Activities of the Parties. The services of SEI rendered hereunder are not to be deemed to be exclusive. SEI is free to render such services to others and to have other businesses and interests. SEI shall not be deemed to be an exclusive service provider to the Feeder Fund and the Feeder Fund is free to retain additional service providers at any time in its sole discretion.
Activities of the Parties. No Party shall be obligated to do or perform any act or thing in connection with the matters contemplated by this letter agreement not expressly set forth herein. No Party shall in any event be deemed to have any fiduciary or other duties to the other Party by virtue of this letter agreement except as expressly provided herein.
Activities of the Parties. (a) A Party is not liable or under any obligation:
(i) to account to the other Party for any benefit it received for dealing with, or providing services to, others; or
(ii) disclose to the other Party any fact or thing which may come to its notice in the course of dealing with, or providing services to, others or in the course of its business, in any other capacity or in any manner.
(b) In addition to MULTIBANK FX INTERNATIONAL CORPORATION’s proprietary interest under each Transaction, MULTIBANK FX INTERNATIONAL CORPORATION and its Affiliates may take proprietary positions or undertake proprietary activities, including hedging transactions related to a Transaction or in relation to an Account, that may affect the market price, rate or other market factors underlying the Transaction or Account.
(c) The Counterparty consents that, without any further notice from MULTIBANK FX INTERNATIONAL CORPORATION, when it enters into any Transaction with the Counterparty, MULTIBANK FX INTERNATIONAL CORPORATION’s shareholders, Affiliates, directors, officers, agents and/or employees may be the counterparty to the Counterparty during such Transaction for any proprietary account or an account in which any of them has a direct or indirect interest.
Activities of the Parties. 2.01. The Contractor shall, for an agreed upon incremental fee, survey all Stores as promptly as reasonably practicable to determine whether a given store's shopping carts are appropriate for the installation of the display units. The Contractor, based upon predetermined and agreed to templates received from the Company, for the purpose of securing any and all measurements and whereby measurements will be secured, shall also provide the Company with the measurements for each Store necessary to manufacture the components to attach the display units to the baby seats of the shopping carts and to manufacture the tools used to open the display units.
2.02. The Contractor will promptly assemble a sales organization and use its best efforts to sell in as short a time as possible as many of the 27,000 Stores as practicable on the use of the display units. The Company shall prepare and provide the Contractor with a standard form contract for the purpose of obtaining installation approval from Stores. Such contract shall not be modified or amended in any material respect by the Contractor without the prior written consent of the Company (which consent shall not be unreasonably withheld). Written approval authorizing the Company and the Contractor to proceed with the installation and maintenance of the display units shall be obtained from the chain, the original of which approval shall be forwarded to the Company. In the case where approvals for installation and maintenance may have to be obtained from individual Stores in a chain, the Contractor shall also obtain such written approvals. The original of these approvals shall also be forwarded to the Company.
2.03. The Company will deliver display units to the Contractor, f.o.
Activities of the Parties. 3.1 The Parties undertake to develop the Project, as indicated in Annex 2. The Activities of the Parties shall be carried out according to the following Work-Packages (“WP”) and according to the details, procedures and deadlines expressly detailed in Annex 2.
3.2 The WP, in particular, shall aim to achieve the following results:
(a) WP1: …;
(b) WP2: …;
(c) WP3: …;
(d) The Scientific Coordinator shall perform their activity at ...; the Partners’ researchers shall perform their activity at ..
Activities of the Parties. NCI: Entity:
Activities of the Parties. 3.1 The Parties undertake to develop the Project, as indicated in Annex 2. The Activities of the Parties shall be carried out according to the following Work-Packages (“WP”) and according to the details, procedures and deadlines expressly detailed in Annex 2.
3.2 The WP, in particular, shall aim to achieve the following results:
(a) WP1:
(b) WP2:
(c) WP3:
(d) The Scientific Coordinator shall perform their activity at ; the Partners’ researchers shall perform their activity at . Each Partner declares that the respective contractual relationships with the members of its research team involved in the Project are in compliance with the terms of the present Agreement, with particular but not exclusive reference to the rights of the Parties with regard to the Foreground IP as set forth in Section 5 below and in compliance with section 65 of the Italian Legislative Decree 30/2005. In any case, each Partner undertakes to bind the members of its research team involved in the Project to comply with the obligations set forth in the present Agreement.
Activities of the Parties. Each of the Company and Parent agrees that, between the date of this Agreement and the Effective Time (or such earlier date on which this Agreement may be terminated in accordance with its terms), it will not, and it will use its reasonable best efforts to cause its Affiliates not to, directly or indirectly, take any action that could reasonably be expected to prevent or materially delay the consummation of the Merger, including entering into any transaction, or any agreement to effect any transaction (including any merger or acquisition) that might reasonably be expected to make it more difficult, or to increase the time required, to: (i) obtain the expiration or termination of the waiting period under the HSR Act applicable to the Merger and the other transactions contemplated by this Agreement, (ii) avoid the entry of, the commencement of litigation seeking the entry of, or to effect the dissolution of, any injunction, temporary restraining order or other Order that could materially delay or prevent the completion of the Merger and the other transactions contemplated by this Agreement, or (iii) obtain all authorizations, consents, Orders and approvals of Governmental Entities necessary for the consummation of the Merger and the other transactions contemplated by this Agreement.
Activities of the Parties. 3.01 Startech agrees that it will:
i. Perform all activities necessary to identify clients and specific projects that could potentially benefit from the combined capabilities of Startech and Hydro-Chem. It is contemplated that preliminary proposals will be presented to such identified clients outlining the merits of complete facilities that could be provided by the joint efforts of Startech and Hydro-Chem.
ii. Assume the principle role in the preparation and presentation of all proposals with appropriate support from Hydro-Chem to the extent that details of such proposals require Hydro-Chem's capabilities for the reasonable preparation thereof. It is expected that for those clients requesting services, the following activities may be required by Startech:
1. Develop outline of a conceptual design basis for both Startech and Hydro-Chem process requirements.
2. Upon award of a contract to Startech, Startech would support Hydro-Chem's design team as reasonably necessary to ensure that Startech's process can be properly integrated into the design of a Hydro-Chem methanol facility.
3. Provide the operating manual for the completed facility incorporating Hydro-Chem's operating manual for that part of the total facility that is designed and furnished by Hydro-Chem.
4. Provide on-site coordination and inspection activities as necessary to ensure that plants using Startech technology are installed properly and shall participate with Hydro-Chem start-up personnel in the coordination of the final testing and start-up of the completed facility.
5. Assume warranty responsibility associated with all technology and equipment provided by Startech.
3.02 Hydro-Chem agrees that it will:
i. Upon identification of clients that are interested in using the joint capabilities of Hydro-Chem and Startech, and which Hydro-Chem and Startech mutually agree to pursue, Hydro-Chem will accompany Startech and participate in those activities necessary to develop and sell the project.
ii. Support Startech with cost and schedule information and other details about the project activities that would be performed by Hydro-Chem that are reasonably essential to the sale of projects that use the combined capabilities of Hydro-Chem and Startech.
iii. Upon award of a contract, Hydro-Chem will develop the initial project execution plan incorporating those activities to be supplied by Startech and including project budgets and schedules and perform the detailed engineering, design, and procurement of ...
Activities of the Parties. The Royal Marsden NHS Foundation Trust: