Miscellaneous Clause Example with 8 Variations from Business Contracts

This page contains Miscellaneous clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 Headings. The headings of the several sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding Agreement. This Agreement is not binding on the parties until it has been signed below on behalf of each party. It is then effective as of the Effective Date. 30.4 Amendments. No amendment or modification of this Agreement is valid or... binding on the parties unless made in writing and signed on behalf of each party. 30.5 Waiver. No waiver by either party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 Entire Agreement. This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations or understandings, either oral or written, between the parties relating to the subject matter hereof. 30.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 Independent Contractors. In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the power to bind the other party or incur obligations on the other party's behalf without the other party's prior written consent. 30.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties agree that neither party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, on such counterpart is not an original signature. 30.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow

Variations of a "Miscellaneous" Clause from Business Contracts

Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 Headings. The headings of the several sections Sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding 23.2Binding Agreement. This Second Restated Agreement is not binding on the parties Parties until it has been signed below on behalf of each party. Party. It is then effective as of the Effective Execution Date. 30.4 Amendmen...ts. 23.3Amendments. No amendment or modification of this Agreement is valid or binding on the parties unless made in writing (identifying the provision that is amended or modified) and signed on behalf of each party. 30.5 Waiver. Party. 23.4Waiver. No waiver by either party Party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 Entire No waiver of this Agreement is valid or binding on the Parties unless made in writing (identifying the provision that is waived) and signed on behalf of each Party. -49- [*]= Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. 23.5Entire Agreement. This Agreement embodies and the Research Agreement embody the entire understanding of the parties Parties and supersedes the Original License Agreement and the First Restated Agreement and all previous communications, representations or understandings, either oral or written, between the parties Parties relating to the subject matter hereof. 30.7 Invalidity. 23.6Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 Independent 23.7Independent Contractors. In performing their respective duties under this Agreement, each of the parties Parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties Parties hereto, or be construed to evidence the intention of the parties Parties to establish any such relationship. Neither party Party will have the power to bind the other party Party or incur obligations on the other party's Party's behalf without the other party's Party's prior written consent. 30.9 Counterparts. 23.8Construction. Except where the context otherwise requires, wherever used, the use of any gender will be applicable to all genders, and the word "or" is used in the inclusive sense. When used in this Agreement, "including" means "including without limitation". References to either Party include the successors and permitted assigns of that Party. The Recitals are incorporated by reference into this Agreement. The headings of this Agreement are for convenience of reference only and in no way define, describe, extend or limit the scope or intent of this Agreement or the intent of any provision contained in this Agreement. The Parties have each consulted counsel of their choice regarding this Agreement, and, accordingly, no provisions of this Agreement will be construed against either Party on the basis that the Party drafted this Agreement or any provision thereof. The official text of this Agreement, any notice given or accounts or statements required by this Agreement, and any dispute proceeding related to or arising hereunder, will be in English. If any dispute concerning the construction or meaning of this Agreement arises, then reference will be made only to this Agreement as written in English and not to any translation into any other language. 23.9Counterparts. This Second Restated Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Second Restated Agreement, a facsimile (including a PDF image delivered via email) copy of this Second Restated Agreement, including the signature pages, will be deemed an original. The parties Parties agree that neither party Party will have any rights to challenge the use or authenticity of a counterpart of this Second Restated Agreement based solely on that its signature, or the signature of the other party, Party, on such counterpart is not an original signature. 30.10 Execution. The terms - Signature Page Follows - -50- [*]= Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and conditions of this Agreement shall (ii) would be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. competitively harmful if publicly disclosed. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and B. A. 30.2 Headings. The headings of the several sections Paragraphs are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding Agreement. This Agreement is not binding on the parties until it has been signed below on behalf of each party. It is then effective as of the Effective Date. 30.4 Amendments. No amendment or modification of this Agreeme...nt is valid or binding on the parties unless made in writing and signed on behalf of each party. 30.5 Waiver. No waiver by either party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 Entire Agreement. This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations or understandings, either oral or written, between the parties relating to the subject matter hereof. 30.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 Independent Contractors. In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the power to bind the other party or incur obligations on the other party's behalf without the other party's prior written consent. 30.9 No Strict Construction; Interpretation. This Agreement has been prepared jointly and will not be strictly construed against either party. Ambiguities, if any, in this Agreement will not be construed against any party, irrespective of which party may be deemed to have authored the ambiguous provision. Except where expressly stated otherwise in this Agreement, the following rules of interpretation apply to this Agreement: (i) "include," "includes" and "including" are not limiting; (ii) "hereof," "hereto," "herein" and "hereunder" and words of similar import when used in this Agreement refer to this Agreement as a whole and not to any particular provision of this Agreement; (iii) words of one gender include the other gender; (iv) references to a contract or other agreement mean such contract or other agreement as from time to time amended, modified or supplemented; (v) references to a Person are also to its permitted successors and assigns; (vi) references to an "Article," "Section," "Paragraph," "Appendix" or "Schedule" refer to an Article, Paragraph or Section of, or Appendix or Schedule to, this Agreement, unless expressly stated otherwise; (vii) the word "or" will not be exclusive; (viii) references to "written" or "in writing" include in electronic form; (ix) the word "will" will be construed to have the same meaning and effect as the word "shall"; (x) references to a law include any amendment or modification to such law and any rules and regulations issued thereunder, whether such amendment or modification is made, or issuance of such rules and regulations occurs, before or after the date of this Agreement; (xi) a reference to any person or entity includes such person's or entity's successors and permitted assigns; and (xii) headings of each Paragraph, Article and Section in this Agreement have been inserted for convenience of reference only and are not intended to limit or expand on the meaning of the language contained in the particular Paragraph, Article or Section. 30.10 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties agree that neither party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, on such counterpart is not an original signature. 30.10 30.11 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) [***] days of after when the execution copy is circulated for signatures. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 Headings. The headings of the several sections Sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding 23.2Binding Agreement. This Agreement is not binding on the parties Parties until it has been signed below on behalf of each party. Party. It is then effective as of the Original Effective Date. 30.4 Amendments. 23.3Amendment...s. No amendment or modification of this Agreement is valid or binding on the parties unless made in writing (identifying the provision that is amended or modified) and signed on behalf of each party. 30.5 Waiver. Party. 23.4Waiver. No waiver by either party Party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 Entire No waiver of this Agreement is valid or binding on the Parties unless made in writing (identifying the provision that is waived) and signed on behalf of each Party. 23.5Entire Agreement. This Agreement embodies and the Research Agreement embody the entire understanding of the parties Parties and supersedes the Original License Agreement and all previous communications, representations or understandings, either oral or written, between the parties Parties relating to the subject matter hereof. 30.7 Invalidity. 23.6Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 Independent 23.7Independent Contractors. In performing their respective duties under this Agreement, each of the parties Parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties Parties hereto, or be construed to evidence the intention of the parties Parties to establish any such relationship. Neither party Party will have the power to bind the other party Party or incur obligations on the other party's Party's behalf without the other party's Party's prior written consent. 30.9 Counterparts. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 55 23.8Construction. Except where the context otherwise requires, wherever used, the use of any gender will be applicable to all genders, and the word "or" is used in the inclusive sense. When used in this Agreement, "including" means "including without limitation". References to either Party include the successors and permitted assigns of that Party. The Recitals are incorporated by reference into this Agreement. The headings of this Agreement are for convenience of reference only and in no way define, describe, extend or limit the scope or intent of this Agreement or the intent of any provision contained in this Agreement. The Parties have each consulted counsel of their choice regarding this Agreement, and, accordingly, no provisions of this Agreement will be construed against either Party on the basis that the Party drafted this Agreement or any provision thereof. The official text of this Agreement, any notice given or accounts or statements required by this Agreement, and any dispute proceeding related to or arising hereunder, will be in English. If any dispute concerning the construction or meaning of this Agreement arises, then reference will be made only to this Agreement as written in English and not to any translation into any other language. 23.9Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties Parties agree that neither party Party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, Party, on such counterpart is not an original signature. 30.10 Execution. The terms - Signature Page Follows - [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and conditions filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days Securities Exchange Act of when the execution copy is circulated for signatures. 1934, as amended. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 Headings. The headings of the several sections Sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding 23.2Binding Agreement. This Third Restated Agreement is not binding on the parties Parties until it has been signed below on behalf of each party. Party. It is then effective as of the Effective Execution Date. 30.4 Amendment...s. 23.3Amendments. No amendment or modification of this Agreement is valid or binding on the parties unless made in writing (identifying the provision that is amended or modified) and signed on behalf of each party. 30.5 Waiver. Party. -46- 9745235_1.docx 23.4Waiver. No waiver by either party Party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 Entire No waiver of this Agreement is valid or binding on the Parties unless made in writing (identifying the provision that is waived) and signed on behalf of each Party. 23.5Entire Agreement. This Agreement embodies and the Research Agreement embody the entire understanding of the parties Parties and supersedes the Original License Agreement, the First Restated Agreement, the Second Restated Agreement and all previous communications, representations or understandings, either oral or written, between the parties Parties relating to the subject matter hereof. 30.7 Invalidity. 23.6Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 Independent 23.7Independent Contractors. In performing their respective duties under this Agreement, each of the parties Parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties Parties hereto, or be construed to evidence the intention of the parties Parties to establish any such relationship. Neither party Party will have the power to bind the other party Party or incur obligations on the other party's Party's behalf without the other party's Party's prior written consent. 30.9 Counterparts. 23.8Construction. Except where the context otherwise requires, wherever used, the use of any gender will be applicable to all genders, and the word "or" is used in the inclusive sense. When used in this Agreement, "including" means "including without limitation". References to either Party include the successors and permitted assigns of that Party. The Recitals are incorporated by reference into this Agreement. The headings of this Agreement are for convenience of reference only and in no way define, describe, extend or limit the scope or intent of this Agreement or the intent of any provision contained in this Agreement. The Parties have each consulted counsel of their choice regarding this Agreement, and, accordingly, no provisions of this Agreement will be construed against either Party on the basis that the Party drafted this Agreement or any provision thereof. The official text of this Agreement, any notice given or accounts or statements required by this Agreement, and any dispute proceeding related to or arising hereunder, will be in English. If any dispute concerning the construction or meaning of this Agreement arises, then reference will be made only to this Agreement as written in English and not to any translation into any other language. 23.9Counterparts. This Third Restated Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Third Restated Agreement, a facsimile (including a PDF image delivered via email) copy of this Third Restated Agreement, including the signature pages, will be deemed an original. The parties Parties agree that neither party Party will have any rights to challenge the use or authenticity of a counterpart of this Third Restated Agreement based solely on that its signature, or the signature of the other party, Party, on such counterpart is not an original signature. 30.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A Appendices A, B and B. C.. 30.2 Headings. The headings of the several sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 Binding Agreement. This Agreement is not binding on the parties until it has been signed below on behalf of each party. It is then effective as of the Effective Date. 28 30.4 Amendments. No amendment or modification of thi...s Agreement is valid or binding on the parties unless made in writing and signed on behalf of each party. 30.5 Waiver. No The delay or failure to assert a right or to insist upon compliance with any term or condition of this Agreement shall not constitute a waiver, or excuse a similar or subsequent failure to perform any such term or condition. A valid waiver must be executed in writing and signed by either the party of any breach or default of any of granting the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. waiver. 30.6 Entire Agreement. This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations or understandings, either oral or written, between the parties relating to the subject matter hereof. 30.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement, the particular provision, to the extent permitted by law, shall be reasonably construed and equitably reformed to be valid and enforceable and if the provision at issue is a commercial term, it shall be equitably reformed so as to maintain the overall economic benefits of the Agreement as originally agreed upon by the parties, and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 HHMI Beneficiary Status. HHMI is not a party to this Agreement and has no liability to Licensee, its Affiliates, any Sublicensee, or user of anything covered by this Agreement, but HHMI is an intended third-party beneficiary of this Agreement and certain of its provisions are for the benefit of HHMI and are enforceable by HHMI in its own name. 30.9 Independent Contractors. In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the power to bind the other party or incur obligations on the other party's behalf without the other party's prior written consent. 30.9 30.10 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties agree that neither party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, on such counterpart is not an original signature. 30.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 Exhibit A. 25.2 Headings. The headings of the several sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 25.3 Binding Agreement. This Agreement is not binding on the parties Parties until it has been signed below on behalf of each party. Party. It is then effective as of the Effective Date. 30.4 NE Comm Lic UCSF Surrozen SF16-193... Page 20 of SECTIONPAGES \* MERGEFORMAT 24 25.4 Amendments. No amendment or modification of this Agreement is valid or binding on the parties Parties unless made in writing and signed on behalf of each party. 30.5 Party. 25.5 Waiver. No waiver by either party Party of any breach Material Breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach Material Breach or default. 30.6 25.6 Entire Agreement. This Agreement embodies the entire understanding of the parties Parties relating to the subject hereof and supersedes all previous communications, representations or understandings, either oral or written, between the parties Parties relating to the subject matter hereof. 30.7 25.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 25.8 Independent Contractors. In performing their respective duties under this Agreement, each of the parties Parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties Parties hereto, or be construed to evidence the intention of the parties Parties to establish any such relationship. Neither party Party will have the power to bind the other party Party or incur obligations on the other party's Party's behalf without the other party's Party's prior written consent. 30.9 25.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties Parties agree that neither party Party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, Party, on such counterpart is not an original signature. 30.10 25.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and B. 30.2 A. 32.2 Headings. The headings of the several sections are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 32.3 Binding Agreement. This Agreement is not binding on the parties until it has been signed below on behalf of each party. It is then effective as of the Effective Date. 30.4 32.4 Amendments. No amendment or modification of this Agr...eement is valid or binding on the parties unless made in writing and signed on behalf of each party. 30.5 32.5 Waiver. No waiver by either party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 32.6 Entire Agreement. This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations or understandings, either oral or written, between the parties relating to the subject matter hereof. 30.7 [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. 35 32.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 32.8 Independent Contractors. In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the power to bind the other party or incur obligations on the other party's behalf without the other party's patty's prior written consent. 30.9 32.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties agree that neither party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, on such counterpart is not an original signature. 30.10 32.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow
Miscellaneous. This Agreement includes the attached Appendix A and Appendix B. 30.2 29.2 Headings. The headings of the several sections Paragraphs are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. 30.3 29.3 Binding Agreement. This Agreement is not binding on the parties until it has been signed below on behalf of each party. It is then effective as of the Effective Date. 30.4 29.4 Amendments. No amendment or modific...ation of this Agreement is valid or binding on the parties unless made in writing and signed on behalf of each party. 30.5 29.5 Waiver. No waiver by either party of any breach or default of any of the agreements contained herein will be deemed a waiver as to any subsequent and/or similar breach or default. 30.6 29.6 Entire Agreement. This Agreement embodies the entire understanding of the parties and supersedes all previous communications, representations or understandings, either oral or written, between the parties relating to the subject matter hereof. 30.7 29.7 Invalidity. In case any of the provisions contained in this Agreement is held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions of this Agreement and this Exclusive License SF2012-063 Page 29 of 34 Agreement will be construed as if such invalid, illegal or unenforceable provisions had never been contained in it. 30.8 29.8 Independent Contractors. In performing their respective duties under this Agreement, each of the parties will be operating as an independent contractor. Nothing contained herein will in any way constitute any association, partnership, or joint venture between the parties hereto, or be construed to evidence the intention of the parties to establish any such relationship. Neither party will have the power to bind the other party or incur obligations on the other party's behalf without the other party's prior written consent. 30.9 29.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which together shall constitute one and the same Agreement. For purposes of executing this Agreement, a facsimile (including a PDF image delivered via email) copy of this Agreement, including the signature pages, will be deemed an original. The parties agree that neither party will have any rights to challenge the use or authenticity of a counterpart of this Agreement based solely on that its signature, or the signature of the other party, on such counterpart is not an original signature. 30.10 29.10 Execution. The terms and conditions of this Agreement shall be considered by The Regents to be withdrawn from the Licensee's consideration and the Agreement itself to be null and void, unless this Agreement is executed by both The Regents and the Licensee within thirty (30) days of when the execution copy is circulated for signatures. View More Arrow