Waivers and Amendments; Non-Contractual Remedies. This ------------------------------------------------ Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the Buyer and the Sellers' Representative or, in the case of a waiver, by the party waiving compliance. No delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of any party of any such right, power or privilege, nor any single or partial exercise of any such right, power or privilege, preclude any further exercise thereof or the exercise of any other such right, power or privilege. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies that any party may otherwise have at law or in equity.
Waivers and Amendments; Non-Contractual Remedies. This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the parties hereto or, in the case of a waiver, by the party waiving compliance. No delay on the part of either party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of either party of any such right, power or privilege, nor any single or partial exercise of any such right, power or privilege, preclude any further exercise thereof or the exercise of any other such right, power or privilege.
Waivers and Amendments; Non-Contractual Remedies. Preservation of ----------------------------------------------------------------- Remedies. This Agreement may be amended, superseded, canceled, renewed or -------- extended, and the terms hereof may be waived, only by a written instrument signed by each of the parties or, in the case of a waiver, by the party waiving compliance. From time to time prior to the Closing Date, Seller shall promptly supplement or amend any representations and warranties of Seller herein or in the schedules hereto which would have been required to be set forth or described in such representations, warranties and schedules which is necessary to correct any information which has become inaccurate therein, provided, however, that any ----------------- such supplement or amendment shall not affect Buyer's right to terminate the Agreement as a result thereof. The failure of either party to insist, in any one or more instances, upon performance of the terms or conditions of this Agreement shall not be construed as a waiver or relinquishment of any right granted hereunder or of the future performance of any such term or condition. No waiver on the part of any party of any right, power or privilege, nor any single or partial exercise of any such right, power or privilege, shall preclude any further exercise thereof or the exercise of any other such right, power or privilege. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies that any party may otherwise have at law or in equity. The rights and remedies of any party based upon, arising out of or otherwise in respect of any inaccuracy in or breach of any representation, warranty, covenant or agreement contained in this Agreement shall in no way be limited by (i) the fact that the act, omission, occurrence or other state of facts upon which any claim of any such inaccuracy or breach is based may also be the subject matter of any other representation, warranty, covenant or agreement contained in this Agreement (or in any other agreement between the parties) as to which there is no inaccuracy or breach, or (ii) any investigation or knowledge of the inaccuracy or breach by either party.
Waivers and Amendments; Non-Contractual Remedies. Preservation of Remedies ------------------------ This Agreement may be amended, superseded, cancelled, terminated, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the parties or, in the case of a waiver, by the party waiving compliance. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies that any party may otherwise have at law or in equity.
Waivers and Amendments; Non-Contractual Remedies. PRESERVATION OF REMEDIES 10 17. GOVERNING LAW; DISPUTE RESOLUTION 10 18. BINDING EFFECT; ASSIGNMENT 11 TABLE OF CONTENTS (continued) Page 19. COUNTERPARTS 11 20. SEVERABILITY 11 21. INDEMNITIES 11 22. HEADINGS; TABLE OF CONTENTS 13 Exhibits EXHIBIT LIST OF CONTAINERS A BXXX OF SALE B iii CONTAINER PURCHASE AGREEMENT This CONTAINER PURCHASE AGREEMENT is entered into as of August 31, 2005, by and among CRONOS CAPITAL CORP., a California corporation (“CCC”), IEA INCOME FUND IX, L.P., a California limited partnership (“Seller”), ACCESS SHIPPING CORPORATION, a California corporation (“Access Shipping”), ACCESS SHIPPING II CORPORATION (“Access Shipping II”) and ACCESS SHIPPING LIMITED PARTNERSHIP, a Connecticut limited partnership (“Buyer”).
Waivers and Amendments; Non-Contractual Remedies. This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by each of the parties or, in the case of a waiver, by the party waiving compliance. The failure of either party to insist, in any one or more instances at any one or more times, upon performance of the terms or conditions of this Agreement shall not be construed as a waiver or relinquishment of any right granted hereunder or of the future performance of any such term, covenant or condition. No waiver on the part of any party of any right, power or privilege, nor any single or partial exercise of any such right, power or privilege, shall preclude any further exercise thereof or the exercise of any other such right, power or privilege. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies that any party may otherwise have at law or in equity. The rights and remedies of any party based upon, arising out of or otherwise in respect of any inaccuracy in or breach of any representation, warranty, covenant or agreement contained in this Agreement shall in no way be limited by the fact that the act, omission, occurrence or other state of facts upon which any claim of any such inaccuracy or breach is based may also be the subject matter of any other representation, warranty, covenant or agreement contained in this Agreement (or in any other agreement between the parties) as to which there is no inaccuracy or breach.
Waivers and Amendments; Non-Contractual Remedies. This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by the parties or, in the case of a waiver, by the party waiving compliance. The rights and remedies herein provided are exclusive of any rights or remedies for the recovery of money damages. Without limiting the generality of the foregoing, the provisions of Section 12 shall constitute the parties' sole monetary remedy for breach of representation, warranty, agreement or covenant hereunder.
Waivers and Amendments; Non-Contractual Remedies. PRESERVATION OF REMEDIES 45
Waivers and Amendments; Non-Contractual Remedies. Preservation of Remedies................................................45 ------------------------ 13.06. Governing Law ..........................................................45 ------------- 13.07. Binding Effect; Assignment..............................................46 -------------------------- 13.08. Interpretation..........................................................46 -------------- 13.09. No Third Party Beneficiaries ...........................................46 ---------------------------- 13.10. Counterparts............................................................46 ------------ 13.11. Exhibits and Schedules..................................................47 ---------------------- 13.12. Headings................................................................47 -------- EXHIBITS Exhibit A-1 - Form of Assumption and Indemnity Retrocession Agreement between PHL and Purchaser Exhibit A-2 - Form of Assumption and Indemnity Retrocession Agreement between APLAR and Purchaser Exhibit B - Form of Bill xx Sale and General Assignment Exhibit C - Form of Assumption Agreement Exhibit D-1 - Form of Opinion of Seller's Inside Counsel Exhibit D-2 - Form of Opinion of Seller's Outside Counsel Exhibit E-1 - Form of Opinion of Purchaser's Inside Counsel Exhibit E-2 - Form of Opinion of Purchaser's Outside Counsel
Waivers and Amendments; Non-Contractual Remedies. PRESERVATION OF REMEDIES. This Agreement shall not be modified or amended except pursuant to an instrument in writing executed by duly authorized representatives of each party and delivered on behalf of each party to be bound. No delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof. Neither any waiver on the part of any party of any such right, power or privilege, nor any single or partial exercise of any such right, power or privilege shall preclude any further exercise thereof or the exercise of any other such right, power or privilege unless waived in writing. The rights and remedies hereunder provided are cumulative and except as otherwise provided herein are not exclusive of any rights or remedies that any party may otherwise have at law or in equity.
