THE PARTIES HERETO MUTUALLY AGREE Sample Clauses
The clause titled "THE PARTIES HERETO MUTUALLY AGREE" serves as a formal introduction indicating that all parties involved in the agreement are consenting to the terms that follow. Typically, this clause precedes a list of specific obligations, rights, or conditions that both parties have negotiated and accepted. By clearly stating mutual agreement, it ensures that the commitments outlined are recognized as binding on all signatories, thereby establishing a foundation of consensus and reducing the risk of disputes over consent or understanding of the contract's terms.
THE PARTIES HERETO MUTUALLY AGREE. A. The CITY may terminate this Agreement at any time, upon written notice, in the event the project is to be abandoned or indefinitely postponed, or because of the ENGINEER’S inability to proceed with the work.
1. Notwithstanding the foregoing, this Agreement will not terminate under paragraph V. if the party receiving such notice begins, within seven days of receipt of such notice, to correct its substantial failure to perform and proceeds diligently to cure such failure within no more than thirty (30) days of receipt thereof; provided, however, that if and to the extent such substantial failure cannot be reasonably cured within such 30 day period, and if such party has diligently attempted to cure the same and thereafter continues diligently to cure the same, then the cure period provided for herein shall extend up to, but in no case more than, 60 days after the date of receipt of the notice.
2. In the event of termination by CITY for convenience or by ENGINEER for cause, ENGINEER, in addition to invoicing for those items identified in paragraph IV above, shall be entitled to invoice CITY and to payment of a reasonable amount for services and expenses directly attribut- able to termination, both before and after the effective date of termination, such as reassignment of personnel, costs of terminating contracts with ENGINEER subcontractors, and other related close-out costs.
B. That the field notes and other pertinent drawings and documents pertaining to the project shall become the property of the CITY upon completion or termination of the ENGINEER’S services in accordance with this Agreement; and there shall be no restriction or limitation on their further use by the CITY. Provided, however, that to the extent permitted under applicable law, CITY shall indemnify and hold ENGINEER harmless from any and all claims, damages or causes of action which arise out of such further use when such further use is not in connection with the project. Notwithstanding anything to the contrary herein, any and all underlying intellectual property, if any (unless provided by CITY), shall remain the property of ENGINEER such that ENGINEER may continue to perform its business in the ordinary course. Upon payment in full, ENGINEER shall grant CITY an irrevocable, non- exclusive, royalty-free license to use the same for the purposes contemplated under this Agreement.
C. That the services to be performed by the ENGINEER under the terms of this Agreement are personal and cannot...
THE PARTIES HERETO MUTUALLY AGREE. A. That the right is reserved to the CITY to terminate this agreement at any time, upon written notice, in the event the PROJECT is to be abandoned or indefinitely postponed, or because of the ENGI- ▇▇▇▇’▇ inability to proceed with the work.
THE PARTIES HERETO MUTUALLY AGREE. A. Termination due to failure to fulfill the Consultant’s obligations, the Owner may take over the work and prosecute the same to completion by contract or otherwise. In such a circumstance the Consultant shall be liable to the Owner for additional costs incurred by the Owner.
B. The specifications, plans and other deliverables shall become the property of the Owner upon delivery or termination of the Services in accordance with this Contract. The Owner shall not hold the Consultant and subconsultants liable upon the Owner’s reuse of any part of deliverables, and there shall be no restriction or limitation on their further use by the Owner. Consultant’s seal and name shall not be reproduced on such documents if reused by the Owner.
C. The services to be performed by the Consultant under the terms of this Contract are personal and cannot be assigned sublet or transferred without specific consent of the Owner.
D. In the event of unavoidable delays in the progress of the work, reasonable extensions in the time will be granted by the Owner, provided, however, that the Consultant shall request extensions in writing giving the reason therefore.
E. Unless otherwise provided in this Contract, the Consultant and agents, servants, employees, or sub-Consultants shall have no responsibility for the discovery, presence, handling, removal, or disposal of or exposure of persons to hazardous materials in any form at the project site, including but not limited to asbestos, asbestos products, polychlorinated biphenyl (PCB) or other toxic substances.
F. It is further agreed that this Contract and all contracts entered into under the provisions of this Contract shall be binding upon the parties hereto and their successors and assigns.
G. For good cause, and as consideration for executing this Contract, the Consultant, acting herein by and through its authorized agent, hereby conveys, sells, assigns, and transfers to the Owner all right, title, and interest in and to all causes of action it may now or hereafter require under the anti-trust laws of the United States and the State of Kansas, relating to the particular product, products, or services purchased or acquired by the Owner pursuant to this Contract.
H. Neither the Owner’s review, approval or acceptance of, nor payment for, any of the work or services required to be performed by the Consultant under this Contract shall be construed to operate as a waiver of any right under this Contract or any cause of action arising ou...
THE PARTIES HERETO MUTUALLY AGREE. A. That the right is reserved to the CITY to terminate this agreement at any time, upon written notice, in the event the PROJECT is to be abandoned or indefinitely postponed, or because of the CONSULTANT’S inability to proceed with the work, or because the services of the CONSULTANT are unsatisfactory; PROVIDED, however, that in any case the CONSULTANT shall be paid the reasonable value of the services rendered up to the time of termination on the basis of the provisions of this agreement, but in no case shall payment be more than the CONSULTANT’S actual costs plus a fee for profit based upon a fixed percentage of the CONSULTANT’S actual costs.
B. That the original tracings for the final Engineering Plans and other pertinent drawings and documents pertaining to the PROJECT shall become the property of the CITY upon completion or termination of the CONSULTANT in accordance with this agreement; and there shall be no restriction or limit on their further use by the CITY.
C. That the services, except for surveying, to be performed by the CONSULTANT under the terms of this agreement are personal and can not be assigned, sublet or transferred without specific consent of the CITY.
D. In the event of unavoidable delays in the progress of the work contemplated by this agreement, reasonable extensions in the time allotted for the work will be granted by the CITY, provided however, that the CONSULTANT shall request extensions, in writing, giving the reasons therefore.
E. It is further agreed that this agreement and all contracts entered into under the provisions of this agreement shall be binding upon the parties hereto and their successors and assigns.
THE PARTIES HERETO MUTUALLY AGREE. A. That the right is reserved to the CITY to terminate this agreement at any time, upon thirty
THE PARTIES HERETO MUTUALLY AGREE. A. Deliverables shall become the property of the OWNER upon delivery or termination of the Services in accordance with this Agreement. The OWNER shall not hold the CONSULTANT and subconsultants liable upon the OWNER'S reuse of any part of deliverables, and there shall be no restrictions or limitations on their further use by the OWNER. CONSULTANT’S seal and name shall not be reproduced on such documents if reused by the OWNER.
THE PARTIES HERETO MUTUALLY AGREE. A. That the right is reserved to the CITY to terminate this AGREEMENT at any time, upon written notice, in the event the project is to be abandoned or indefinitely postponed, or because of the ARCHITECT’S inability to proceed with the work, or because the services of the ARCHITECT are unsatisfactory; PROVIDED, however, that in any case the ARCHITECT shall be paid the reasonable value of the services rendered up to the time of termination on the basis of the provisions of this AGREEMENT, but in no case shall payment be more than the ARCHITECT’S actual costs plus a fee for profit based upon a fixed percentage of the ARCHITECT’S actual costs.
THE PARTIES HERETO MUTUALLY AGREE. 1. That the Engineer will begin work within 10 days after receiving the signed Agreement and will prosecute the work in a diligent manner and will complete the work on schedule.
2. That if the Engineer is requested to perform services which are not within the scope of services described in this Agreement, such extra work shall be paid for at a mutually agreed upon hourly rate, plus 100 percent, plus out of pocket expenses resulting from such work.
3. That this Agreement and all contracts entered under this Agreement shall be binding upon the parties hereto and their successors and assigns; provided that neither party shall assign, sub-let or transfer their interest in this Agreement or contracts entered into under this Agreement, without written consent of the other party.
THE PARTIES HERETO MUTUALLY AGREE. A. That either party may terminate this Agreement if the other commits a material breach of this Agreement; provided, however, that the terminating party has given the other party written notice of the breach and the other party has failed to remedy or cure the breach within thirty (30) days of such notice. If PEPSI terminates the Agreement as set forth herein, as the exclusive right or remedy available to PEPSI, the GOLF DIVISION shall waive its claim to the unpaid portion of the annual support funds earned during the current contract year. If GOLF DIVISION terminates the Agreement as set forth herein, as the exclusive right or remedy available to GOLF DIVISION, PEPSI shall, within thirty (30) days of termination, pay to GOLF DIVISION the full amount of the annual support funds which would be due under this agreement had it continued to the term anniversary.
B. It is specifically agreed between the parties executing this contract, that it is not intended by any of the provisions of any part of this contract to create the public or any member thereof a third-party beneficiary hereunder, or to authorize anyone not a party to this contract to maintain a suit for damages pursuant to the terms or provisions of this contract.
C. The failure or forbearance to enforce any term of this agreement shall not constitute a waiver of such term and nothing herein shall limit the remedies for breach available at law.
D. GOLF DIVISION represents and warrants to PEPSI that the execution, delivery and performance of the Agreement by GOLF DIVISION will not violate any agreements with, or rights of, third parties.
E. This Agreement contains the entire agreement between the parties and superseded all other agreements between the parties with respect to the subject matter hereof. This agreement may be amended or modified only by a writing signed by each of the parties.
THE PARTIES HERETO MUTUALLY AGREE. A. It is specifically agreed between the parties executing this Agreement, that it is not intended by any of the provisions of any part of this Agreement to create in the public or any member thereof the status of a third-party beneficiary hereunder, or to authorize anyone not a party to this Agreement to maintain a suit for damages pursuant to the terms or provisions of this Agreement.
B. The failure or forbearance to enforce any term of this Agreement shall not constitute a waiver of such term and nothing herein shall limit the remedies for breach available at law.
C. GOLF DIVISION represents and warrants to PEPSI that the execution, delivery and performance of this Agreement by GOLF DIVISION will not violate any agreements with, or rights of, third parties.
D. This Agreement contains the entire agreement between the parties and supersedes all other agreements between the parties with respect to the subject matter hereof. This Agreement may be amended or modified only by a writing signed by each of the parties.
E. Except as may otherwise be required by law or legal process, neither party shall disclose to unrelated third parties the terms and conditions of this Agreement without the consent of the other party. The parties recognize that this Agreement is subject to disclosure on request under the Kansas Open Records Act, and no consent or prior notice of disclosure under the provisions of that Act need be sought or provided.
F. PEPSI and GOLF DIVISION shall not be obligated to resolve any claim or dispute related to the contract by arbitration. Any reference to arbitration in prior discussions or documents is deemed void.