1General Obligations Clause Samples
The "General Obligations" clause sets out the fundamental duties and responsibilities that each party must uphold throughout the duration of the agreement. Typically, this clause outlines expectations such as compliance with applicable laws, timely performance of contractual tasks, and maintaining open communication between parties. By clearly defining these baseline requirements, the clause ensures that both parties understand their ongoing commitments, thereby reducing the risk of misunderstandings and disputes during the contract's execution.
1General Obligations. All financial, statistical, personal, technical and other data and information which are designated confidential by a Party (“Disclosing Party”), or, if not so designated, is nonpublic information that under the circumstances surrounding disclosure ought to be treated as confidential, and made available to the other Party (“Receiving Party”) in order to carry out the Agreement, or which become available to the Receiving Party in carrying out the Agreement (“Confidential Information”) will remain the property of the Disclosing Party. All Deliverables, Developed Works and AOC Data shall be deemed Confidential Information of the AOC, the individual Courts, or each AOC Agent, as applicable. The Receiving Party shall protect the Confidential Information of the Disclosing Party from unauthorized use and disclosure and shall use at least the same degree of care, but no less than a reasonable degree of care, to safeguard the Confidential Information of the Disclosing Party as it employs with respect to its own information of a similar nature. Notwithstanding any other provision of this Article 18, with respect to disclosures to the AOC Group and AOC Agents, the AOC’s compliance with this Article 18 shall (i) be subject to the AOC Group’s and each AOC Agent’s compliance with all Applicable Laws, and (ii) only apply if the AOC’s Business Services Manager consents in writing in advance, on a disclosure-by-disclosure basis, that the disclosure will be protected as set forth in this Article 18, which consent shall not be unreasonably withheld. The Receiving Party shall require that its employees, agents and subcontractors comply with the confidentiality restrictions of this Agreement. Subject to the provisions of this Article 18, the AOC may disclose Contractor Confidential Information to its subcontractors and consultants as reasonably necessary for the conduct of the AOC Group’s business, provided that such subcontractor or consultant has signed a reasonable nondisclosure agreement. In the event of unauthorized disclosure or loss of Confidential Information, the Receiving Party shall immediately notify the Disclosing Party in writing. The obligations in this Section shall not restrict any disclosure pursuant to any applicable law or by order of any court or government agency (provided that the Receiving Party shall give prompt notice to the Disclosing Party of such order in such time as to permit the Disclosing Party to participate in the response to any such order) ...
1General Obligations. (a) The Facility as installed by the Supplier shall be wholly in accordance with the Contract. The Services shall include any work, which is necessary to satisfy the Technical Specification, or arises from any obligation of the Supplier. The Supplier shall design and install the Facility, including providing Facility Documents, in accordance with this Contract.
(b) The Supplier shall from the Completion Date:
(A) operate and maintain the Facility from and including the Raw Water Supply Entry Point to and including the Treated Water Supply Point,
(B) supply Treated Water and
(C) dispose of sludge from the Treated Water in accordance with the terms of this Contract and perform the Services hereunder in good faith, in accordance with:
(i) the Standards of a Reasonable and Prudent Supplier;
(ii) the Technical Specification;
(iii) all Applicable Laws, including, without limitation, all laws relating to labour or the environment;
(iv) all relevant Permits from time to time in force including without limitation all relevant health and safety authorisations and environmental consents; and
(v) the Purchaser Site Regulations.
(c) If the Supplier is aware of a conflict between the requirements set out in paragraph (b), it shall inform the Purchaser accordingly and the Parties shall discuss and agree upon the manner in which the Supplier should perform its obligations. Failing agreement the Purchaser shall direct the manner in which such conflict shall be resolved provided that the manner as directed by the Purchaser will not cause the Supplier, its employees, agents or Subcontractors to breach any mandatory or criminal law or to run any risk of criminal, penal or other non-monetary penalties or prosecution and that the Purchaser shall (save to the extent arising by virtue of any negligent act or omission of the Supplier or a breach of this Contract by the Supplier) indemnify the Supplier against all costs, claims, damages, expenses, fines, losses, liabilities and penalties incurred or sustained by the Supplier as a result of the performance of the Services by the Supplier in accordance with such direction.
1General Obligations. The Private Party shall take out and shall thereafter maintain or procure the maintenance of the insurances listed in Schedule 9 and any other insurances as may be required by law ("Project Insurances"). Each of the Project Insurances listed in Schedule 9 must be taken out and become fully effective in each case not later than the corresponding date set forth in Schedule 9. Each of the Project Insurances (if any) not listed in Schedule 9 must be taken out and become fully effective not later than the earliest date required by law. The payment of the insurance premiums due and payable under the policy applying to any Project Insurance shall be the responsibility of the Private Party. No Party to this PPP Agreement shall take any action or fail to take any action, or (in so far as it is reasonably within its power) permit anything to occur in relation to it, which would entitle any insurer to refuse to pay any claim under the policy applying to any Project Insurance. The Private Party undertakes that each Project Insurance shall: without limiting the provisions of clause , name the Private Party as the insured; provide for non-vitiation protection in respect of any claim made by the Institution as co-insured. If non-vitiation protection is unavailable when any such insurance policy is first placed, then the Private Party shall procure that the [insert name of advisor] investigates whether any non-vitiation protection subsequently becomes available prior to each renewal of the policy and provides written confirmation promptly upon the renewal thereof as to the unavailability thereof to the Institution. If any non-vitiation protection subsequently becomes available, then the Institution shall be entitled to require the Private Party to procure such protection and the costs thereof shall be borne by the Private Party; contain a clause waiving the insurers’ subrogation rights against the Institution, its employees and agents; provide for [x] days prior written notice of their cancellation, non-renewal or amendment to be given to the Institution; and contain a clause recording that such Project Insurance is a primary insurance and shall not be brought into contribution by any other insurance; and provide for payment of any proceeds under any of the material damage insurances included in the Project Insurances to be made by insurers in accordance with clause 12.3. The Private Party shall procure that each of the Project Insurances shall name the Institution as a c...
1General Obligations. Subject to the provisions of this Contract, the Supplier shall carry out, and be responsible for, the design of the Facility in accordance with the Technical Specification. The Supplier holds himself, his designers and design Subcontractors as having the experience and capability necessary for the design.
1General Obligations. The Private Party shall not engage in any business or activity other than the business or activity included in, or otherwise required to enable the Private Party to provide, the Project Deliverables. The Private Party shall not be relieved of any obligation, responsibility or liability under this PPP Agreement by the appointment of any Subcontractor to carry out any part of the Project Deliverables. As between the Private Party and the Institution, the Private Party shall be responsible for the payment, performance, acts, defaults, omissions, breaches and negligence of all Subcontractors. The Private Party shall be responsible for the management and supervision of any third parties appointed by it to perform any part of the Project. All references in this PPP Agreement to any performance, payment, act, default, omission, breach or negligence of the Private Party shall be deemed to include any of the same by a Subcontractor.
1General Obligations. Distributor accepts the appointment set forth herein and agrees to use its commercially reasonable efforts to sell and market the Products in the Territory during the term of this Agreement. Nothing in this provision is meant to cause the breach of any provision of any other agreement to which Distributor is a party.
1General Obligations. As the holder of an Authority from Us, You will act for Us in connection with the Financial Services Business carried on by Us on the terms and conditions set out in this Agreement and Schedules. You will comply with all applicable laws relating to Your conduct as the holder of an Authority from Us. You will comply with our Policies and Procedures as they may apply to you and any operating guidelines that We may publish from time to time. On request by any person You will produce a copy of Your Authority, free of charge and within 10 business days of receiving the request. You will be at all times of good fame and character. You will perform Your duties efficiently, honestly and fairly. You agree that, in the event of conflict between Our interests and Your interests in respect of any matter relating to the provision of the Financial Services Business, You must give priority to Our interests.
1General Obligations. The Organisation acknowledges and agrees:
(a) the Student is undertaking the Project in connection with the award of an HDR at UNSW;
(b) where applicable, it will provide the services of the Organisation Supervisor at its own cost;
(c) unless expressly agreed in writing by the parties, the Placement and the Student’s undertaking of the Project is primarily for the benefit of the Student and that the Student will not be engaged as an employee, or undertake the work of an employee of the Organisation; and
(d) UNSW does not guarantee the Student's attendance during a Placement or the quality of the Student's work or any deliverables arising from the undertaking of the Project. O ption – If there is a Placement which is being conducted at the Organisation’s Premises, then insert these clauses 3.2 and 3.3
1General Obligations. Except in the event of a termination of this Agreement pursuant to Section 11.4, upon the termination or expiration of this Agreement all rights granted hereunder to Franchisee and the Principal Shareholders shall immediately terminate, and:
12.1.1 Franchisee and the Principal Shareholders shall immediately cease to operate the Restaurant and shall not thereafter, directly or indirectly, represent to the public or hold itself out as a present or former franchisee or Franchisor;
12.1.2 Upon demand by Franchisor, Franchisee and the Principal Shareholders shall assign to Franchisor all of their right, title and interest in any lease then in effect for the Restaurant or the Premises, and Franchisee and the Principal Shareholders shall furnish Franchisor with evidence satisfactory to Franchisor of compliance with this obligation within thirty days after termination or expiration of this Agreement;
12.1.3 Franchisee and the Principal Shareholders shall immediately and permanently cease to use, by advertising or in any other manner whatsoever, any confidential methods, procedures and techniques associated with the Concept and the System; the ▇▇▇▇ "Garfield's Restaurant & Pub"; and all other Proprietary Marks and distinctive slogans, signs, symbols, or devices associated with the Concept and the System. In particular, Franchisee and the Principal Shareholders shall cease to use, without limitation, all signs, equipment, advertising materials, stationery and any other articles which display the Proprietary Marks associated with the Concept and the System;
12.1.4 Franchisee and the Principal Shareholders shall take such action as may be necessary to cancel any assumed name or equivalent registration which contains the ▇▇▇▇ "Garfield's Restaurant & Pub," the Proprietary Marks or any other service ▇▇▇▇ or trademark of Franchisor, and, if applicable, Franchisee and the Principal Shareholders will change its corporate name so as to delete therefrom the words "Garfield's Restaurant & Pub," the Proprietary Marks or any other similar combination, and Franchisee and the Principal Shareholders shall furnish Franchisor with evidence satisfactory to Franchisor of compliance with this obligation within ten days after termination or expiration of this Agreement;
12.1.5 If Franchisor does not demand an assignment of the Lease under Subsection 12.1.2, Franchisee and the Principal Shareholders shall make such modifications or alterations to the Premises operated hereunder (includin...
1General Obligations. The Buyer shall contribute to the completion of the services in good faith. Requests from the Supplier shall be replied to without undue delay. The Buyer shall, without undue delay, give notice of circumstances that the Buyer understands, or ought to understand, may be of relevance to the completion of the services, including any expected delays.