Amendment and Miscellaneous Sample Clauses

The Amendment and Miscellaneous clause defines how changes to the agreement can be made and addresses various additional provisions not covered elsewhere in the contract. Typically, it requires that any amendments or modifications to the contract be made in writing and agreed upon by all parties, and may also include catch-all terms such as governing law, severability, or entire agreement statements. This clause ensures that the contract remains clear and enforceable by setting formal procedures for changes and covering miscellaneous legal points that support the overall integrity of the agreement.
Amendment and Miscellaneous. (a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and the writing is signed by the Executive and Jefferson. A waiver of any breach of or compliance with any provision or condition of this Agreement is not a waiver of similar or dissimilar provisions or conditions. This Agreement may be executed in one or more counterparts, all of which will be considered one and the same agreement. (b) All notices and other communications hereunder will be in writing and will be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:
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Amendment and Miscellaneous. 12.1 Any amendment to this Agreement may only be effective after the Parties have duly signed a written agreement to do so. 12.2 The headings of all parts of this Agreement are for convenience only, and such headings shall not define in any way or restrict or expand the content or meaning of this Agreement or its terms. 12.3 This Agreement shall become effective upon the date when both Parties sign and seal on this Agreement, and will supersede any previous oral or written understanding or agreement between the Parties. 12.4 This Agreement shall be made in quadruplicate of the same legal effect, with each Party holding one copy and the rest for submission or sending to the Registration Authority or other governmental department (if necessary). Legal Representative Or Authorized Representative: Legal Representative Or Authorized Representative: I. The Transferor, the Target Company, the Ultimate Target Company and the actual controller company explicitly make the following representations and warranties to the Transferee on the date hereof: 1. Information Provided by the Transferor, the Target Company and the Ultimate Target Company During the due diligence against the Target Company and the Ultimate Target Company by the Transferee and the drafting and negotiation of this Agreement, and prior to the date of completion of this Director Change, all information, documents and materials provided for the transaction contemplated hereunder (including but not limited to the financial documents of the Target Company and the Ultimate Target Company) are authentic, complete, accurate and not misleading, and contain no other facts or matters that may cause any Adverse Effect. 2. Matters Related to the Target Company and the Ultimate Target Company (1) The Target Company is a limited liability company legally incorporated and validly existing under the PRC Laws, and its current registered capital is RMB100,000,000, which has been paid in full, and there is no pledge, other security interest or third party right or interest thereon. The Ultimate Target Company is a limited liability company legally incorporated and validly existing under the PRC Laws, and its current registered capital is RMB100,000,000, which has been paid in full, and there is no pledge, other security interest or third party right or interest thereon. (2) Except for those disclosed to the Transferee in writing by the Transferor, the Transferor has all shareholder’s rights and interests in and to the...
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Amendment and Miscellaneous. 7.1 Any amendment or termination of this Agreement shall be effected only by a written agreement signed by both Parties. 7.2 This Agreement constitutes the full and entire understanding and agreement among the Parties with regard to the subjects hereof and supersedes all other agreements between or among any of the Parties with respect to the subject matter hereof. After the execution and delivery of this Agreement, to the extent that there is any conflict between this Agreement and any provision of any other agreement, arrangement or understanding, the terms and conditions of this Agreement shall prevail. 7.3 If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be severed from the remainder of this Agreement, which shall remain in full force and effect unless the severed provision is essential to the rights or benefits intended by the Parties. 7.4 This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 7.5 This Agreement is executed in triplicate; each Party holds one copy, and the Company retains one copy. All copies have equal legal effect.
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Amendment and Miscellaneous 
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Related to Amendment and Miscellaneous

  • Governing Law Miscellaneous This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York for contracts to be wholly performed in such state and without giving effect to the principles thereof regarding the conflict of laws. Each of the parties consents to the exclusive jurisdiction of the federal courts whose districts encompass any part of the City of New York or the state courts of the State of New York sitting in the City of New York in connection with any dispute arising under this Agreement or any of the other Transaction Agreements and hereby waives, to the maximum extent permitted by law, any objection, including any objection based on FORUM NON CONVENIENS, to the bringing of any such proceeding in such jurisdictions. To the extent determined by such court, the Company shall reimburse the Lender for any reasonable legal fees and disbursements incurred by the Lender in enforcement of or protection of any of its rights under any of the Transaction Agreements. Failure of any party to exercise any right or remedy under this Agreement or otherwise, or delay by a party in exercising such right or remedy, shall not operate as a waiver thereof. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of each of the parties hereto. All pronouns and any variations thereof refer to the masculine, feminine or neuter, singular or plural, as the context may require. A facsimile transmission of this signed Agreement shall be legal and binding on all parties hereto. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original. The headings of this Agreement are for convenience of reference and shall not form part of, or affect the interpretation of, this Agreement. If any provision of this Agreement shall be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remainder of this Agreement or the validity or enforceability of this Agreement in any other jurisdiction. This Agreement may be amended only by an instrument in writing signed by the party to be charged with enforcement thereof. This Agreement supersedes all prior agreements and understandings among the parties hereto with respect to the subject matter hereof.