Independent Significance. The parties intend that each ------------------------ representation, warranty and covenant shall have independent significance. If any party has falsely made or breached any representation, warranty or covenant contained herein in any respect, the fact that there exists another representation, warranty or covenant relating to the same subject matter (regardless of the relative levels of specificity) which the party has not falsely made or breached shall not detract from or mitigate the fact that the party has falsely made or breached the first representation, warranty or covenant.
Independent Significance. Although the same or similar subject matters may be addressed in different provisions of this Agreement, the Parties intend that, except as reasonably apparent on the face of the Agreement or as expressly provided in this Agreement, each such provision shall be read separately, be given independent significance and not be construed as limiting any other provision of this Agreement (whether or not more general or more specific in scope, substance or content).
Independent Significance. The restrictive covenants contained herein shall be construed as independent of the other provisions of this Agreement and the existence of any claim or cause of action of Employee against the Company, whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any of the covenants and obligations herein set forth.
Independent Significance. The covenants set forth in this Section 1 and the covenants of confidentiality contained in Section 2 below are of the essence of this Agreement and will be construed as independent of any other of the provisions of this Agreement, the Merger Agreement and the Employment Agreement, and the existence of any claim or cause of action of Shareholder against the Company or the Company's Affiliates, whether predicated on this Agreement or otherwise, will not constitute a defense to the enforcement by the Company or any of the Company's Affiliates of any of said covenants.
Independent Significance. 29 ------------------------ AGREEMENT OF PURCHASE AND SALE ------------------------------ THIS AGREEMENT OF PURCHASE AND SALE ("Agreement") is made and entered into effective as of September __, 1996, by and among The L. L. Xxxxxxxxxxxxx Co., Inc., a California corporation ( "LLK" or "Buyer"), and Self Heating Container Corporation of California, a California corporation ("SHC" or the "Issuer").
Independent Significance. The restrictive covenants set forth in this Section 9 and the covenants of confidentiality contained in Section 10 below on the part of the Employee are of the essence of this Agreement and will be construed as independent of any other of the provisions of this Agreement (other than the Company’s monetary obligations to Employee under Sections 4 or 9), and the existence of any claim or cause of action of the Employee against the Company (other than a claim under Section 4 or 8 hereof), whether predicated on this Agreement or otherwise, will not constitute a defense to the enforcement by the Company of any of said restrictive covenants.
Independent Significance. Each representation, warranty and covenant contained herein (as qualified by the Schedules hereto) shall have independent significance. If any party breaches any representation, warranty or covenant contained herein in any respect, the fact that there exists another representation, warranty or covenant relating to the same subject matter (regardless of the relative levels of specificity) that the party has not breached shall not detract from or mitigate the fact that the party is in breach of such representation, warranty or covenant. If a party breaches any representation, warranty or covenant contained herein and the other party is aware of the breach (or any information related thereto) and proceeds to Closing, (a) this shall (i) not be deemed to prevent or cure the breach, and (ii) not affect any of the other party’s rights or remedies pursuant to the terms of this Agreement with respect to the breach (including, without limitation, its rights to indemnification hereunder), and (b) the other party shall (i) subject to Section 5.11, not be deemed to have waived any claims, and (ii) subject to Section 5.11, shall be deemed to have reserved all rights and remedies with respect to the breach, notwithstanding it proceeding to Closing.
Independent Significance. If circumstances give rise to liability for Losses under multiple sections or subsections of this Agreement, a party seeking to impose liability will be entitled to recover Losses under the section or subsections of this Agreement that maximize Losses. For example, if the Losses would be subject to the Basket, the Cap, a materiality qualifier, a knowledge qualifier or a limitation on the period during which a claim notice may be effective under a certain section or subsection, but would not be subject to one or more of those limitations under a different section or subsection, the party subject to liability for Losses will be liable for Losses under the section or subsections that maximize the Losses.
Independent Significance. 26 AGREEMENT OF PURCHASE AND SALE
Independent Significance. The parties intend that each representation, warranty and covenant contained herein will have independent significance. If any party has breached or violated, or if there is an inaccuracy in, any representation, warranty or covenant contained herein, the fact that there exists another representation, warranty or covenant relating to the same subject matter (regardless of the relative levels of specificity) which the party has not breached or violated, or in respect of which there is not an inaccuracy, will not detract from or mitigate the fact that the party has breached or violated, or there is an inaccuracy in, the first representation, warranty or covenant. The remedies of the parties under this Agreement are cumulative and shall not exclude any other remedies to which any party may be lawfully entitled hereunder.
