Intent Contract Clauses (59)

Grouped Into 5 Collections of Similar Clauses From Business Contracts

This page contains Intent clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Intent. This Agreement is intended to be broader than any statutory indemnification rights applicable in the State of Delaware and shall be in addition to and 9 supplemental to any other rights the Indemnitee may have under the Certificate, the Bylaws, applicable law or otherwise. To the extent that a change in applicable law (whether by statute or judicial decision) permits greater indemnification by agreement than would be afforded currently under the Certificate, the Bylaws, applicable law or this Ag...reement, it is the intent of the parties that the Indemnitee enjoy by this Agreement the greater benefits so afforded by such change. To the extent there is any conflict between this Agreement and the Bylaws with respect to any right or obligation of any party hereto, the terms of this Agreement shall control; provided, however, the foregoing shall not apply to a reduction of any right of the Indemnitee. View More
Found in Oasis Petroleum contract
View All 6 Similar Clauses
Intent. This Agreement is intended to be broader than any statutory indemnification rights applicable in the State of Delaware and shall be in addition to and 9 supplemental to any other rights the Indemnitee may have under the Certificate, Certificate or Bylaws of the Bylaws, Company, the DGCL, applicable law or otherwise. To the extent that a change in applicable law (whether by statute or judicial decision) permits greater indemnification by agreement than would be afforded currently under the Certif...icate, Certificate or Bylaws of the Bylaws, Company, the DGCL, applicable law or this Agreement, it is the intent of the parties that the Indemnitee enjoy by this Agreement the greater benefits so afforded by such change. To In the event of any change in applicable law, statute or rule which narrows the right of a Delaware corporation to indemnify, or advance Expenses to, a member of its Board or an officer, employee, agent or fiduciary, such change, to the extent there is any conflict between not otherwise required by such law, statute or rule to be applied to this Agreement, shall have no effect on this Agreement or the parties' rights and the Bylaws with respect to any right or obligation of any party hereto, the terms of this Agreement shall control; provided, however, the foregoing shall not apply to a reduction of any right of the Indemnitee. obligations hereunder. View More
Found in Internap Corp contract
Intent. This Agreement is intended to be broader than any statutory indemnification rights applicable in the State of Delaware and shall be in addition to and 9 supplemental to any other rights the Indemnitee may have under the Certificate, the Charter, Bylaws, applicable law or otherwise. To the extent that a change in applicable law (whether by statute or judicial decision) permits greater indemnification by agreement than would be afforded currently under the Certificate, the Charter, Bylaws, applica...ble law or this Agreement, it is the intent of the parties that the Indemnitee enjoy by this Agreement the greater benefits so afforded by such change. To In the event of any change in applicable law, statute or rule which narrows the right of a Delaware corporation to indemnify a member of its Board of Directors or an officer, employee, agent or fiduciary, such change, to the extent there is any conflict between not otherwise required by such law, statute or rule to be applied to this Agreement, shall have no effect on this Agreement or the parties' rights and the Bylaws with respect to any right or obligation of any party hereto, the terms of this Agreement shall control; provided, however, the foregoing shall not apply to a reduction of any right of the Indemnitee. obligations hereunder. View More
Found in NORTHERN TECHNOLOGIES INTERNATIONAL CORP contract
Intent. This Agreement is intended to be broader than any statutory indemnification rights applicable in the State of Delaware and shall be in addition to and 9 supplemental to any other rights the Indemnitee may have under the Certificate, the Bylaws, Partnership Agreement, the GP Certificate, the GP LLC Agreement, applicable law or otherwise. To the extent that a change in applicable law (whether by statute or judicial decision) permits greater indemnification by agreement than would be afforded curre...ntly under the Certificate, the Bylaws, Partnership Agreement, the GP Certificate, the GP LLC Agreement, applicable law or this Agreement, it is the intent of the parties that the Indemnitee enjoy by this Agreement the greater benefits so afforded by such change. To the extent there is any conflict between this Agreement and any of the Bylaws Partnership Agreement, the GP LLC Agreement or any other Alternative Indemnification Source with respect to any right or obligation of any party hereto, the terms of most favorable to the Indemnitee shall control. The General Partner, the Partnership and the Indemnitee acknowledge and agree that it is their intention that this Agreement shall control; provided, however, be interpreted and enforced so as to provide indemnification to the foregoing shall not apply Indemnitee to a reduction of any right of the Indemnitee. fullest extent now or hereafter permitted by law. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE GENERAL PARTNER, THE PARTNERSHIP AND THE INDEMNITEE EACH HEREBY EXPRESSLY ACKNOWLEDGES AND AGREES THAT (A) THE INDEMNIFICATION PROVIDED UNDER THIS AGREEMENT SHALL EXTEND TO AND INCLUDE, BUT SHALL NOT BE LIMITED TO, INDEMNIFICATION FOR EXPENSES, JUDGMENTS, PENALTIES, FINES AND AMOUNTS PAID IN SETTLEMENT ARISING, IN WHOLE OR IN PART, OUT OF THE SOLE OR CONCURRENT NEGLIGENCE OF THE INDEMNITEE AND (B) THIS SECTION 18 CONSTITUTES A CONSPICUOUS NOTICE OF SUCH AGREEMENT FOR ALL PURPOSES. View More
Found in MorningStar Partners, L.P. contract
View Variations (6)
Intent. Guarantor intends and acknowledges that (a) this Guaranty is "a security agreement or arrangement or other credit enhancement" that is "related to" and provided "in connection with" the Repurchase Agreement and each Transaction is within the meaning of Sections 101(38A)(A), 101(47)(a)(v) and 741(7)(A)(xi) of the Bankruptcy Code and is, therefore, (i) a "repurchase agreement" as that term is defined in Section 101(47)(A)(v) of the Bankruptcy Code, (ii) a "securities contract" as that term is defi...ned in Section 741 (7)(A)(xi) of the Bankruptcy Code and (iii) a "master netting agreement" as that term is defined in Section 101 of the Bankruptcy Code, and (b) any party's right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with the Repurchase Agreement and this Guaranty is in each case a contractual right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with this Guaranty as described in Sections 555, 559 and 561 of the Bankruptcy Code. Guarantor agrees that it shall not challenge, and hereby waives to the fullest extent available under applicable law its right to challenge, the characterization of this Guaranty, the Repurchase Agreement or any Transaction thereunder as a "repurchase agreement," "securities contract" and/or "master netting agreement," within the meaning of the Bankruptcy Code. View More
Found in FS Credit Real Estate Income Trust, Inc. contract
View All 4 Similar Clauses
Intent. Guarantor (a) acknowledges that each of the Repurchase Agreement and each Transaction thereunder constitutes a "securities contract" as that term is defined in Section 741(7)(A)(i) of the Bankruptcy Code and a "master netting agreement" as that term is defined in Section 101(38A)(A) of the Bankruptcy Code, (b) intends and acknowledges that (a) this Guaranty is "a security agreement or arrangement or other credit enhancement" that is "related to" and provided "in connection with" the Repurchase A...greement and each Transaction thereunder and is within the meaning of Sections 101(38A)(A), 101(47)(a)(v) and 741(7)(A)(xi) of the Bankruptcy Code and is, therefore, (i) a "repurchase agreement" as that term is defined in Section 101(47)(A)(v) of the Bankruptcy Code, (ii) a "securities contract" as that term is defined in Section 741 (7)(A)(xi) 741(7)(A)(xi) of the Bankruptcy Code and (iii) (ii) a "master netting agreement" as that term is defined in Section 101 101(38A) of the Bankruptcy Code, Code and (b) (c) intends and acknowledges that any party's right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with the Repurchase Agreement and this Guaranty is in each case a contractual right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with this Guaranty as described in Sections 555, 559 555 and 561 of the Bankruptcy Code. Guarantor agrees that it shall not challenge, and hereby waives to the fullest extent available under applicable law its right to challenge, the characterization of this Guaranty, the Repurchase Agreement or any Transaction thereunder as a "repurchase agreement," "securities contract" and/or "master netting agreement," within the meaning of the Bankruptcy Code. Code.21. WAIVERS OF JURY TRIAL. EACH OF GUARANTOR AND, BY ITS ACCEPTANCE OF THIS GUARANTY, BUYER HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS GUARANTY OR ANY RELATED DOCUMENT AND FOR ANY COUNTERCLAIM HEREIN OR THEREIN. View More
Found in Ares Commercial Real Estate Corp contract
Intent. (a) Guarantor intends that (i) the guaranty provided to Buyer in this Guaranty has been provided to induce the Buyer to enter into the Repurchase Agreement, (ii) the security interest granted to Buyer in the Pledge and acknowledges Security Agreement is granted to Buyer to induce Buyer to enter into the Repurchase Agreement and (iii) this Guaranty and such security interest relate to the Transactions as part of an integrated, simultaneously-closing suite of secured financial contracts. (b) Guara...ntor further intends and agrees that (a) (i) this Guaranty is "a security agreement or arrangement or other credit enhancement" that is "related to" and provided "in connection with" the Repurchase Agreement and each Transaction is within the meaning of Sections 101(38A)(A), 101(47)(a)(v) and Section 741(7)(A)(xi) of Title 11 of the Bankruptcy United States Code (the "Bankruptcy Code") and is, therefore, (i) a "repurchase agreement" as that term is defined in Section 101(47)(A)(v) of the Bankruptcy Code, (ii) (A) a "securities contract" as that term is defined in Section 741 (7)(A)(xi) of the Bankruptcy Code and (iii) (B) a "master netting agreement" as that term is defined in Section 101 of the Bankruptcy Code, and (b) (ii) any party's right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with the Repurchase Agreement and this Guaranty is in each case a contractual right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection 14 with this Guaranty as described in Sections 555, 559 555 and 561 of the Bankruptcy Code. Code and (iii) any payments or transfers of property made with respect to this Guaranty shall be considered a "settlement payment" as such term is defined in Bankruptcy Code Sections 101(51A) and 741(8). Guarantor agrees that it shall not challenge, and hereby waives to the fullest extent available under applicable law its right to challenge, the characterization of this Guaranty, the Repurchase Agreement or any Transaction thereunder as either a "repurchase agreement," "securities contract" and/or or a "master netting agreement," agreement" within the meaning of the Bankruptcy Code. View More
Found in KKR Real Estate Finance Trust Inc. contract
Intent. VFN Guarantor (a) acknowledges that each of the Series 2020-SPIADVF1 Repurchase Agreement and each Transaction thereunder a "master netting agreement" as that term is defined in Section 101 of Title 11 of the United States Code, as amended and a "securities contract" as that term is defined in Section 741 of Title 11 of the United States Code, as amended and that all payments hereunder are deemed "margin payments" or "settlement payments" as defined in Title 11 of the United States Code, (b) int...ends and acknowledges that (a) this Guaranty is "a security agreement or arrangement or other credit enhancement" that is "related to" and provided "in connection with" the Series 2020-SPIADVF1 Repurchase Agreement and each Transaction thereunder and is within the meaning of Sections 101(38A)(A), 101(47)(a)(v) and 741(7)(A)(xi) of the Bankruptcy Code and is, therefore, (i) a "repurchase agreement" as that term is defined in "securities contract," within the meaning of Section 101(47)(A)(v) of 555 under the Bankruptcy Code, (ii) and a "securities contract" as that term is defined in "master netting agreement," within the meaning of Section 741 (7)(A)(xi) of 561 under the Bankruptcy Code and (iii) a "master netting agreement" as (c) intends and acknowledges that term is defined in Section 101 of the Bankruptcy Code, and (b) any party's right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with the Series 2020-SPIADVF1 Repurchase Agreement and this Guaranty is in each case a contractual right to cause the termination, liquidation or acceleration of, or to offset net termination values, payment amounts or other transfer obligations arising under or in connection with this Guaranty as described in Sections 555, 559 555 and 561 of the Bankruptcy Code. Guarantor agrees that it shall not challenge, and hereby waives to the fullest extent available under applicable law its right to challenge, the characterization of this Guaranty, the Repurchase Agreement or any Transaction thereunder as a "repurchase agreement," "securities contract" and/or "master netting agreement," within the meaning of the Bankruptcy Code. View More
Found in PennyMac Financial Services, Inc. contract
View Variations (4)
Intent. Guarantor intends for this Guarantee to be a credit enhancement related to a repurchase agreement, within the meaning of Section 101(47) of the Bankruptcy Code and, therefore, for this Guarantee to be itself a repurchase agreement, within the meaning of Section 101(47) and Section 559 of the Bankruptcy Code.
Found in InPoint Commercial Real Estate Income, Inc. contract
Intent. Guarantor intends for this Guarantee to be a credit enhancement related to (i) a repurchase agreement, within the meaning of Section 101(47) of the Bankruptcy Code and, therefore, for this Guarantee to be itself a repurchase agreement, within the meaning of Section 101(47) and Section 559 of the Bankruptcy Code; and (ii) a securities contract within the meaning of Section 741(7) of the Bankruptcy Code and, therefore, for this Guarantee to be itself a securities contract, within the meaning of Se...ction 741(7) and Section 555 of the Bankruptcy Code. View More
Found in Terra Secured Income Fund 5, LLC contract
View Variation
Intent. This Guaranty is intended to constitute a security agreement or other arrangement or other credit enhancement related to the Repurchase Agreement and Transactions thereunder as defined under Sections 101(47)(A)(v) and 741(7)(A)(xi) of the Bankruptcy Code.
Found in RADIAN GROUP INC contract
Intent. This Guaranty is intended to constitute a security agreement or other arrangement an "arrangement or other credit enhancement related to to" the Repurchase Agreement and Transactions thereunder as defined under Sections 101(47)(A)(v) and 741(7)(A)(xi) of the Bankruptcy Code.
Found in RMR Mortgage Trust contract
View Variation
Intent. To the extent that this Plan may be construed to be a plan maintained to provide deferred compensation, it is intended to be limited to a "select group of management or highly compensated employees" within the meaning of Section 201(2) of ERISA. The Plan is intended to be exempt from the participation, vesting, funding, and fiduciary requirements of Title 1 of ERISA, to the fullest extent permitted under the law. The Plan shall at all times be "unfunded" within the meaning of ERISA. This Plan an...d rights hereunder shall be subject to the Federal Deposit Insurance Act and the rules, regulations, policies and guidance of the Federal Deposit Insurance Corporation including, without limitation, 12 C.F.R. Part 359. View More
Found in FARMERS & MERCHANTS BANCORP contract
Intent. To the extent that this Plan may be construed to be a plan maintained to provide deferred compensation, it is intended to be limited to a "select group of management or highly compensated employees" within the meaning of Section 201(2) of ERISA. The Plan is intended to be exempt from the participation, vesting, funding, and fiduciary requirements of Title 1 of ERISA, to the fullest extent permitted under the law. The Plan shall at all times be "unfunded" within the meaning of ERISA. This Plan an...d rights hereunder shall be subject to the Federal Deposit Insurance Act and the rules, regulations, policies and guidance of the Federal Deposit Insurance Corporation including, without limitation, 12 C.F.R. Part 359. 12 24. Gender and Number. Where the context permits, words in any gender shall, include any other gender; words in the singular shall include the plural, and the plural shall include the singular. View More
Found in FARMERS & MERCHANTS BANCORP contract
View Variation