Grouped Into 17 Collections of Similar Clauses From Business Contracts
This page contains Relationship of Parties clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Relationship of Parties. Borrower and Lenders acknowledge, understand and agree that the relationship between Borrower, on the one hand, and Lenders, on the other, is, and at all time shall remain solely that of a borrower and lender. Neither Collateral Agent nor Lenders shall under any circumstances be construed to be a partner or a joint venturer of Borrower or any of its Affiliates; nor shall Collateral Agent or Lenders under any circumstances be deemed to be 33 in a relationship of confidence or trust or a fiduciary... relationship with Borrower or any of its Affiliates, or to owe any fiduciary duty to Borrower or any of its Affiliates. Neither Collateral Agent nor any Lender undertakes or assumes any responsibility or duty to Borrower or any of its Affiliates to select, review, inspect, supervise, pass judgment upon or otherwise inform Borrower or any of its Affiliates of any matter in connection with its or their Property, any Collateral held by Collateral Agent or Lenders or the operations of Borrower or any of its Affiliates. Borrower and each of its Affiliates shall rely entirely on their own judgment with respect to such matters, and any review, inspection, supervision, exercise of judgment or supply of information undertaken or assumed by Collateral Agent or any Lender in connection with such matters is solely for the protection of Collateral Agent and Lenders and neither Borrower nor any Affiliate is entitled to rely thereon.View More
Relationship of Parties. Borrower Co-Borrowers and Lenders Lender acknowledge, understand and agree that the relationship between Borrower, each Co-Borrower, on the one hand, and Lenders, Lender, on the other, is, and at all time times shall remain solely that of a borrower and lender. Neither Collateral Agent nor Lenders Lender shall not, under any circumstances circumstances, be construed to be a partner or a joint venturer of Borrower any Co-Borrower or any of its Affiliates; nor shall Collateral Agent or Lenders Len...der, under any circumstances circumstances, be deemed to be 33 in a relationship of confidence or trust or a fiduciary relationship with Borrower any Co-Borrower or any of its Affiliates, or to owe any fiduciary duty or any other duty to Borrower any Co-Borrower or any of its Affiliates. Neither Collateral Agent nor any Lender undertakes or assumes any responsibility or duty to Borrower any Co-Borrower or any of its Affiliates to select, review, inspect, supervise, pass judgment upon or otherwise inform Borrower any Co-Borrower or any of its Affiliates of any matter in connection with its or their Property, any Collateral held by Collateral Agent or Lenders Lender or the operations of Borrower any Co-Borrower or any of its Affiliates. Borrower Each Co-Borrower and each of its Affiliates shall rely entirely on their own judgment with respect to such matters, and any review, inspection, supervision, exercise of judgment or supply of information undertaken or assumed by Collateral Agent or any Lender in connection with such matters is solely for the protection of Collateral Agent and Lenders Lender and neither Borrower no Co-Borrower nor any Affiliate is entitled to rely thereon. View More
Relationship of Parties. Borrower and Lenders Lender acknowledge, understand and agree that the relationship between Borrower, on the one hand, and Lenders, Lender, on the other, is, and at all time times shall remain solely that of a borrower and lender. Neither Collateral Agent nor Lenders Lender shall not, under any circumstances circumstances, be construed to be a partner or a joint venturer of Borrower or any of its Affiliates; nor shall Collateral Agent or Lenders Lender, under any circumstances circumstances, be ...deemed to be 33 in a relationship of confidence or trust or a fiduciary relationship with Borrower or any of its Affiliates, or to owe any fiduciary duty or any other duty to Borrower or any of its Affiliates. Neither Collateral Agent nor any Lender undertakes or assumes any responsibility or duty to Borrower or any of its Affiliates to select, review, inspect, supervise, pass judgment upon or otherwise inform Borrower or any of its Affiliates of any matter in connection with its or their Property, any Collateral held by Collateral Agent or Lenders Lender or the operations of Borrower or any of its Affiliates. Borrower and each of its Affiliates shall rely entirely on their own judgment with respect to such matters, and any review, inspection, supervision, exercise of judgment or supply of information undertaken or assumed by Collateral Agent or any Lender in connection with such matters is solely for the protection of Collateral Agent and Lenders Lender and neither Borrower nor any Affiliate is entitled to rely thereon. 49 14. Confidentiality. All information (other than periodic reports filed by Borrower with the Securities and Exchange Commission) disclosed by Borrower to Collateral Agent or Lender in writing or through inspection pursuant to this Agreement that (x) is marked as confidential by Borrower at the time of disclosure, or (y) should reasonably be understood to be confidential (the "Confidential Information") shall be considered confidential. Accordingly, Lender and the Collateral Agent agree that any Confidential Information it may obtain in the course of acquiring, administering, or perfecting Collateral Agent's security interest in the Collateral shall not be disclosed to any other Person or entity in any manner whatsoever, in whole or in part, without the prior written consent of Borrower, except that Lender and the Collateral Agent may disclose any such information: (a) to its own directors, officers, employees, accountants, counsel and other professional advisors and to its Affiliates if Lender or the Collateral Agent in their sole discretion determines that any such party should have access to such information in connection with such party's responsibilities in connection with the Loans or this Agreement and, provided that such recipient of such Confidential Information either (i) agrees to be bound by the confidentiality provisions of this paragraph or (ii) is otherwise subject to confidentiality restrictions that reasonably protect against the disclosure of Confidential Information; (b) if such information is generally available to the public; (c) if required or appropriate in any report, statement or testimony submitted to any governmental authority having or claiming to have jurisdiction over Lender or the Collateral Agent; (d) if required or appropriate in response to any summons or subpoena or in connection with any litigation, to the extent permitted or deemed advisable by Lender's or the Collateral Agent's counsel; (e) to comply with any legal requirement or law applicable to Lender or the Collateral Agent; (f) to the extent reasonably necessary in connection with the exercise of any right or remedy under any Loan Document, including Collateral Agent's sale, lease, or other disposition of Collateral after default; (g) to any participant or assignee of Lender or the Collateral Agent or any prospective participant or assignee (other than any Disqualified Lender); provided, that such participant or assignee or prospective participant or assignee agrees in writing to be bound by this Section prior to disclosure; or (h) otherwise with the prior consent of Borrower; provided, that any disclosure made in violation of this Agreement shall not affect the obligations of Borrower or any of its Affiliates under this Agreement or the other Loan Documents. View More
Relationship of Parties. Borrower Each Co-Borrower and Lenders acknowledge, understand Lender acknowledges, understands and agree agrees that the relationship between Borrower, each Co-Borrower, on the one hand, and Lenders, Lender, on the other, is, and at all time times shall remain solely that of a borrower and lender. Neither Collateral Agent nor Lenders Lender shall not, under any circumstances circumstances, be construed to be a partner or a joint venturer of Borrower any Co-Borrower or any of its Affiliates; nor ...shall Collateral Agent or Lenders Lender, under any circumstances circumstances, be deemed to be 33 in a relationship of confidence or trust or a fiduciary relationship with Borrower any Co-Borrower or any of its Affiliates, or to owe any fiduciary duty or any other duty to Borrower any Co-Borrower or any of its Affiliates. Neither Collateral Agent nor any Lender undertakes or assumes any responsibility or duty to Borrower any Co-Borrower or any of its Affiliates to select, review, inspect, supervise, pass judgment upon or otherwise inform Borrower any Co-Borrower or any of its Affiliates of any matter in connection with its or their Property, any Collateral held by Collateral Agent or Lenders Lender or the operations of Borrower any Co-Borrower or any of its Affiliates. Borrower Each Co-Borrower and each of its Affiliates shall rely entirely on their own judgment with respect to such matters, and any review, inspection, supervision, exercise of judgment or supply of information undertaken or assumed by Collateral Agent or any Lender in connection with such matters is solely for the protection of Collateral Agent and Lenders Lender and neither Borrower no Co-Borrower nor any Affiliate is entitled to rely thereon. View More
Relationship of Parties. The Consultant shall perform the Services as an "independent contractor" and not as an employee or agent of Company. The Consultant is not authorized to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, Company or to bind Company in any manner. The Consultant shall not be entitled to any benefits, coverage or privileges, including, without limitation, social security, unemployment, medical or pension payments, made available to employees of C...ompany. The Consultant will be fully responsible for all taxes, contributions and insurance coverage applicable to the Consultant.View More
Relationship of Parties. The Consultant shall perform the Services as an "independent contractor" and not as an employee or agent of the Company. The Consultant is not authorized to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, the Company or to bind the Company in any manner. The Consultant shall not be entitled to any benefits, coverage or privileges, including, without limitation, social security, unemployment, medical or pension payments, made available to em...ployees of Company. the Company; provided, however, and for the avoidance of doubt, that the foregoing shall not restrict the Consultant from receiving any benefits pursuant to the Transition Agreement by and between him and the Company (the "Transition Agreement"). The Consultant will be fully responsible for all taxes, contributions and insurance coverage applicable to the Consultant. Consultant, other than as described in the Transition Agreement. View More
Relationship of Parties. (a) Independent Contractor. Consultant is an independent contractor and is not an agent or employee of, and has no authority to bind, the Company by contract or otherwise. Consultant will perform the Services under the general direction of the Company, but Consultant will determine, in Consultant's sole discretion, the manner and means by which the Services are accomplished, subject to the requirement that Consultant shall at all times comply with applicable law. Consultant will indemnify the Co...mpany and hold it harmless from and against all claims, damages, losses and expenses, including reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed by law on the Company as a result of Consultant's failure to comply with the foregoing provision. (b) Employment Taxes and Benefits. Consultant will report as self-employment income all compensation received by Consultant pursuant to this Agreement. Consultant will indemnify the Company and hold it harmless from and against all claims, damages, losses and expenses, including reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed by law on the Company to pay any withholding taxes, social security, unemployment or disability insurance, or similar items in connection with compensation received by Consultant pursuant to this Agreement. Consultant will not be entitled to receive any vacation or illness payments, or to participate in any plans, arrangements, or distributions by the Company pertaining to any bonus, stock option, profit sharing, insurance or similar benefits for the Company's employees. (c) Liability Insurance. Consultant will maintain adequate insurance to protect Consultant from the following: (i) claims under workers' compensation and state disability acts; (ii) claims for damages because of bodily injury, sickness, disease or death that arise out of any negligent act or omission of Consultant; and (iii) claims for damages because of injury to or destruction of tangible or intangible property, including loss of use resulting therefrom, that arise out of any negligent act or omission of Consultant.View More
Relationship of Parties. (a) 4.1 Independent Contractor. Consultant is an independent contractor and is not an agent or employee of, and has no authority to bind, the Company by contract or otherwise. Consultant will perform the Services under the general direction of the Company, but the Consultant will determine, in the Consultant's sole discretion, the manner and means by which the Services services are accomplished, subject to the requirement that Consultant shall will at all times comply with applicable law. Compan...y has no right or authority to control the manner or means by which the services are accomplished. 4.2 Taxes; No Entitlement to Benefits. The Consultant will report as income all compensation received by the Consultant pursuant to this Agreement. The Consultant will indemnify the Company and hold it harmless from and against all claims, damages, losses losses, costs and expenses, including 2 reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed failure by law on the Company as a result of Consultant's failure Consultant to comply with report income received from the foregoing provision. (b) Employment Taxes and Benefits. Consultant will report as self-employment income all compensation received by Consultant pursuant to this Agreement. Consultant will indemnify the Company and hold it harmless from and against all claims, damages, losses and expenses, including reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed by law on the Company to pay any withholding taxes, social security, unemployment or disability insurance, or similar items in connection with compensation received by Consultant pursuant to this Agreement. Company. The Consultant will not be entitled to receive any vacation or illness payments, payments or to participate in any plans, arrangements, or distributions by the Company pertaining to any bonus, stock option, profit sharing, insurance or similar benefits for the Company's employees. (c) Liability Insurance. Consultant will maintain adequate insurance to protect Consultant from the following: (i) claims under workers' compensation and state disability acts; (ii) claims for damages because of bodily injury, sickness, disease or death that arise out of any negligent act or omission of Consultant; and (iii) claims for damages because of injury to or destruction of tangible or intangible property, including loss of use resulting therefrom, that arise out of any negligent act or omission of Consultant.View More
Relationship of Parties. (a) Independent Contractor. Consultant is an independent contractor and is not an agent or employee of, and has no authority to bind, hind, the Company by contract or otherwise. Consultant will perform the Services under the general direction of the Company, but Consultant will determine, in Consultant's sole discretion, the manner and means by which the Services are accomplished, subject to the requirement that Consultant shall at all times comply with applicable law. Consultant will indemnify ...the Company and hold it harmless from and against all claims, damages, losses and expenses, including reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed by law on the Company as a result of Consultant's failure to comply with the foregoing provision. (b) Employment Taxes and Benefits. Consultant will report as self-employment income all compensation received by Consultant pursuant to this Agreement. Consultant will indemnify the Company and hold it harmless from and against all claims, damages, losses and expenses, including reasonable fees and expenses of attorneys and other professionals, relating to any obligation imposed by law on the Company to pay any withholding taxes, social security, unemployment or disability insurance, or similar items in connection with compensation received by Consultant pursuant to this Agreement. Consultant will not be entitled to receive any vacation or illness payments, or to participate in any plans, arrangements, or distributions by the Company pertaining to any bonus, stock option, profit sharing, insurance or similar benefits for the Company's employees. (c) Liability Insurance. Consultant will maintain adequate insurance to protect Consultant from the following: (i) claims under workers' compensation and state disability acts; (ii) claims for damages because of bodily injury, sickness, disease or death that arise out of any negligent act or omission of Consultant; and (iii) claims for damages because of injury to or destruction of tangible or intangible property, including loss of use resulting therefrom, that arise out of any negligent act or omission of Consultant.View More
Relationship of Parties. This Agreement creates no relationship other than those of producer/seller and purchaser between the Parties hereto. Except as expressly provided herein, there is no partnership, joint venture or other joint or mutual enterprise or undertaking created hereby and neither Party, or any of such Party's representatives, agents or employees, will be deemed to be the representative or employee of the other Party. Except as expressly provided herein or as otherwise specifically agreed in writing, neith...er Party will have authority to act on behalf of or bind the other Party.View More
Relationship of Parties. This Agreement creates no relationship other than those Except for the terms of producer/seller and purchaser between the Parties hereto. Except as services arrangement expressly provided herein, there is no partnership, joint venture or other joint or mutual enterprise or undertaking created hereby and neither Party, or any of such Party's representatives, agents or employees, will be deemed to be the representative or employee of the other Party. Except as expressly provided herein or as other...wise specifically agreed in writing, neither Party will have authority to act on behalf of or bind the other Party. Notwithstanding the foregoing, the Parties acknowledge that Bunge is a member of Producer and has certain rights related thereto. View More
Relationship of Parties. I acknowledge that my relationship with the Company is "terminable at will" by either party and that the Company or I can terminate the relationship with or without cause and without following any specific procedures. Nothing contained in this Non-Compete Agreement is intended to or shall be relied upon to alter the "terminable at will" relationship between the parties. I agree that my obligations in this Non-Compete Agreement shall survive the termination of my employment from the Company for a...ny reason and shall be binding upon my successors, heirs, executors and representatives. (OGRSURT19) 11. Modifications and Other Agreements. I agree that the terms of this Non-Compete Agreement may not be modified except by a written agreement signed by both me and the Company. This Non-Compete Agreement shall not supersede any other restrictive covenants to which I may be subject under an employment contract, benefit program or otherwise, such that the Company may enforce the terms of any and all restrictive covenants to which I am subject. The obligations herein are in addition to and do not limit any obligations arising under applicable statutes and common law.View More
Relationship of Parties. I acknowledge that my relationship with the Company is "terminable at will" by either party and that the Company or I can terminate the relationship with or without cause and without following any specific procedures. Nothing contained in this Non-Compete Agreement is intended to or shall be relied upon to alter the "terminable at will" relationship between the parties. I agree that my obligations in this Non-Compete Agreement shall survive the termination of my employment from the Company for a...ny reason and shall be binding upon my successors, heirs, executors and representatives. (OGRSURT19) (ORSU15) 11. Modifications and Other Agreements. I agree that the terms of this Non-Compete Agreement may not be modified except by a written agreement signed by both me and the Company. This Non-Compete Agreement shall not supersede any other restrictive covenants to which I may be subject under an employment contract, benefit program or otherwise, such that the Company may enforce the terms of any and all restrictive covenants to which I am subject. The obligations herein are in addition to and do not limit any obligations arising under applicable statutes and common law.View More
Relationship of Parties. Nothing contained in this Lease shall be deemed or construed as creating the relationship of principal and agent or of partnership or joint venture between the parties hereto, it being understood and agreed that neither the method of computing Rent nor any other provision contained herein nor any acts of the parties hereto shall be deemed to create any relationship between the parties hereto other than that of landlord and tenant.
Relationship of Parties. Nothing contained in this Lease herein shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of a partnership or a joint venture between the parties hereto, it being understood and agreed that neither the method of computing computation of Rent nor any other provision contained herein nor any acts of the parties hereto this Lease shall be deemed to create any relationship between the parties hereto other than that the r...elationship of landlord Landlord and tenant. Tenant. View More
Relationship of Parties. Nothing contained in this Lease herein shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of a partnership or a joint venture between the parties hereto, it being understood and agreed that neither the method of computing Rent computation of rent nor any other provision contained provisions set forth herein nor any acts of the parties hereto herein shall be deemed to create any relationship between the parties hereto... other than that the relationship of landlord and tenant. View More
Relationship of Parties. The Borrowers and the Lender agree that the relationship among them shall be solely that of debtor and creditor. Nothing contained in this Amended and Restated Revolving Credit Note or in any other Loan Document shall be deemed to create a partnership, tenancy-in-common, joint tenancy, joint venture or co-ownership by or among the Borrowers and the Lender. The Lender shall not be in any way responsible or liable for debts, losses, obligations or duties of the Borrowers with respect to the collat...eral described in the Loan Documents or otherwise. The Borrowers, at all times consistent with the terms and provisions of this Amended and Restated Revolving Credit Note and the Loan Documents, shall be free to determine and follow its own policies and practices in the conduct of their business.View More
Relationship of Parties. The Borrowers and the Lender agree that the relationship among them shall be solely that of debtor and creditor. Nothing contained in this Amended and Restated Revolving Credit Swingline Note or in any other Loan Document shall be deemed to create a partnership, tenancy-in-common, joint tenancy, joint venture or co-ownership by or among the Borrowers and the Lender. The Lender shall not be in any way responsible or liable for debts, losses, obligations or duties of the Borrowers with respect to ...the collateral described in the Loan Documents or otherwise. The Borrowers, at all times consistent with the terms and provisions of this Amended and Restated Revolving Credit Swingline Note and the Loan Documents, shall be free to determine and follow its own policies and practices in the conduct of their business. View More
Relationship of Parties. It is understood by the parties that NBM is an independent contractor with respect to 30DC, and not an employee of 30DC. 30DC will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of NBM.
Relationship of Parties. It is understood by the parties that NBM Pinskier is an independent contractor with respect to 30DC, and not an employee of 30DC. 30DC will not provide fringe benefits, including health insurance benefits, paid vacation, retirement benefits or any other employee benefit, for the benefit of NBM. Pinskier.
Relationship of Parties. The Parties agree that in performing their responsibilities pursuant to this Agreement, they are in the position of independent contractors. This Agreement is not intended to create, nor does it create and shall not be construed to create, a relationship of partner or joint venturer or any association for profit between Bank and Company.
Relationship of Parties. The Parties Bank and Company agree that in performing their responsibilities pursuant to this Agreement, they are in the position of independent contractors. This Agreement is not intended to create, nor does it create and shall not be construed to create, a relationship of partner or joint venturer or any association for profit between and among Bank and Company.
Relationship of Parties. Nothing herein contained shall create or be deemed or construed to create a joint venture or partnership between Company and Holder, Holder is acting hereunder as a lender only.
Relationship of Parties. Nothing herein contained shall create or be deemed or construed to create a joint venture or partnership between Company Maker and Holder, Holder is acting hereunder as a lender only.
