Miscellaneous Clause Example with 31 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 Amendment shall be deemed to be a contract made under the laws of the State of Ohio and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. This Amendment may be executed in any number of counterparts and eac...h of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The Rights Agent and the Company hereby waive any notice requirement under the Agreement pertaining to the matters covered by this Amendment.View More
Variations of a "Miscellaneous" Clause from Business Contracts
Miscellaneous. (a) Except as otherwise expressly provided, or unless the context otherwise requires, capitalized terms used in this Amendment shall have the respective meanings assigned to them in the Rights Agreement. (b) This Amendment shall be deemed to be a contract made under the internal and substantive laws of the State of Ohio Washington and for all purposes shall be governed by and construed in accordance with the internal and substantive laws of such State applicable to contracts to be made and perfo...rmed entirely within such State, except as to the rights and obligations otherwise indicated in Section 32 of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. Agreement. (c) If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The invalidated; provided, however, that nothing in this Section 6(c) will affect the ability of the Company under the provisions of Section 27 of the Rights Agent Agreement to supplement or amend this Amendment to replace such invalid, void or unenforceable term, provision, covenant or restriction with a legal, valid and enforceable term, provision, covenant or restriction. (d) Descriptive headings of the several Sections of this Amendment are inserted for convenience only and will not control of affect the meaning or construction of any of the provisions hereof. (e) This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the Company hereby waive any notice requirement under same instrument. A signature to this Amendment transmitted electronically shall have the Agreement pertaining to the matters covered by this Amendment. same authority, effect, and enforceability as an original signature. View More
Miscellaneous. (a) Except as otherwise expressly provided, or unless the context otherwise requires, capitalized terms used herein shall have the respective meanings assigned to them in the Rights Agreement. (b) This Amendment shall be deemed to be a contract made under the internal and substantive laws of the State of Ohio Delaware and for all purposes shall be governed by and construed in accordance with the internal and substantive laws of such State applicable to contracts to be made and performed entirely... within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. State. (c) If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The invalidated; provided, however, that nothing in this Section 3(c) will affect the ability of the Company under the provisions of Section 27 of the Rights Agent Agreement to supplement or amend this Amendment to replace such invalid, void or unenforceable term, provision, covenant or restriction with a legal, valid and enforceable term, provision, covenant or restriction. (d) Descriptive headings of the several Sections of this Amendment are inserted for convenience only and will not control of affect the meaning or construction of any of the provisions hereof. (e) This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the Company hereby waive any notice requirement under same instrument. A signature to this Amendment transmitted electronically shall have the Agreement pertaining to the matters covered by this Amendment. same authority, effect, and enforceability as an original signature. View More
Miscellaneous. (a) Severability. If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, then such term, provision, covenant or restriction shall be enforced to the maximum extent permissible, and the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. (b) Governing Law. This A...mendment Amendment, the Rights Agreement and each Right Certificate issued hereunder or thereunder shall be deemed to be a contract made under the laws of the State of Ohio Delaware and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. State. (c) Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. If any term, provision, covenant or restriction (d) Descriptive Headings. Descriptive headings of the several sections of this Amendment is held by a court and the Rights Agreement are inserted for convenience only and shall not control or affect the meaning or construction of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder any of the terms, provisions, covenants provisions hereof or thereof. (e) Entire Agreement. This Amendment and restrictions the Rights Agreement, and all of this Amendment the provisions hereof and thereof, shall remain in full force be binding upon and effect inure to the benefit of the Company and shall in no way be affected, impaired or invalidated. The the Rights Agent and their respective successors and permitted assigns and executors, administrators and heirs. This Amendment, together with the Company hereby waive any notice requirement under Rights Agreement, sets forth the Agreement pertaining entire agreement and understanding between the parties hereto as to the matters covered subject matter hereof and thereof and merges with and supersedes all prior discussions and understandings of any and every nature among them. Without limiting the foregoing, the Rights Agent shall not be subject to, nor required to interpret or comply with, or determine if any person has complied with, the Stipulation even though reference thereto may be made in this Amendment and the Rights Agreement. (f) Further Assurances. The Company and the Rights Agent shall cooperate and take such action as may be reasonably requested by the other party in order to carry out the transactions and purposes of this Amendment. Amendment, the Rights Agreement, and the transactions contemplated hereunder and/or thereunder. View More
Miscellaneous. (a) Except as otherwise expressly provided, or unless the context otherwise requires, capitalized terms used in this Amendment shall have the respective meanings assigned to them in the Rights Agreement. (b) This Amendment shall be deemed to be a contract made under the internal and substantive laws of the State of Ohio Nevada and for all purposes shall be governed by and construed in accordance with the internal and substantive laws of such State applicable to contracts to be made and performed... entirely within such State, except as to the rights and obligations otherwise indicated in Section 32 of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. Agreement. (c) If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The invalidated; provided, however, that nothing in this Section 4(c) will affect the ability of the Company under the provisions of Section 26 of the Rights Agent Agreement to supplement or amend this Amendment to replace such invalid, void or unenforceable term, provision, covenant or restriction with a legal, valid and enforceable term, provision, covenant or restriction. (d) Descriptive headings of the several Sections of this Amendment are inserted for convenience only and will not control or affect the meaning or construction of any of the provisions hereof. (e) This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the Company hereby waive any notice requirement under same instrument. A signature to this Amendment executed and/or transmitted electronically shall have the Agreement pertaining to the matters covered by this Amendment. same authority, effect, and enforceability as an original signature. View More
Miscellaneous. (a) Except as otherwise expressly provided, or unless the context otherwise requires, capitalized terms used in this Amendment shall have the respective meanings assigned to them in the Rights Agreement. (b) This Amendment shall be deemed to be a contract made under the internal and substantive laws of the State of Ohio Washington and for all purposes shall be governed by and construed in accordance with the internal and substantive laws of such State applicable to contracts to be made and perfo...rmed entirely within such State, except as to the rights and obligations otherwise indicated in Section 32 of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. Agreement. (c) If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The invalidated; provided, however, that nothing in this Section 4(c) will affect the ability of the Company under the provisions of Section 27 of the Rights Agent Agreement to supplement or amend this Amendment to replace such invalid, void or unenforceable term, provision, covenant or restriction with a legal, valid and enforceable term, provision, covenant or restriction. (d) Descriptive headings of the several Sections of this Amendment are inserted for convenience only and will not control or affect the meaning or construction of any of the provisions hereof. (e) This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the Company hereby waive any notice requirement under same instrument. A signature to this Amendment executed and/or transmitted electronically shall have the Agreement pertaining to the matters covered by this Amendment. same authority, effect, and enforceability as an original signature. View More
Miscellaneous. This Amendment shall be deemed to be a contract made under the laws of the State of Ohio and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts made and to be made and performed entirely within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. State. This Amendment may be executed in any number of coun...terparts and by facsimile and electronic transmission (including by .pdf) and each of such counterparts shall for all purposes be deemed to be an original, and all of such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants covenants, and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The Rights Agent and the Company hereby waive any notice requirement under the Agreement pertaining to the matters covered by this Amendment. [Remainder of page intentionally blank. Signatures follow.] View More
Miscellaneous. (a) Severability. If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, then such term, provision, covenant or restriction shall be enforced to the maximum extent permissible, and the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. (b) Governing Law. This A...mendment shall be deemed to be a contract made under the laws of the State of Ohio Delaware and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. State. (c) Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. If any term, provision, covenant or restriction (d) Descriptive Headings. Descriptive headings of the several sections of this Amendment is held by a court are inserted for convenience only and shall not control or affect the meaning or construction of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder any of the terms, provisions, covenants provisions hereof or thereof. (e) Entire Agreement. This Amendment and restrictions the Rights Agreement, and all of this Amendment the provisions hereof and thereof, shall remain in full force be binding upon and effect inure to the benefit of the Company and shall in no way be affected, impaired or invalidated. The the Rights Agent and their respective successors and permitted assigns and executors, administrators and heirs. This Amendment, together with the Company hereby waive any notice requirement under Rights Agreement, sets forth the Agreement pertaining entire agreement and understanding between the parties hereto as to the matters covered subject matter hereof and thereof and merges with and supercedes all prior discussions and understandings of any and every nature among them. Without limiting the foregoing, the Rights Agent shall not be subject to, nor required to interpret or comply with, or determine if any person has complied with, the Merger Agreement even though reference thereto may be made in this Amendment and the Rights Agreement. (f) Further Assurances. The Company and the Rights Agent shall cooperate and take such action as may be reasonably requested by the other party in order to carry out the transactions and purposes of this Amendment. Amendment, the Rights Agreement, and the transactions contemplated hereunder and/or thereunder. View More
Miscellaneous. (a) Except as expressly set forth herein, the Rights Agreement shall not by implication or otherwise be supplemented or amended by virtue of this Amendment, but shall remain in full force and effect, as amended hereby. This Amendment shall be deemed to be a contract made under the laws of the State of Ohio and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State, except as to the ...rights and obligations a part of the Rights Agent, which shall be governed by Agreement, and construed all terms, conditions, representations, warranties, covenants and agreements set forth in accordance with the laws Rights Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed. To the extent that there is a conflict between the terms and provisions of the Commonwealth Rights Agreement and this Amendment, the terms and provisions of Massachusetts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have govern for purposes of the same authority, effect, and enforceability as an original signature. subject matter of this Amendment only. (b) If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. The Rights Agent (c) This Amendment shall be deemed to be a contract made under the laws of the State of Delaware and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State. (d) This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the Company hereby waive any notice requirement under same instrument. (e) This Amendment shall be deemed effective as of the Agreement pertaining to the matters covered by this Amendment. date first written above, as if executed on such date. View More
Miscellaneous. This Second Amendment shall be deemed to be a contract made under the laws of the State of Ohio Maryland and for all purposes shall be governed by and construed in accordance with the laws of such State state applicable to contracts to be made and performed entirely within such State, except as to the rights and obligations of the Rights Agent, which shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts. state. This Second Amendment may be executed i...n any number of counterparts and counterparts, each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Second Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, effect and enforceability as an original signature. If any term, provision, covenant or restriction of this Second Amendment is held by a court of competent jurisdiction or other authority to be invalid, void illegal or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Second Amendment shall remain in full force and effect and shall in no way be affected, effected, impaired or invalidated. The Rights Agent and the Company hereby waive any notice requirement under the Agreement pertaining to the matters covered by this Amendment.View More
Miscellaneous. This Amendment shall be deemed to be a contract made under the laws of the State of Ohio Delaware and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts to be made and performed entirely within such State, except as to State; provided, however, that all provisions, regarding the rights rights, duties, obligations and obligations liabilities of the Rights Agent, which Agent shall be governed by and construed in accordance with the... laws of the Commonwealth State of Massachusetts. New York applicable to contracts made and to be performed entirely within such State. This Amendment may be executed in any number of counterparts (including by facsimile or PDF) and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. A signature to this Amendment executed and/or transmitted electronically shall 2 have the same authority, effect, and enforceability as an original signature. If any term, provision, covenant or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated. Except as otherwise expressly provided herein, or unless the context otherwise requires, capitalized terms used herein shall have the respective meanings assigned to them in the Rights Agreement. The Rights Agent and the Company hereby waive any notice requirement under the Rights Agreement pertaining to the matters covered by this Amendment. View More
