VALIDITY AND PERFORMANCE Sample Clauses

VALIDITY AND PERFORMANCE. The obligations and undertakings of each of the parties to this Agreement shall be performable at Dallas County. PRODUCER agrees to pay to MGA at its home office in Dallas, Dallas County, Texas, all sums of money which may become payable to MGA under this Agreement. If the PRODUCER is a non-resident of the State of Texas, PRODUCER herein recognizes that this Agreement is with a resident of the State of Texas and is, therefore, performable by PRODUCER in the State of Texas. PRODUCER, if a non-resident of the State of Texas, designates the Secretary of the state of Texas as his, its, or their true and lawful attorney upon who service of process may be made in connection with any suit brought against PRODUCER by MGA to enforce the terms of this Agreement. The rights duties, and obligations of the parties of this Agreement to such extent as they are not dealt with specifically or by necessary implication in this instrument shall be in accordance with the custom and usage’s prevailing in the surplus lines and special risks insurance business in the City of Dallas, Dallas County, Texas.
Sample 1
VALIDITY AND PERFORMANCE. The obligations and undertakings of each of the parties to this Agreement shall be performable at Dallas County. PRODUCER agrees to pay to MGA, at its home office, in Dallas County, in the state of Texas, all sums of money which may become payable to MGA under this Agreement. If the PRODUCER is a non-resident of the State of Texas, PRODUCER herein recognizes that this Agreement is with a resident of the State of Texas and is, therefore, performable by PRODUCER in the State of Texas. PRODUCER, if a non- resident of the State of Texas, designates the Secretary of the State of Texas as their attorney-in-fact to receive the service of process.
Sample 1
VALIDITY AND PERFORMANCE. Each of the Seller and the Buyer (i) hereby irrevocably submits itself to the non-exclusive jurisdiction of the courts of the State of New York, New York County, of the United States, and to the non-exclusive jurisdiction of the United States District Court for the Southern District of New York, for the purposes of any suit, action or other proceeding arising out of this Letter Agreement, the subject matter hereof or any of the transactions contemplated hereby brought by any party or parties hereto, except that during the pendency of the Case the Court shall have exclusive jurisdiction with respect thereto, and (ii) hereby waives, and agrees not to assert, by way of motion, as a defense, or otherwise, in any such suit, action or proceeding, to the extent permitted by applicable law, any defense based on sovereign or other immunity or that any suit, action or proceeding is brought in an inconvenient forum, that the venue of such suit, action or proceeding is improper, or that this Letter Agreement or the subject matter hereof or any of the transactions contemplated hereby may not be enforced in or by such courts.
Sample 1

Related to VALIDITY AND PERFORMANCE

  • Capacity and Performance (a) During the term of Executive’s employment hereunder, the Executive shall serve the Company as its Senior Vice President and Chief Financial Officer. In addition, and without further compensation, the Executive shall serve as a director and/or officer of one or more of the Company’s Subsidiaries if so elected or appointed from time to time.

  • Payment and Performance The Borrower will pay all amounts due under the Loan Documents in accordance with the terms thereof and will observe, perform and comply with every covenant, term and condition expressed or implied in the Loan Documents. The Borrower will cause each other Loan Party to observe, perform and comply with every such term, covenant and condition in any Loan Document.

  • Payment and Performance Bond Prior to the execution of this Contract, City may require Contractor to post a payment and performance bond (Bond). The Bond shall guarantee Contractor’s faithful performance of this Contract and assure payment to contractors, subcontractors, and to persons furnishing goods and/or services under this Contract.

  • Execution, Delivery and Performance The execution, delivery and performance of this Agreement and the documents or instruments required under this Agreement will not violate any provision of any existing law or regulation binding on the Manager, or any order, judgment, award or decree of any court, arbitrator or governmental authority binding on the Manager, or the governing instruments of, or any securities issued by, the Manager or of any mortgage, indenture, lease, contract or other agreement, instrument or undertaking to which the Manager is a party or by which the Manager or any of its assets may be bound, the violation of which would have a material adverse effect on the business operations, assets or financial condition of the Manager and its subsidiaries, taken as a whole, and will not result in, or require, the creation or imposition of any lien on any of its property, assets or revenues pursuant to the provisions of any such mortgage indenture, lease, contract or other agreement, instrument or undertaking.

  • Guaranty of Payment and Performance Guarantor’s obligations under this Guaranty constitute an unconditional guaranty of payment and performance and not merely a guaranty of collection.

  • Payment and Performance Bonds The Contractor shall comply with the following minimum bonding requirements:

  • Payment and Performance of Obligations Pay and perform all material Obligations under this Agreement and the other Loan Documents, and pay or perform (a) all taxes, assessments and other governmental charges that may be levied or assessed upon it or any of its property, and (b) all other indebtedness, obligations and liabilities in accordance with customary trade practices; except to the extent that IPT or the Borrower is contesting any item described in clauses (a) or (b) of this Section 7.5 in good faith and is maintaining adequate reserves with respect thereto in accordance with GAAP.

  • Continuity of Service and Performance Unless otherwise agreed in writing, the Parties shall continue to provide service and honor all other commitments under this Agreement during the course of a Dispute with respect to all matters not subject to such Dispute.

  • Portfolio Expense and Performance Data The Fund shall provide such data regarding each Portfolio’s expense ratios and investment performance as the Company shall reasonably request, to facilitate the registration and sale of the Variable Contracts. Without limiting the generality of the forgoing, the Fund shall provide the following Portfolio expense and performance data on a timely basis to facilitate the Company’s preparation of its annually updated registration statement for the Variable Contracts (and as otherwise reasonably requested by the Company), but in no event later than 75 calendar days after the close of each Portfolio’s fiscal year:

  • Excused Performance 6.1 Notwithstanding the occurrence of a Force Majeure Event, in which case Clause 17 will govern, BT will not be liable for any failure or delay to perform any of its obligations under this Agreement (including any of its obligations to meet any Service Levels) to the extent that BT’s failure or delay in performing arises as a result of:

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