Without limiting the generality of paragraph Sample Clauses
The clause "Without limiting the generality of paragraph" serves to clarify that the specific provisions or examples that follow do not restrict or narrow the broader application of a previously mentioned paragraph. In practice, this means that even if certain actions, rights, or obligations are listed as examples, the original paragraph still applies to other situations not explicitly mentioned. For instance, if a contract lists certain types of breaches as examples, this clause ensures that other, unlisted breaches may also be covered. Its core function is to prevent the interpretation that the scope of a general provision is limited only to the specific cases that are subsequently described, thereby preserving the full breadth of the original paragraph.
Without limiting the generality of paragraph. (a) of this Section, ▇▇▇▇▇ shall, and shall cause its Subsidiaries to, use all commercially reasonable efforts to preserve intact in all material respects its present business organization and reputation, to keep available the services of its key officers and employees, to maintain its assets and properties in good working order and condition (ordinary wear and tear excepted), to preserve its relationships with customers and suppliers and others having significant business dealings with them, to comply in all material respects with all Laws and Orders of all Governmental or Regulatory Authorities applicable to them, and to maintain (subject to Section 5.01(b)(xx)) insurance, including, without limitation, product liability insurance, in such amounts and against such risks and losses as was in effect on June 30, 1998 (subject to Section 3.14). Also without limiting the generality of paragraph (a) of this Section, ▇▇▇▇▇ shall not, and shall cause its Subsidiaries not to:
(i) amend or propose to amend its or their Articles of Incorporation or By-laws;
(ii) (w) declare, set aside or pay any dividends on or make other distributions in respect of any of its capital stock other than the dividend of $2.00 per share declared on ▇▇▇▇▇ Common Stock on August 26, 1998 and payable on September 15, 1998; (x) split, combine, reclassify or take similar action with respect to any of its capital stock or issue or authorize or propose the issuance of any other securities or Option in respect of, in lieu of or in substitution for shares of its capital stock, (y) adopt a plan of complete or partial liquidation or resolutions providing for or authorizing such liquidation or a dissolution, merger, consolidation, restructuring, recapitalization or other reorganization or (z) directly or indirectly redeem, repurchase or otherwise acquire any shares of its capital stock or any Option with respect thereto;
(iii) issue, deliver or sell, or authorize or propose the issuance, delivery or sale of, any shares of its capital stock or any Option with respect thereto, or modify or amend any right of any holder of outstanding shares of capital stock or Options with respect thereto;
(iv) acquire (by merging or consolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner) any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire ...
Without limiting the generality of paragraph. (a) above, for the purpose of creating a solidarite active in accordance with Article 1541 of the Civil Code of Quebec, between each Lender, taken individually, on the one hand, and the Administrative Agent, on the other hand, each Loan Party and each such Lender acknowledge and agree with the Administrative Agent that such Lender and the Administrative Agent are hereby conferred the legal status of solidary creditors of each Loan Party in respect of all Obligations, present and future, owed by each Loan Party to each such Lender and the Administrative Agent (collectively, the "Solidary Claim"). Accordingly, but subject (for the avoidance of doubt) to Article 1542 of the Civil Code of Quebec, the Loan Parties are irrevocably bound towards the Administrative Agent and each Lender in respect of the entire Solidary Claim of the Administrative Agent and such Lender. As a result of the foregoing, the parties hereto acknowledge that the Administrative Agent and each Lender shall at all times have a valid and effective right of action for the entire Solidary Claim of the Administrative Agent and such Lender and the right to give full acquittance for it. Accordingly, without limiting the generality of the foregoing, the Administrative Agent, as solidary creditor with each Lender, shall at all times have a valid and effective right of action in respect of all Obligations, present and future, owed by each Loan Party to the Administrative Agent and to the Lenders or any of them and the right to give a full acquittance for same. The parties further agree and acknowledge that the Administrative Agent's Liens on the Collateral shall be granted to the Administrative Agent, for its own benefit and for the benefit of the Lenders.
Without limiting the generality of paragraph. (a) above, the provisions of TIA Sections 310 through 317 that impose duties on any Person (including the provisions automatically deemed to be included therein unless expressly excluded by the Trust Agreement) are a part of and govern the Trust Agreement, whether or not physically contained therein.
Without limiting the generality of paragraph. (a) of this Section and subject always to the provisions of Section 8.1(b), the Members Committee shall have the power to delegate to the Manager of the Company any powers and authority necessary for the day-to-day operation of the business of the Company, except that the Members Committee reserves the following powers and authority exclusively to itself, namely:
(i) to set the overall policy and vision of the Company in accordance with the purposes set out in Section 3.2;
(ii) to recommend to the annual meeting of the Members the distribution policy of the Company and the level of distribution to be declared;
(iii) to elect or appoint the Manager;
(iv) to approve capital expenditures of the Company in such amount as the Members may from time to time determine;
(v) to approve the business and strategic plans and the annual operating plans of the Company;
(vi) to recommend approval by the Members of any of the matters referred to in Section 8.1(b);
(vii) to approve from time to time the location of the Company's principal executive office;
(viii) to determine the banking policy of the Company and further in that regard: to grant financial authorization (including the opening and closing of bank accounts and to designate signatories for such accounts) to the Manager; to approve all borrowings by the Company of sums of money within the limitations regarding amount as the Members may from time to time determine, from banks, other lending institutions, the Members or Affiliates of the Members, on such terms as the Members Committee deems appropriate, and, in connection therewith, to hypothecate, encumber, and grant security interests in the assets of the Company to secure repayment of the borrowed sums. No debt shall be contracted or liability incurred by or on behalf of the Company except to the extent permitted under the Act by the Manager or authorized agents of the Company expressly authorized by the Members Committee to contract such debt or incur such liability;
(ix) to approve the purchase of liability and other insurance to protect the Company's property and business;
(x) to establish guidelines for the Manager in connection with the temporary investment of Company funds;
(xi) to approve the execution on behalf of the Company of all instruments and documents with a value in excess of such amount as the Members may from time to time determine, including, without limitation: checks; drafts; notes and other negotiable instruments; mortgages or deeds of tru...
Without limiting the generality of paragraph. 9.1 above, the Sellers shall not be liable for any claim for breach of paragraph 4 or 5 of Schedule 5 (The Sellers’ Warranties) in respect of any fact, matter, event or circumstance which is fairly disclosed in the VDD.
Without limiting the generality of paragraph. 1.2 above, the Purchaser will not, nor attempt to, nor permit, enable, or request any other person to:
(i) use any Seller Marks in any manner, or engage in any other act or omission, that would impair the right of the Seller (or the relevant member of the Seller’s Group) in and to the Seller Marks, including any act or omission that would invalidate or cause the cancellation or abandonment of any Seller Marks;
(ii) file, acquire or otherwise obtain any registration for or application to register any Trademark or domain name, or acquire, create or otherwise obtain any social media account that consists of, incorporates, uses, or is confusingly similar to any Seller Marks; whether with any Governmental Entity, internet domain name registrar, social media platform or otherwise (each, a “Registration”);
(iii) adopt or use any variation, derivation or acronym of the Seller Marks or any word, symbol or Trademark that is confusingly similar to the Seller Marks (each, a “Variation”);
(iv) use any Seller Marks with any other word, symbol or Trademark (other than a Trademark assigned or otherwise expressly transferred to the Purchaser pursuant to this Agreement) so as to form a composite Trademark (each, a “Composite”);
(v) represent to any other person that it, any sub-licensee, or any other person (other than the Seller (or the relevant member of the Seller’s Group) or its or their successors in interest to the Seller Marks) has or will have any ownership interest in any Seller Marks; or
(vi) grant or attempt to grant a security interest in or lien on, record any security interest or lien against, or otherwise encumber, any Seller Marks.
Without limiting the generality of paragraph. (a), above, each Borrower and the Lender, hereby confirms that it is the intention of all such parties that none of this Agreement, the promissory notes or any other Loan Document constitute a fraudulent transfer or conveyance under the federal Bankruptcy Code, the Uniform Fraudulent Conveyances Act, the Uniform Fraudulent Transfer Act or similar state statute applicable to this Agreement and the other Loan Documents. Therefore, such parties agree that the Debt and other obligations of a Borrower hereunder and under the other Loan Documents shall be limited to such maximum amount as will, after giving effect to such maximum amount and other contingent and fixed liabilities of such Borrower that are relevant under such Laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of the other Borrowers and any other obligor, result in such Debt and obligations not constituting a fraudulent transfer or conveyance.
Without limiting the generality of paragraph. (a) hereof, Tenant shall at all times keep the Premises in compliance with the Americans With Disabilities Act and its supporting regulations, and all similar federal, state or local laws, regulations and ordinances. If Landlord's consent would be required for alterations to bring the Premises into compliance, Landlord agrees not to unreasonably withhold its consent.
Without limiting the generality of paragraph. (a), Lessee acknowledges and agrees that the terms and conditions of this Lease have been agreed to by Lessor in anticipation of its being able to assign its rights unto and interests in this Lease and its rights in the Aircraft and/or its being able to grant a security interest in all or any of its rights and interest under this Lease and in the Aircraft to one or more lenders, to an agent or trustee representing such lenders, or to any other party having an interest in any Aircraft or participation in the transaction which is the subject of this Lease, any or all of which may rely on and shall be entitled to the benefit of the provisions of this Section 19.7(b). Lessee shall, upon the written instruction of Lessor and compliance with Section 19.7(b) : (a) recognize any such assignment, (b) accept the directions or demands of such assignee in place of those of Lessor, (c) surrender any leased property only to such assignee, (d) pay all Rent payable hereunder and do any and all things required of Lessee hereunder, and not terminate this Lease, notwithstanding any default by Lessor or the existence of any other liability or obligation of any kind or character on the part of Lessor to Lessee whether or not arising hereunder, (e) so long as Lessor remains obligated hereunder, not require any assignee of this Lease to perform any duty, covenant or condition required to be performed by Lessor under the terms of this Lease, all rights of Lessee in any such connection aforesaid being hereby waived as to any and all such assignees, and (f) execute any documents which Lessor may reasonably request in order to effectuate the foregoing.
Without limiting the generality of paragraph above the Accounts disclose all the Assets and either make full provision or reserve for or, as appropriate, disclose all liabilities whether actual, contingent, unquantified or disputed and all capital commitments whether actual or contingent of the Vendor and/or GWO in relation to the Business as at the Accounts Date.