MISCELLANEOUS Clausole campione

MISCELLANEOUS. The delay or failure of either Party to enforce at any time or for any period of time any of the provisions of this Agreement shall not be construed as a waiver of such provisions or of the right of the Party to thereafter seek their enforcement. The Parties claim that all rights that allow the signing and performance of this Agreement and that allows the other Party to perform the obligations set forth herein, belong to them. Each Party claims that the signing and performance of this agreement and the rights set forth herein do not compromise any third party rights. If one or more of the provisions of this Agreement should be or become invalid or impracticable, the validity of the remaining provisions shall not be affected. The Parties shall in good faith make any efforts to replace the invalid or impracticable provision by an effective provision which must closely approximate to the purpose of this Agreement. IZSVe and Anixa will act all times as independent contractors. Nothing contained herein shall be construed or applied so as to create the relationship of principal and agent or of employer and employee between IZSVe and Anixa or any partnership or joint-venture. Neither Party shall make any commitment or incur any charge or expense in the name of the other Party. This Agreement may be amended, modified, superseded or canceled, only by a written instrument executed by each Party’s duly authorized representatives. All notices and communications related to this agreement shall be made by registered or certified letter, return receipt requested, tele copier, email or electronic transmission confirmed in writing by register letter and shall be addressed as follows (or to other address as may hereafter be designed by written notice): If to IZSVe: Att. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Istituto Zooprofilattico Sperimentale delle Venezie Viale dell’Università 10 ▇▇▇▇▇ - ▇▇▇▇▇▇▇ (▇▇) ▇▇▇▇▇ e-mail ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇ Support secretarial office: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ – ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇ If to Anixa: Att. ▇▇▇▇ ▇▇▇▇▇ Anixa Biosciences, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇, CA 95125 USA email ▇▇@▇▇▇▇▇.▇▇▇

MISCELLANEOUS. 1. Place of fulfilment for all deliveries and performances is the place of destination specified by us. 2. The contractual relationship shall be governed by the laws of Italy, excluding the Italian conflict of laws rules and the provisions of the UN Convention on Contracts for the International Sale of Goods (CISG). All disputes between the Parties shall be heard and resolved by a court of competent jurisdiction in Milan, Italy. Notwithstanding the foregoing, we will also be entitled to bring suit against the Supplier at any other court of competent jurisdiction. 3. If a specific provision of these terms and conditions is or becomes invalid, the remaining terms and conditions shall remain valid. The Parties commit themselves, in good faith, to replace any invalid provision with a valid provision that has an economic result equivalent to the original provision. 4. In the event of any inconsistency or discrepancy between the Italian version and the English version of these terms and conditions, the Italian language version shall prevail.

MISCELLANEOUS. Amendments

MISCELLANEOUS. 9.1. This rental agreement is governed by Italian law, in the event of a conflict in the interpretation between the Italian version and any courtesy translation of this rental agreement, the Italianversion will prevail over the others. 9.2. The Lessor, insofar as it is pertinent, authorizes the Customer to use the Vehicle, for the purposes referred to in the Contract, in all countries where the insurance green card is valid.

MISCELLANEOUS. 21.1 The delay or failure of either Party to enforce at any time or for any period of time any of the provisions of this agreement shall not be construed as a waiver of such provisions or of the right of the Party to thereafter seek their enforcement. 21.2 The Parties claim that all rights that allow the signing and performance of this Agreement and that allow the other Party to perform the obligations set forth herein belong to them. Each Party claims that the signing and performance of this Agreement and the rights set forth herein do not compromise any third Party rights. 21.3 With regard to the real purpose pursued by the Parties, if, after the conclusion of this Agreement, one or more clauses should prove to be invalid or void, in whole or in part, the Agreement shall remain valid and the clauses found to be invalid or void shall be replaced by fully valid and effective provisions, unless such clauses are of an essential nature. 21.4 IZSVe and AFSVSPP will act all times as independent contractors. Nothing contained herein shall be construed or applied so as to create the relationship of principal and agent or of employer and employee between IZSVe and AFSVSPP or any partnership or joint-venture. Neither Party shall make any commitment or incur any charge or expense in the name of the other Party. 21.5 This Agreement and the rights and duties set forth herein may not be assigned, transferred, delegated or sub-contracted by either Party, without the written consent of the other Party. 21.6 This Agreement may be amended, modified, superseded or canceled, only by a written instrument executed by each Party’s duly authorized representatives. 21.7 For anything not expressly regulated by this Agreement, the Parties will make exclusive reference to the legislation in force in the Italian legal system, in particular the laws of the Civil Code and the general conditions of contract available on the Institute's website (▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇) and subsequent amendments and/or additions.

MISCELLANEOUS. Vishay accepts a simple reservation of title in favour of the Supplier which shall expire after payment is made. All agreements of the parties shall be governed exclusively by the laws of the Italian Republic without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods, 1980, and any successor thereto, will not apply. Any dispute arising out of or in connection with the agreements that cannot be resolved amicably between the parties shall be submitted to the exclusive jurisdiction of the Court of Turin. In case the Supplier had the opportunity to take notice of the Italian and the English version of these Purchasing Conditions and was able to understand the English version and there is a conflict between the two versions, the English version shall prevail. Otherwise, the Italian version shall apply. If any provision of these Purchasing Conditions should be invalid, illegal or unenforceable, the validity of the remaining provisions hereof shall remain unaffected thereby.

MISCELLANEOUS. To act in a professional manner at all times and maintain confidentiality of information. Maintain appropriate awareness of and work effectively within the University’s policies and procedures, participating in appropriate processes, i.e. Performance Development Review, continuing professional development. Act in support of the University’s Health, Safety and Environment policy by working safely and following the procedures and codes of practice derived to protect you and others. Adhere to the University’s Equality and Diversity policy for staff and students and operate in accordance with the Equality Act 2010. Willingness to take responsibility where necessary. Perform other duties occasionally which are not included above but will be consistent with the role and grade.

MISCELLANEOUS. 9.1 If any provision of this Contract is or becomes invalid or unenforceable, the remainder of this Contract shall continue to be fully valid and enforceable. Any invalid or unenforceable provision can be:

MISCELLANEOUS. 10.1. These Special Conditions are to be completed with the Technical and General Conditions of Fairs and Exhibitions Center, according to the Directive 2008/8/EC with its modifications applied starting with 01.07.2011, and the Directive 2006/112EC from the 28.11.2006, regarding the common systems of value added tax.