BE
PERFORMED DESPITE THE CONTINUANCE OF THE FORCE MAJEURE EVENT AND SHALL KEEP THE
OTHER PARTY REGULARLY INFORMED OF THE STATUS AND PROGRESS OF ITS EFFORTS TO
BRING THE FORCE MAJEURE EVENT TO A CLOSE OR TO FIND AN ALTERNATIVE SOLUTION BY
WHICH ITS OBLIGATIONS UNDER THIS DEED MAY BE PERFORMED;
(C)
IMMEDIATELY AFTER THE END OF THE FORCE MAJEURE
EVENT THE AFFECTED PARTY SHALL GIVE WRITTEN NOTICE TO THE OTHER THAT THE FORCE
MAJEURE EVENT HAS ENDED AND SHALL RESUME PERFORMANCE OF ITS OBLIGATIONS UNDER
THIS DEED; AND
(D)
IF THE FORCE MAJEURE EVENT CONTINUES FOR A PERIOD OF
MORE THAN SIX (6) MONTHS THE PARTY NOT SUBJECT TO THE FORCE MAJEURE EVENT
MAY TERMINATE THIS DEED BY GIVING NOT LESS THAN NINETY (90) DAYS WRITTEN NOTICE
OF SUCH TERMINATION TO THE OTHER PARTY. NO PARTY SHALL HAVE ANY LIABILITY TO THE
OTHER IN RESPECT OF THE TERMINATION OF THIS DEED DUE TO THE FORCE MAJEURE EVENT,
BUT ANY RIGHTS OR LIABILITIES, WHICH ACCRUED PRIOR TO TERMINATION, SHALL
SUBSIST.
55
14.
GENERAL
No Breach and Waiver
14.1
NO DELAY, FAILURE OR INDULGENCE BY EITHER
PARTY TO PERFORM ANY PROVISION OF THIS DEED SHALL OPERATE OR BE CONSTRUED AS A
WAIVER OF THAT PARTY'S POWERS OR RIGHTS UNDER THIS DEED OR PREJUDICE THAT
PARTY'S RIGHTS TO SUBSEQUENT ACTION. ANY WAIVER BY EITHER PARTY OF ITS RIGHTS
UNDER THIS DEED SHALL NOT OPERATE AS A WAIVER IN RESPECT OF ANY SUBSEQUENT
BREACH. NO SINGLE OR PARTIAL EXERCISE OF ANY POWER OR RIGHT BY EITHER PARTY
SHALL PRECLUDE ANY OTHER OR FURTHER EXERCISE THEREOF OR THE EXERCISE OF ANY SUCH
OTHER POWER OR RIGHT UNDER THIS DEED.
MODIFICATIONS
14.2
NO AMENDMENT OR MODIFICATION TO THIS DEED WILL
BE EFFECTIVE OR BINDING UNLESS IT IS IN WRITING, SIGNED BY ALL THE PARTIES AND
SPECIFICALLY STATES THAT IT IS AN AMENDMENT TO THIS DEED.
Invalidity
14.3
IF AT ANY TIME ANY ONE OR MORE OF THE
PROVISIONS (OR PART OF ONE OR MORE OF THE PROVISIONS) OF THIS DEED BECOMES
INVALID, ILLEGAL OR UNENFORCEABLE IN ANY RESPECT, UNDER ANY LAW, THE VALIDITY,
LEGALITY AND ENFORCEABILITY OF THE REMAINING PROVISIONS (OR PART OR PARTS) SHALL
NOT IN ANY WAY BE AFFECTED OR IMPAIRED.
Entire Agreement
14.4
SUBJECT TO CLAUSE 2.3 IN RESPECT OF THE VIRGIN
MOBILE LICENCE, THIS DEED (AND THE LETTER OF AGREEMENT BETWEEN THE NTL GROUP AND
VEL OF EVEN DATE RELATING TO THE VIRGIN MOBILE LICENCE) SETS OUT THE ENTIRE
AGREEMENT AND UNDERSTANDING BETWEEN VEL AND THE LICENSEE AND RELEVANT MEMBERS OF
THE NTL GROUP IN RESPECT OF THE USE OF THE MARKS BY THE LICENSEE AND RELEVANT
MEMBERS OF THE NTL GROUP AND SUPERSEDES ALL PREVIOUS REPRESENTATIONS,
UNDERSTANDINGS, LICENCES OR AGREEMENTS, WHETHER ORAL OR WRITTEN, IN RELATION TO
SUCH USE. IT IS AGREED THAT:
(A)
NO PARTY HAS ENTERED INTO THIS DEED IN RELIANCE
UPON ANY REPRESENTATION, WARRANTY OR UNDERTAKING OF ANY OTHER PARTY WHICH IS NOT
EXPRESSLY SET OUT OR REFERRED TO IN THIS DEED;
(B)
SUBJECT ONLY TO