Common use of Rules of Usage Clause in Contracts

Rules of Usage. The terms “include,” “including,” “such as,” and similar terms shall be construed as if followed by the phrase “without being limited to” or “without limitation.” Any collective noun, shall be construed as if followed by the phrase “or any part of it,” except where, the context requires otherwise. Words of masculine, feminine, or neuter gender mean and include the correlative words of the other genders. If a word is defined in the singular, the same definition (referring to the plural) shall apply when such word is used in the plural, and vice versa, all in accordance with ordinary English grammar. Wherever this Agreement refers to any statute or regulation, such reference shall be deemed to refer to such provision as it may be modified and any similar or successor statute. Wherever this Agreement refers to any document or agreement, it includes a reference to: (a) such document or agreement as modified; and (b) all attachments, exhibits, riders, and schedules. A “business day” is any day other than Saturday, Sunday or days when national banks are closed in New York, New York. This Agreement shall not be construed against the party primarily responsible for drafting it, given that the undersigned has represented that it is sophisticated in matters of this type, it has freely and voluntarily entered into this transaction, and it has had ample opportunity to review this Agreement with an attorney of its choice. Whenever provision is made in this Agreement for permission, approval or consent of Lender, or that any matter to be obtained in advance and shall be to Lender’s, satisfaction or at Lender’s option, unless specifically stated otherwise, such approval, consent, satisfaction or election shall be made by Lender in Lender’s sole discretion and determination. This Agreement is subject to the Terms of Sale and in the event of any conflict between its provisions and those contained in the Terms of Sale, the Terms of Sale shall govern. Please confirm your agreement with the foregoing by having a duly authorized officer of your organization sign and return one copy of this Agreement to the undersigned. [NAME} By: Name: Title:

Appears in 2 contracts

Samples: Confidentiality Agreement, Confidentiality Agreement

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Rules of Usage. The In this Agreement, unless a clear intention appears otherwise: (a) the singular number includes the plural number and vice versa; (b) reference to any Person includes such Person’s successors and assigns but, if applicable, only if such successors and assigns are not prohibited by this Agreement, and reference to a Person in a particular capacity excludes such Person in any other capacity or individually; (c) reference to any gender includes each other gender; (d) reference to any agreement, document or instrument means such agreement, document or instrument as amended or modified and in effect from time to time in accordance with the terms “includethereof; (e) reference to any law means such law as amended, modified, codified, replaced or reenacted, in whole or in part, and in effect from time to time, including rules and regulations promulgated thereunder; (f) ”hereunder,” “includinghereof,” “such ashereto,” and words of similar terms import shall be construed deemed references to this Agreement as if followed by a whole and not to any particular section or other provision hereof; (g) ”including” (and with correlative meaning “include”) means including without limiting the phrase “without being limited togenerality of any description preceding such term; (h) ”oror “without limitation.” Any collective noun, shall be construed as if followed by the phrase “or any part of it,” except where, the context requires otherwise. Words of masculine, feminine, or neuter gender mean and include the correlative words of the other genders. If a word is defined in the singular, the same definition (referring to the plural) shall apply when such word is used in the pluralinclusive sense of “and/or”; (i) with respect to the determination of any period of time, “from” means “from and vice versaincluding” and “to” means “to but excluding”; (j) references to documents, instruments or agreements shall be deemed to refer as well to all in accordance with ordinary English grammar. Wherever this Agreement refers to any statute addenda, schedules or regulation, such reference amendments thereto; and (k) section references shall be deemed to refer to such provision as it may be modified and any similar or successor statuteall subsections thereof, unless otherwise expressly indicated. Wherever The parties hereto have executed this Agreement refers to any document or agreementas of the day and year first above written. COMPANY: RE VENTURES I, it includes a reference to: (a) such document or agreement as modified; and (b) all attachments, exhibits, riders, and schedules. A “business day” is any day other than Saturday, Sunday or days when national banks are closed in New York, New York. This Agreement shall not be construed against the party primarily responsible for drafting it, given that the undersigned has represented that it is sophisticated in matters of this type, it has freely and voluntarily entered into this transaction, and it has had ample opportunity to review this Agreement with an attorney of its choice. Whenever provision is made in this Agreement for permission, approval or consent of Lender, or that any matter to be obtained in advance and shall be to Lender’s, satisfaction or at Lender’s option, unless specifically stated otherwise, such approval, consent, satisfaction or election shall be made by Lender in Lender’s sole discretion and determination. This Agreement is subject to the Terms of Sale and in the event of any conflict between its provisions and those contained in the Terms of Sale, the Terms of Sale shall govern. Please confirm your agreement with the foregoing by having a duly authorized officer of your organization sign and return one copy of this Agreement to the undersigned. [NAME} LLC /s/ Xxxxxxx Xxxxx By: NameXxxxxxx Xxxxx Title: Manager MEMBERS: RALLYBIO IPB, LLC /s/ Xxxxxxx Xxxxx By: Xxxxxxx Xxxxx Title:: Chief Financial Officer EXSCIENTIA LIMITED /s/ Xxxxxx Xxxxxx By: Xxxxxx Xxxxxx Title: Chief Financial Officer RE VENTURES I, LLC SCHEDULE A Name Total Common Shares Initial Capital Contribution Value of Initial Capital Contribution Percentage Interest Date Admitted Rallybio IPB, LLC 1,250,000 The cash consideration set forth in Section 3.4(a) and Section 3.4(c). £1,250,000 50% July 19, 2019

Appears in 1 contract

Samples: Operating Agreement (Rallybio Holdings, LLC)

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Rules of Usage. The In this Agreement, unless a clear intention appears otherwise: (a) the singular number includes the plural number and vice versa; (b) reference to any Person includes such Person’s successors and assigns but, if applicable, only if such successors and assigns are not prohibited by this Agreement, and reference to a Person in a particular capacity excludes such Person in any other capacity or individually; (c) reference to any gender includes each other gender; (d) reference to any agreement, document or instrument means such agreement, document or instrument as amended or modified and in effect from time to time in accordance with the terms “includethereof; (e) reference to any law means such law as amended, modified, codified, replaced or reenacted, in whole or in part, and in effect from time to time, including rules and regulations promulgated thereunder; (f) ”hereunder,” “includinghereof,” “such ashereto,” and words of similar terms import shall be construed deemed references to this Agreement as if followed by a whole and not to any particular section or other provision hereof; (g) ”including” (and with correlative meaning “include”) means including without limiting the phrase “without being limited togenerality of any description preceding such term; (h) ”oror “without limitation.” Any collective noun, shall be construed as if followed by the phrase “or any part of it,” except where, the context requires otherwise. Words of masculine, feminine, or neuter gender mean and include the correlative words of the other genders. If a word is defined in the singular, the same definition (referring to the plural) shall apply when such word is used in the pluralinclusive sense of “and/or”; (i) with respect to the determination of any period of time, “from” means “from and vice versaincluding” and “to” means “to but excluding”; (j) references to documents, instruments or agreements shall be deemed to refer as well to all in accordance with ordinary English grammar. Wherever this Agreement refers to any statute addenda, schedules or regulation, such reference amendments thereto; and (k) section references shall be deemed to refer to such provision as it may be modified and any similar or successor statute. Wherever this Agreement refers to any document or agreement, it includes a reference to: (a) such document or agreement as modified; and (b) all attachments, exhibits, riders, and schedules. A “business day” is any day other than Saturday, Sunday or days when national banks are closed in New York, New York. This Agreement shall not be construed against the party primarily responsible for drafting it, given that the undersigned has represented that it is sophisticated in matters of this type, it has freely and voluntarily entered into this transaction, and it has had ample opportunity to review this Agreement with an attorney of its choice. Whenever provision is made in this Agreement for permission, approval or consent of Lender, or that any matter to be obtained in advance and shall be to Lender’s, satisfaction or at Lender’s optionsubsections thereof, unless specifically stated otherwise, such approval, consent, satisfaction or election shall be made by Lender in Lender’s sole discretion otherwise expressly indicated. [Signature Page to Right of First Refusal and determination. This Agreement is subject to the Terms of Co-Sale and in the event of any conflict between its provisions and those contained in the Terms of SaleAgreement] In Witness Whereof, the Terms parties have executed this Right of First Refusal and Co-Sale shall governAgreement as of the date first written above. Please confirm your agreement with the foregoing by having a duly authorized officer of your organization sign and return one copy of this Agreement to the undersigned. [NAME} COMPANY M&M Media, Inc. By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Chief Executive Officer Address: [Signature Page to Right of First Refusal and Co-Sale Agreement] INVESTOR Connecticut Innovations, Incorporated By: ________________________ Name: [Signature Page to Right of First Refusal and Co-Sale Agreement] INVESTOR If an Entity: _____________________________ Print Name of Entity Above By: ________________________ Name: Title:: If an Individual: ________________________ Print Name: [Signature Page to Right of First Refusal and Co-Sale Agreement] KEY HOLDER If an Entity: _____________________________ Print Name of Entity Above By: ________________________ Name: Title: If an Individual: ________________________ Print Name: Schedule A [redacted] Schedule B Key Holders [redacted]

Appears in 1 contract

Samples: Sale Agreement (M&m Media, Inc.)

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