Common use of Other Important Provisions Clause in Contracts

Other Important Provisions. No waiver by any Party of any one or more defaults by the other in the performance of any provision of this Agreement shall operate or be construed as a waiver of any other present or future default or defaults, whether of a like or of a different character. No delay by either party in enforcing any of its rights hereunder shall be deemed a waiver of such rights. Company shall render service and shall perform hereunder through utilization of existing facilities, licenses and authorizations. Nothing in this Agreement shall be construed as requiring Company to acquire or obtain additional facilities, licenses or authorizations. Any activity hereunder which requires any additional licenses, facilities or authorizations may be discontinued by Company and such discontinuance shall not constitute a breach of this Agreement. Unless otherwise provided herein, no modification of, or supplement to, the terms and provisions stated in this Agreement shall be or become effective without the written consent of both Parties. Supplier waives any and all rights to contest any motion by Company for relief from the automatic stay provided for under federal bankruptcy law or under any similar provision of any state law. Supplier shall not obtain any right or interest in any hardware or software or information used by Company to provide any service to Supplier hereunder. For the purpose of carrying out the provisions and exercising the rights, powers and privileges granted by Company’s Terms and Conditions and/or this Agreement, to the fullest extent authorized by law, effective upon the breach of this Agreement by Supplier, Supplier hereby irrevocably constitutes and appoints Company its true and lawful attorney-in-fact, with full power of substitution, to execute, acknowledge and deliver any instruments or financing statement and do and perform any acts that are referred to herein in the name and behalf of Supplier. The power vested in said attorney-in-fact is, and shall be deemed to be, coupled with an interest and cannot be revoked.

Other Important Provisions. No waiver by any Party of any one or more defaults by the other in the performance of any provision of this Agreement shall operate or be construed as a waiver of any other present or future default or defaults, whether of a like or of a different character. No delay by either party in enforcing any of its rights hereunder shall be deemed a waiver of such rights. Company shall render service and shall perform hereunder through utilization of existing facilities, licenses and authorizations. Nothing in this Agreement shall be construed as requiring Company to acquire or obtain additional facilities, licenses or authorizations. Any activity hereunder which requires any additional licenses, facilities or authorizations may be discontinued by Company and such discontinuance shall not constitute a breach of this Agreement. Unless otherwise provided herein, no modification of, or supplement to, the terms and provisions stated in this Agreement shall be or become effective without the written consent of both Parties. Supplier waives any and all rights to contest any motion by Company for relief from the automatic stay provided for under federal bankruptcy law or under any similar provision of any state law. Supplier shall not obtain any right or interest in any hardware or software or information used by Company to provide any service to Supplier hereunder. For the purpose of carrying out the provisions and exercising the rights, powers and privileges granted by the Company’s Terms and Conditions and/or this Agreement, to the fullest extent authorized by law, effective upon the breach of this Agreement by Supplier, Supplier hereby irrevocably constitutes and appoints Company its true and lawful attorney-in-fact, with full power of substitution, to execute, acknowledge and deliver any instruments or financing statement and do and perform any acts that are referred to herein in the name and behalf of Supplier. The power vested in said attorney-in-fact is, and shall be deemed to be, coupled with an interest and cannot be revoked. This Agreement, all Exhibits and attachments hereto and all documents referenced herein, constitute the entire agreement between the Parties pertaining to the subject matter hereof. The language contained in Section I, Basic Understandings, is incorporated herein and shall have the same legal significance as any other language in this Agreement. The Exhibits, attachments and other documents referenced in this Agreement are subject to change by the Company from time to time, and the Supplier agrees to provide updates to the same upon the Company’s request. In the event any provision of this Agreement is deemed invalid or unenforceable in a forum of competent jurisdiction, such provision shall be deemed modified so as to be no longer invalid or unenforceable and the remainder of the Agreement shall be otherwise fully enforceable. Headings contained in this Agreement are for convenience only and shall not be construed to define or limit any terms herein, or otherwise affect the meaning or interpretation of this Agreement. This Agreement shall not be interpreted either more or less favorably towards any Party by virtue of the fact that such Party or its counsel was responsible or principally responsible for the drafting of all or a portion hereof.

Other Important Provisions. No waiver This Agreement constitutes the final, complete, exclusive and entire agreement between You, AlarmNet, and Honeywell with respect to its subject matter and supersedes any and all prior or contemporaneous statements or representations, whether oral, written or otherwise. This Agreement may not in any way be explained or supplemented by a prior or existing course of dealings between the parties, by any Party usage of trade or custom, or by any prior performance between the parties pursuant to this Agreement or otherwise. This Agreement may be changed, modified or varied only by a writing signed by You, Honeywell and AlarmNet (on paper support) and no one else is authorized to modify this Agreement in any respect. This Agreement shall be binding upon the parties and each of their present and future officers, directors, employees, parents, subsidiaries, agents, representatives, mandataries, successors, assigns contractors, licensees, affiliates, family members and guests. AlarmNet and Honeywell are located in New York. This Agreement shall be deemed entered into in the State of New York and shall be governed by and construed according to the internal laws of the State of New York applicable to agreements executed and to be performed entirely within New York, without regard to any conflict of law principles which would result in the application of the laws of any one or more defaults by the other jurisdiction. Any action against any party to this Agreement shall be commenced in the performance federal or state courts within the State of New York, which courts shall have non-exclusive jurisdiction over such actions and proceedings and the parties hereby irrevocably consent to personal and subject matter jurisdiction by such courts. The provisions of this Agreement shall apply to the fullest extent permitted by law. The invalidity or unenforceability of any provision of this agreement shall not affect any other provision and all such other provisions shall remain in full force and effect without change or modification thereof. The waiver of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other present or future default or defaults, whether of a like or of a different charactersubsequent breach. No delay by either party in enforcing any of its rights hereunder shall be deemed a waiver of such rights. Company shall render service and shall perform hereunder through utilization of existing facilities, licenses and authorizations. Nothing in All notices under this Agreement shall be construed given in writing by mail at the addresses set forth herein or as requiring Company to acquire or obtain additional facilities, licenses or authorizations. Any activity hereunder which requires any additional licenses, facilities or authorizations may be discontinued by Company and such discontinuance shall not constitute a breach of this Agreement. Unless otherwise provided herein, no modification of, or supplement to, the terms and provisions stated in this Agreement shall be or become effective without the written consent of both Parties. Supplier waives any and all rights to contest any motion by Company for relief from the automatic stay provided for under federal bankruptcy law or under any similar provision of any state law. Supplier shall not obtain any right or interest in any hardware or software or information used by Company to provide any service to Supplier hereunder. For the purpose of carrying out the provisions and exercising the rights, powers and privileges granted by Company’s Terms and Conditions and/or this Agreement, to the fullest extent authorized by law, effective upon the breach of this Agreement by Supplier, Supplier hereby irrevocably constitutes and appoints Company its true and lawful attorney-in-fact, with full power of substitution, to execute, acknowledge and deliver any instruments or financing statement and do and perform any acts that are referred to herein supplied in the name and behalf of Supplier. The power vested in said attorney-in-fact is, and shall be deemed to be, coupled with an interest and cannot be revokedfuture.

Other Important Provisions. No waiver by any Party of any one or more defaults by the other in the performance of any provision of this Agreement shall operate or be construed as a waiver of any other present or future default or defaults, whether of a like or of a different character. No delay by either party in enforcing any of its rights hereunder shall be deemed a waiver of such rights. Company shall render service and shall perform hereunder through utilization of existing facilities, licenses and authorizations. Nothing in this Agreement shall be construed as requiring Company to acquire or obtain additional facilities, licenses or authorizations. Any activity hereunder which requires any additional licenses, facilities or authorizations may be discontinued by Company and such discontinuance shall not constitute a breach of this Agreement. Unless otherwise provided herein, no modification of, or supplement to, the terms and provisions stated in this Agreement shall be or become effective without the written consent of both Parties. Supplier waives any and all rights to contest any motion by Company for relief from the automatic stay provided for under federal bankruptcy law or under any similar provision of any state law. Supplier shall not obtain any right or interest in any hardware or software or information used by Company to provide any service to Supplier hereunder. For the purpose of carrying out the provisions and exercising the rights, powers and privileges granted by Company’s Terms and Conditions and/or this Agreement, to the fullest extent authorized by law, effective upon the breach of this Agreement by Supplier, Supplier hereby irrevocably constitutes and appoints Company its true and lawful attorney-in-fact, with full power of substitution, to execute, acknowledge and deliver any instruments or financing statement and do and perform any acts that are referred to herein in the name and behalf of Supplier. The power vested in said attorney-in-fact is, and shall be deemed to be, coupled with an interest and cannot be revoked. This Agreement, all Exhibits and attachments hereto and all documents referenced herein, constitute the entire agreement between the Parties pertaining to the subject matter hereof and supersedes any prior agreement or understanding related thereto. In the event any provision of this Agreement is deemed invalid or unenforceable in a forum of competent jurisdiction, such provision shall be deemed modified so as to be no longer invalid or unenforceable and the remainder of the Agreement shall be otherwise fully enforceable. Headings contained in this Agreement are for convenience only and shall not be construed to define or limit any terms herein, or otherwise affect the meaning or interpretation of this Agreement. This Agreement shall not be interpreted either more or less favorably towards any Party by virtue of the fact that such Party or its counsel was responsible or principally responsible for the drafting of all or a portion hereof. The language contained in Section I, Basic Understandings, is incorporated herein and shall have the same legal significance as any other language in this Agreement.