the New Subscription Quote; the Additional Terms and agreements, written Conditions; and this agreement. If there is any ambiguity or oral, inconsistency between the Parties with respect to its subject matterdocuments comprising the Agreement, the document appearing higher in the list will have precedence. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that no Nearmap employee or contractor will be an employee of the Licensee. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are Agreement will not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved construed in favor of a meaning that permits the Parties to comply with Applicable Lawor against either party by reason for authorship. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum Waiver Neither party will be deemed to incorporate such changes have waived any of its rights under this Agreement by lapse of time or by any statement or representation other than by an authorized representative in an explicit written waiver. No waiver of a breach of this Agreement will constitute a waiver of any other breach of this Agreement. Severability If one or more of the terms of the Agreement are found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining terms will not be affected. Amendments Other than as necessary for the Parties to operate expressly specified in compliance with the amended or modified requirements of Applicable Law. Otherwisethis Agreement, this Addendum Agreement may only be amended varied with the written consent of Nearmap and the Licensee. Assignment This Agreement shall not be assigned by either party without the prior written consent of the other party which shall not be unreasonably withheld; provided, however, that Nearmap may, upon written notice to the Licensee, assign all of its rights under this Agreement to (i) a written instrument signed by parent, subsidiary or Affiliate of Nearmap, (ii) a purchaser of all or substantially all assets related to this Agreement, or (iii) a third party participating in a merger, acquisition, sale of assets or other corporate reorganization in which Nearmap is participating. Any attempt to assign this Agreement in violation of this provision shall be void and of no effect. This Agreement shall bind and inure to the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than benefit of the Parties parties and their respective successors and permitted assigns. Entire Agreement This Addendum Agreement: comprises the entire agreement and understanding between the parties on everything connected with the subject matter of this Agreement; and supersedes any prior agreement or understanding on anything connected with that subject matter. Counterparts This Agreement may not be assigned by any Party without express written consent consist of all other Parties. The unenforceability a number of any provision in this Addendum will not affect counterparts and if so the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered counterparts taken together will constitute one and the same documentinstrument. Facsimile This Agreement is not binding on any party unless one or email transmission of a signed photocopymore counterparts have been duly executed by, facsimile document or other electronic image of this Addendum on behalf of, Nearmap and the Licensee. Governing Law This Agreement will be deemed delivery governed by and construed in accordance with the laws of an original. The Parties hereby cause this Addendum the State of Utah applicable to agreements made and to be signed by their duly authorized representative as entirely performed within the State of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature Utah, without resort to its conflict of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:law provisions.

Appears in 1 contract

Samples: Products Agreement

Miscellaneous Terms. Nearmap customer Licensee grants Nearmap the right to use Licensee’s name and logo to identify as a Nearmap customer for marketing or promotional purposes in public or private communications with our existing or potential customers, subject to Licensee’s standard trademark usage guidelines as provided to us from time-to-time Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. If there is any inconsistency between this Agreement and the Additional Terms and Conditions, the Additional Terms and Conditions prevail to the extent of the inconsistency. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that neither party’s employee or contractor is an employee of the other party. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Addendum supersedes all Agreement will not be construed in favour of or against either party by reason for authorship. Waiver Any waiver of any terms of the Agreement will be effective only if in writing and signed by Nearmap. Any rights not expressly granted herein are reserved. Severability If one or more of the terms of the Agreement are found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining terms will not be affected. Amendments Other than as expressly specified in this Agreement, this Agreement may only be varied with the written consent of Nearmap. Assignment Other than as expressly specified in this Agreement, the Licensee may not assign or purport to assign its rights or obligations under this Agreement without the prior understandings written consent of Nearmap. Entire Agreement This Agreement: comprises the entire agreement and agreements, written or oral, understanding between the Parties parties on everything connected with respect to its the subject matter of this Agreement; and supersedes any prior agreement or understanding on anything connected with that subject matter. Counterparts This Addendum is incorporated into the DURSA. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor Agreement may consist of a meaning that permits number of counterparts and if so the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing signed by both Parties. This Addendum may be executed in counterparts, which when considered counterparts taken together will constitute one and the same documentinstrument. Facsimile This Agreement is not binding on any party unless one or email transmission more counterparts have been duly executed by, or on behalf of, Nearmap and the Licensee. Governing Law This Agreement is governed by and construed in accordance with the laws of a signed photocopyNew South Wales, facsimile document or other electronic image Australia, and each party irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales and the Commonwealth of Australia. Precedence of Documents In the event of any inconsistencies between the terms of this Addendum will agreement, the Additional Terms and Conditions and the Quote, the following order of precedence applies, from highest to lowest: Additional Terms and Conditions; the Quote; any Product-Specific Terms, and this products agreement. Joint and Several Liability If the Licensee consists of more than one person or entity, then each such person or entity shall be deemed delivery of an original. The Parties hereby cause jointly and severally liable with respect to its obligations to Nearmap under this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Signature of Authorized Representative: Printed Name: Printed Name: Title: Title: Date: Date:Agreement.

Appears in 1 contract

Samples: Products Agreement

Miscellaneous Terms. This Addendum addendum supersedes all prior understandings and agreements, written or oral, between the Parties with respect to its subject matter. This Addendum is incorporated into the DURSAHIETexas State-Level Trust Agreement. The section titles used in this Addendum are provided for convenience only and are not intended to affect the interpretation of any provision. Any ambiguity in this Addendum shall be resolved in favor of a meaning that permits the Parties to comply with Applicable Law. Any and all references in this Addendum to a statute or regulation mean the section as in effect or as amended. The Parties agree that if Applicable Law changes, this Addendum will be deemed to incorporate such changes as necessary for the Parties to operate operation in compliance with the amended or modified requirements of Applicable Law. Otherwise, this Addendum may only be amended by a written instrument signed by the Parties. Nothing in this Addendum is to be construed as conferring any right, remedy or claim on any person or entity other than the Parties and their respective successors and assigns. This Addendum may not be assigned by any Party without express written consent of all other Parties. The unenforceability of any provision in this Addendum will not affect the enforceability of any other provision. The waiver of any right or obligation under this Addendum will not be deemed to be a continuing waiver or the waiver of another right or obligation. All waivers must be in writing and signed by both Parties. This Addendum may be executed in counterparts, which when considered together will constitute one and the same document. Facsimile or email transmission of a signed photocopy, facsimile document or other electronic image of this Addendum will be deemed delivery of an original. The Parties hereby cause this Addendum to be signed by their duly authorized representative as of the date(s) below. Participant #1 Participant #2 Organization: Organization: Signature of Authorized Representative: Organization: Signature of Authorized Representative: Printed Name: Title: Date: Printed Name: Title: Title: Date: Date:Attachment 6 – Validation Plan

Appears in 1 contract

Samples: Health Information Exchange

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