Overriding Clause Samples

The Overriding clause establishes that its terms take precedence over any conflicting provisions in the agreement or related documents. In practice, this means that if there is any inconsistency between the Overriding clause and other clauses, the terms of the Overriding clause will govern. This ensures clarity and avoids disputes by clearly identifying which terms control in the event of a conflict, thereby preventing ambiguity and potential legal challenges.
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Overriding. Principle Any dispute arising out of or relating to this -------------------- Contract shall be resolved exclusively by the procedures set out in this Article 20. First, there shall be friendly discussions between the Shareholders based on the overriding principle that the Shareholders have agreed to establish the Company in order to generate maximum profits for each of the Shareholders.
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Overriding. Royalty Interests in various ▇▇▇▇▇ located in Midland, ▇▇▇▇▇▇, Howard, Garza, ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ Counties, TX. Outside Activities other than Oil & Gas Investments: 1. Church and community volunteer work from time to time. 2. Current board member of Family Dynamics Institute (501C3) Nonprofit. 3. Current board member of ▇▇▇▇▇▇ Ministries (501C3) Non Profit 4. Real estate investment partnerships a. CMC Realty Partners b. ▇▇▇▇ ▇▇▇▇▇▇▇▇ Partners, Ltd. ▇. ▇▇▇▇▇▇ Ave Development Partners d. Treepoint Partners, Ltd. e. Trinity Tower Partners f. Granite Development Partners g. Best-Star Development Partners
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Overriding. A steering input by the driver shall override the steering action of the system. The steering control effort necessary to override the directional control provided by the system shall not exceed 50 N. The system may remain active, provided that priority is given to the driver during the overriding period." Paragraph 5.6.4.7., amend to read: "5.6.4.7. Critical situation A situation is deemed to be critical when, at the time a lane change manoeuvre starts, an approaching vehicle in the target lane would have to decelerate at a higher level than 3m/s², 0.4 seconds after the lane change manoeuvre has started, to ensure the distance between the two vehicles is never less than that which the lane change vehicle travels in 1 second. The resulting critical distance at the start of the lane change manoeuvre shall be calculated using the following formula: Scritical = (vrear - vACSF) * tB + (vrear - vACSF)2 / (2 * a) + vACSF * tG Where: vrear is The actual speed of the approaching vehicle or 130 km/h whatever value is lower vACSF is The actual speed of the ACSF vehicle a = 3 m/s² (Deceleration of the approaching vehicle) tB = 0.4 s (Time after the start of the lane change manoeuvre at which the deceleration of the approaching vehicle starts) tG = 1 s (Remaining gap of the vehicles after the deceleration of the approaching vehicle)." Paragraph 2., amend to read:
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Overriding. Royalty Interests in various ▇▇▇▇▇ located in Midland, ▇▇▇▇▇▇, Howard, Garza, ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ Counties, TX. These interests have been owned individually for over 15 years.
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Overriding. Effect This Agreement and the other documents attached hereto or referred to herein integrate all the terms and conditions mentioned herein and/or incidental hereto and supersede all oral negotiations and prior writings in respect of the subject matter hereof. In the event of any conflict between the terms, conditions and provisions of this Agreement and any agreement or document attached hereto or referred to herein, the terms, conditions and provisions of this Agreement shall prevail.
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Overriding. This agreement supercedes and overrides any previous agreement between the customer and Gazebo , written , oral or presumptive. 1. SERVICE LEVEL AGREEMENT:
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Overriding. Royalty Interests in various ▇▇▇▇▇ located in Midland, ▇▇▇▇▇▇, Howard, Garza, ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ Counties, TX. Outside Activities other than Oil & Gas Investments: 1. Church and community volunteer work from time to time. 2. Current board member of Family Dynamics Institute (501C3)
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Overriding. A steering input by the driver shall override the steering action of the system. The steering control effort necessary to override the directional control provided by the system shall not exceed 50 N. The system may remain activated (standby mode) provided that priority is given to the driver during the overriding period.
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Related to Overriding

  • Royalty Licensee shall pay Licensor a royalty equal to the Royalty Rate times Net Sales.

  • Net Profits Net Profits (which is the excess of Profits over Losses) for each Fiscal Year of the Company shall be allocated as follows: a. First to reverse any Net Losses allocated to a Member solely as a result of the application of the limitation of Section 2.1.2(b) to another Member; thereafter b. To the Members, in proportion to the Distributions received by the Members under Section 3 for the Fiscal Year.

  • Royalties This agreement entitles the author to no royalties or other fees. To such extent as legally permissible, the author waives his or her right to collect royalties relative to the article in respect of any use of the article by the Journal Owner or its sublicensee.

  • Production Royalty So long as this Lease is in force, a Production Royalty shall be due Lessor during any period of commercial production from the claims. One hundred percent (100%) of all cumulative Minimum Advance Royalty paid by Lessee and received by Lessor can be deducted from the Production Royalty due Lessor. Production Royalty shall be payable on all minerals regardless of what stage in the milling, refining, upgrading or other processing the minerals may be, which are mined from the claims ("leased substances") and sold to a buyer. Production Royalty shall be calculated and paid as follows: (1) The Production Royalty will be calculated as a percentage of Net Smelter Returns ("NSR"). Net Smelter Returns is defined as the dollar amount actually received by Lessee from the sale of any leased substances less Lessee's actual costs, if any, of (a) transportation to a smelter or refiner, (b) off site refining charges and smelter charges, and (c) charges as described in this section B, subsection 9, related to Lessor taking its royalty in kind from the sale of all leased substances. (2) The Production Royalty on the sale of all leased substances other than gold, silver and platinum shall be three percent (3%) of the Net Smelter Return. (3) The Production Royalty percentage rate for the sale of all gold, silver or platinum contained in leased substances from the claims will be based upon the average daily price of gold on the London Metal Exchange ("LME") for the twenty (20) trading days immediately preceding the date of sale of such leased substances: less than $375 3% greater than $375, but less than $475 4% $475 or more 5% (4) In addition to the Production Royalty payable under subsection B(1) of this Section V, Lessee shall pay to Lessor as Production Royalty hereunder a like percentage of the gross amount paid before any deductions whatsoever of any bonus, subsidy or tax credit (but not any Mining Lease Independence Gold Range 061705 federal income tax depletion allowance available to Lessee) which are calculated directly in proportion to the amount of gold or other metal produced. (5) The Production Royalty payable to Lessor-by Lessee to under this Agreement shall be based solely on the payments actually received by Lessee for leased substances produced from the claims and delivered to a refinery, smelter or other purchaser. Lessee shall have no obligation to account to Lessor, and Lessor shall have no interest or right of participation in, any profits or proceeds of futures contracts, forward sales, hedging or other similar marketing mechanisms used by Lessee concerning any leased substances from the claims. (6) In the event the United States or other public authority imposes the payment of any new royalty on production from the mining claims (whether a gross, net smelter returns, net proceeds, net profits or other form of royalty) the amount of NSR that Lessor would otherwise receive shall be reduced by whatever the amount of royalty imposed by the United States or other public authority, further provided that, the foregoing notwithstanding, in no event shall Lessor's percentage of NSR be reduced below 2.5% as it would have been calculated without deduction of any new royalty on production by the United States or other public authority. (7) Unless taken in kind by Lessor, the Production Royalty shall be determined quarterly on the basis such that payments will be determined as of and payable within forty five (45) days after the last day of each calendar quarter during which Lessee receives any net Smelter returns. (8) It is mutually understood and agreed that Lessor shall have the right and option to take its production royalty in kind in the form in which Lessee sells such leased substances. On or before October 1 of each calendar year commencing with the year 2006, Lessor shall give Lessee written notice of whether Lessor elects to take its production royalty in kind throughout the following calendar year. If Lessor fails to give such notice for the first calendar year in which it is eligible to take its production royalty in kind, Lessor shall be deemed to have elected not to take its production royalty in kind for that calendar year. If Lessor fails to give such notice by October 1st of any subsequent year, the election then in effect will continue throughout the following calendar year. Lessor hereby agrees that each election to take or not to take its production royalty in kind Mining Lease Independence Gold Range 061705 shall remain in effect for calendar year increments and that all persons or entities constituting the Lessor shall be required to make the same election whether or not to take in kind. If Lessor elects to take its production royalty in kind, an account will be established in Lessor's name with any buyers, smelters, refiners or other processors to whom leased substances are shipped from the premises. Such buyers, smelters, refiners or other processors will be instructed to automatically deliver Lessor's share of production to Lessor's account after accounting for the allowable deductions in calculation of Lessor's percentage of NSR. If Lessor elects to take its production royalty in kind, it shall bear all risks associated with taking its production royalty in kind, and shall bear all additional costs incurred by Lessee as a result of Lessor's taking in kind. Such additional costs will be considered a deduction against the NSR and will include but not be limited to increased costs due to separate accounts, pourings, storage, insurance, security, transportation and monitoring. Lessor shall have the right to reasonably inspect procedures used by Lessee to make payment in kind, and at its option, Lessor, or its agent, shall have the right to be present to observe sampling and splitting procedures and to review all records and procedures related to division of leased substances for the purpose of taking in kind.

  • Leasehold Interests Each lease or agreement to which the Company is a party under which it is a lessee of any property, real or personal, is a valid and subsisting agreement without any default of the Company thereunder and, to the best of the Company's knowledge, without any default thereunder of any other party thereto. No event has occurred and is continuing which, with due notice or lapse of time or both, would constitute a default or event of default by the Company under any such lease or agreement or, to the best of the Company's knowledge, by any other party thereto. The Company's possession of such property has not been disturbed and, to the best of the Company's knowledge, no claim has been asserted against the Company adverse to its rights in such leasehold interests.