Overall Intent Sample Clauses

The "Overall Intent" clause defines the general purpose and guiding principles behind the agreement or contract. It typically outlines the shared objectives of the parties involved, clarifying the context and the spirit in which the contract should be interpreted. For example, it may state that both parties aim to collaborate in good faith to achieve a mutually beneficial outcome. This clause serves to provide interpretive guidance, ensuring that the contract is understood and enforced in line with its intended goals, and helps resolve ambiguities by referencing the overarching intent of the agreement.
Overall Intent. It is the intention of the Lenders that the Lenders shall share in any payments delivered by, and any amounts received in connection with the exercise of any remedies against, the Buyer ratably among the Lenders. In furtherance of the foregoing, each Lender covenants and agrees that the priorities of their respective liens and security interests in the Collateral shall be equal and the Collateral shall secure the Obligations ratably in accordance with the Lenders’ pro rata share thereof. Said priority shall exist and be enforceable irrespective of the time or order of attachment or perfection of any lien or security interest or the time or order of filing of any financing statements or other documents. The lien priority provisions of this Agreement are for the benefit of and shall be enforceable directly by the Lenders.
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Overall Intent. It is the intention of the Banks that, following the Reference Date, they shall share in any Reallocable Payments received following the Reference Date pro rata to their respective proportions of the Combined Outstandings.
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Overall Intent. To incorporate knowledge of the legal system and how they impact treatment of individuals in both civil and correctional health care settings; to identify key components necessary to transition from fellowship to independent practice
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Overall Intent. It is the intention of the Lenders that, following the occurrence of any Debt Limit Excession or any Sharing Date, they shall share in any payments delivered by, or any amounts resulting from Set-Off against, the U.S. Borrower, the Canadian Borrower or the Australian Borrower to cure such Debt Limit Excession (until the Debt Limit Excession is cured or until a Sharing Date occurs), and after any Sharing Date in any Reallocable Payments received, pro rata to their respective proportions of the Combined Outstandings. It is the further intention of the Lenders that the pari passu sharing arrangements set forth in this Article 3 shall never require that any Lender purchase and continue to hold participations in an aggregate amount greater than such Lender's Aggregate Commitments under any applicable Credit Agreements.
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Related to Overall Intent

  • Investment Intent (a) The Holder of this Option, by acceptance hereof, acknowledges that this Option and the Shares to be issued upon exercise hereof (collectively, the "Securities") are being acquired for the Holder's own account for investment purposes only and not with a view to, or with any present intention of, distributing or reselling any of such Securities. The Holder acknowledges and agrees that the Securities have not been registered under the Securities Act or under any state securities laws, and that the Securities may not be, directly or indirectly, sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act and registration or qualification under applicable state securities laws, except pursuant to an available exemption from such registration. The Holder also acknowledges and agrees that neither the Securities Exchange Commission ("SEC") nor any securities commission or other governmental authority has: (i) approved the transfer of the Securities or passed upon or endorsed the merits of the transfer of the Securities; or (ii) confirmed the accuracy of, determined the adequacy of, or reviewed this Option. The Holder has such knowledge, sophistication and experience in financial, tax and business matters in general, and investments in securities in particular, that it is capable of evaluating the merits and risks of this investment in the Securities, and the Holder has made such investigations in connection herewith as it deemed necessary or desirable so as to make an informed investment decision without relying upon the Company for legal or tax advice related to this investment. (b) The certificates evidencing any Shares issued upon the exercise of this Option shall have endorsed thereon (except to the extent that the restrictions described in any such legend are no longer applicable) the following legend, appropriate notations thereof will be made in the Company's stock transfer books, and stop transfer instructions reflecting these restrictions on transfer will be placed with the transfer agent of the Shares. THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR APPLICABLE STATE SECURITIES LAWS. THESE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO REGISTRATION UNDER THE SECURITIES ACT AND REGISTRATION OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO AN AVAILABLE EXEMPTION THEREFROM. NO TRANSFER OF THE SECURITIES REPRESENTED HEREBY MAY BE MADE IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION UNLESS THERE SHALL HAVE BEEN DELIVERED TO THE ISSUER A WRITTEN OPINION OF UNITED STATES COUNSEL OF RECOGNIZED STANDING, IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, TO THE EFFECT THAT SUCH TRANSFER MAY BE MADE WITHOUT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND REGISTRATION OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS.

  • General Intent The parties agree that the purpose of the procedures set out in this article is to maintain good relations between employees and management by providing methods of resolving complaints quickly and fairly.

  • Investment Intention The Purchaser is acquiring the Shares for its own account, for investment purposes only and not with a view to the distribution (as such term is used in Section 2(11) of the Securities Act of 1933, as amended (the "Securities Act") thereof. Purchaser understands that the Shares have not been registered under the Securities Act and cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available.

  • Status and Investment Intent (a) Status of the Purchaser. The Purchaser is either (i) an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act or (ii) not a “U.S. person” within the meaning of Regulation S under the Securities Act.

  • PURPOSE AND INTENT The general purpose of this Agreement is to set forth terms and conditions of employment, and to promote orderly and peaceful labor relations for the mutual interest of the Employer and the employees.