SEPARATE AND DISTINCT Sample Clauses
The "Separate and Distinct" clause establishes that certain rights, obligations, or provisions within a contract are to be treated independently from one another. In practice, this means that the enforcement, breach, or invalidity of one part of the agreement does not affect the validity or enforceability of other parts. For example, if a contract contains multiple promises or covenants, this clause ensures that each is considered on its own merits. Its core function is to prevent the failure or unenforceability of one section from undermining the entire agreement, thereby preserving the integrity and enforceability of the remaining provisions.
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SEPARATE AND DISTINCT. Each restrictive covenant in clauses 1 and 2 is a separate and distinct covenant and if any covenant in clause 1 or 2 or its application to any personal circumstance is or becomes invalid or unenforceable then the remaining covenants of clauses 1 and 2 will not be affected and each remaining covenant will be valid and enforceable to the fullest extent permitted by law.
SEPARATE AND DISTINCT. The restraints to in this clause shall be read as separate, distinct and several so that the unenforceability or any one or more restraints shall in no way affect the enforceability of the others.
SEPARATE AND DISTINCT. If Eagle or Buyer believes any Principal or Affiliate has violated the provisions of this Section 6.5, Eagle or Buyer shall have the right to seek relief from any court of competent jurisdiction. Each Principal acknowledges that money damages alone will not adequately compensate Eagle or Buyer in the event of a breach of the covenants of this Section 6.5.
SEPARATE AND DISTINCT. Comply with the following undertakings:
(i) It will maintain its books, financial records and accounts, including checking and other bank accounts and custodian and other securities safekeeping accounts, separate and distinct from those of Northeast Utilities and each of the other Subsidiaries of Northeast Utilities.
(ii) It will maintain its books, financial records and accounts (including inter-entity transaction accounts) in a manner so that it will not be difficult or costly to segregate, ascertain or otherwise identify its assets and liabilities separate and distinct from the assets and liabilities of Northeast Utilities and each of the other Subsidiaries of Northeast Utilities.
(iii) It will not commingle any of its assets, funds, liabilities or business functions with the assets, funds, liabilities or business functions of Northeast Utilities or any of the other Subsidiaries of Northeast Utilities.
(iv) It will maintain corporate governance and operating procedures designed to ensure its separate corporate existence from Northeast Utilities and each of the other Subsidiaries of Northeast Utilities, including the holding of periodic and special meetings of shareholders and boards of directors (or other governing body), the recordation and maintenance of minutes of such meetings, and the recordation and maintenance of resolutions adopted at such meetings.
(v) It will not be consensually merged or consolidated with Northeast Utilities or any of the other Subsidiaries of Northeast Utilities (other than, with respect to other Subsidiaries of Northeast Utilities, for financial reporting purposes).
(vi) It will cause all material transactions, agreements and dealings between it and Northeast Utilities and any of the other Subsidiaries of Northeast Utilities (including transactions, agreements and dealings pursuant to which the assets or property of one is used or to be used by the other) to reflect the separate identity and legal existence of each such entity, to be entered into in the names of the persons that are parties to the transaction or agreement and to be formally documented in writing.
(vii) It will ensure that transactions between itself and any third parties will be conducted in its name as an entity separate and distinct from Northeast Utilities and each of the other Subsidiaries of Northeast Utilities.
(viii) It will compensate all consultants, independent contractors and agents from its own funds for services provided to it by such consultan...