CONFIDENTIAL TREATMENT HAS BEEN REQUESTED Sample Clauses

CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. Assets which do not and will not impede the ownership or operation or detract from the value of such Transferred Assets, taken as a whole, in any material respect.
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CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. The captions herein are included for convenience of reference only and shall be ignored in the construction or interpretation hereof. References to Articles, Sections, Exhibits and Schedules are to Articles, Sections, Exhibits and Schedules of this Agreement unless otherwise specified. All Exhibits and Schedules annexed hereto or referred to herein are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized term used in any Exhibit or Schedule but not otherwise defined therein shall have the meaning as defined in this Agreement. Any singular term in this Agreement shall be deemed to include the plural, and any plural term the singular. Whenever the words “include”, “includes” or “including” are used in this Agreement, they shall be deemed to be followed by the words “without limitation”, whether or not they are in fact followed by those words or words of like import. “Writing”, “written” and comparable terms refer to printing, typing and other means of reproducing words (including electronic media) in a visible form. References to any agreement or contract are to that agreement or contract as amended, modified or supplemented from time to time in accordance with the terms hereof and thereof. References to any Person include the successors and permitted assigns of that Person. References from or through any date mean, unless otherwise specified, from and including or through and including, respectively. References to “law”, “laws” or to a particular statute or law shall be deemed to refer to such statute or law as amended from time to time and also to include any and all Applicable Laws. The parties have participated jointly in the negotiation and drafting of this Agreement and, in the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as jointly drafted by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any provision of this Agreement.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. (a) Buyer shall deliver, or cause to be delivered, to Seller $1.00.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED transferee in a Product Transfer shall be attributed to Buyer for the purposes of determining Buyer’s satisfaction of the foregoing obligations. Notwithstanding the foregoing, no Seller Party shall have recourse in respect of any breach of this Section 2.10(e)(i) unless such Seller Party delivers written notice of such breach, describing such breach in reasonable detail, to Buyer and such breach remains uncured for a period of 20 days after the date such written notice is given to Buyer.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED consistent with past practice over the twelve month period prior to the date hereof. There has been no termination or, to the knowledge of the Seller Parties as of the date hereof, threatened termination, or cancellation or, to the knowledge of the Seller Parties, threatened cancellation, of any purchase or sale order, in each case by any supplier of Seller listed in Schedule 3.18 of the Seller Disclosure Schedule during the 12 months preceding the date of this Agreement.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. This Section 5.03(a) does not, and shall not be deemed to, constitute a lease, a sublease, a license or a conveyance of the Space or any part thereof by Seller to Buyer or to confer upon Buyer any right, title, estate, or interest in the Space. Buyer acknowledges that it is familiar with the physical condition of the Space and accepts the Space in an “as is,” “where is,” and “with all faults” condition. Buyer agrees to (i) maintain property and liability insurance in amounts and with deductibles that comply with the requirements of the applicable lease and are otherwise customary for such location and business, and shall cause Seller to be named as an additional insured on such policies, (ii) subject to Section 5.03(b), return the Space to Seller at the expiration of the Real Estate Access Term in as good condition as on the date hereof, normal wear and tear excepted, (iii) not make any alterations or additions to the Space, (iv) obtain any permits, licenses, or approvals that may be required from any local, state, or federal authority or agency in connection with its use of the Space, (v) comply with all laws relating to its use of the Space and (vi) comply with the applicable underlying lease and any rules and regulations promulgated from time to time by the landlord thereunder.
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED of the Closing, Buyer shall not use, for purposes of the sale, marketing, advertising or promotion of the Product, any Promotional Materials included in the Transferred Assets on which a Seller Xxxx appears unless and until (and without limiting Section 5.05) such Promotional Materials have been revised so as to not include any references to the Seller Marks. Except as set forth in this Section 5.04, from and after the Closing, Buyer shall not have any right to use any of the Seller Marks. On and after the Closing, in no event shall Buyer use any Seller Marks (A) in any of Buyer’s or its Affiliates’ materials relating to the marketing and promotion of the Product (including any sales, promotional and marketing materials, advertising and display materials, Promotional Materials, Product literature, stationary, training materials and similar materials) or (B) in any manner or for any purpose different from the use of such Seller Marks in connection with the Business during the 90-day period immediately preceding the Closing. Any and all use of the Seller Marks by Buyer following the Closing shall inure to the sole and exclusive benefit of the Seller Parties.
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CONFIDENTIAL TREATMENT HAS BEEN REQUESTED notify the Indemnifying Party shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have adversely prejudiced the Indemnifying Party. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, as promptly as reasonably practicable following the Indemnified Party’s receipt thereof, copies of all written notices and documents (including any court papers) received by the Indemnified Party relating to the Third Party Claim and the Indemnified Party shall provide the Indemnifying Party with such other information with respect to any such Third Party Claim reasonably requested by the Indemnifying Party. The Indemnifying Party shall have the right, at its sole option and expense, to be represented by counsel of its choice and, subject to the limitations set forth in this Section 8.03, to defend against, negotiate, settle (subject to clause (b)) or otherwise deal with such Third Party Claim. If the Indemnifying Party elects not to defend against, negotiate, settle or otherwise deal with any Third Party Claim, then the Indemnified Party may defend against, negotiate, settle (subject to clause (b)) or otherwise deal with such Third Party Claim, but the Indemnifying Party may nonetheless participate in the defense of such Third Party Claim with its own counsel at its own expense. If the Indemnifying Party shall assume the defense of any Third Party Claim, then the Indemnified Party may participate, at his or its own expense, in the defense of such Third Party Claim; provided that such Indemnified Party shall be entitled to participate in any such defense with separate counsel at the expense of Indemnifying Party if (i) so requested by the Indemnifying Party to participate or (ii) in the reasonable opinion of counsel to the Indemnifying Party, a material conflict exists between the Indemnified Party and the Indemnifying Party that would make such separate representation advisable; provided, further, that the Indemnifying Party shall not be required to pay for more than one such counsel (plus any appropriate local counsel) for all Indemnified Parties in connection with any Third Party Claim. Notwithstanding anything in this Section 8.03 to the contrary, Buyer will control, without affecting its or any other Indemnified Party’s rights to indemnification under this Agreement, the defense of all Third Party Claims relating to the matters addressed in Section 7.01 or any Excluded Liability relating to...
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. If the Indemnifying Party makes any payment on any Third Party Claim, then the Indemnifying Party shall be subrogated, to the extent of such payment, to all rights and remedies of the Indemnified Party to any insurance benefits or other claims of the Indemnified Party with respect to such Third Party Claim.

Related to CONFIDENTIAL TREATMENT HAS BEEN REQUESTED

  • CONFIDENTIAL TREATMENT REQUESTED Certain portions of this document have been omitted pursuant to a request for confidential treatment and, where applicable, have been marked with an asterisk (“[*****]”) to denote where omissions have been made. The confidential material has been filed separately with the Securities and Exchange Commission.

  • Confidential Treatment The parties hereto understand that any information or recommendation supplied by the Sub-Adviser in connection with the performance of its obligations hereunder is to be regarded as confidential and for use only by the Investment Manager, the Company or such persons the Investment Manager may designate in connection with the Fund. The parties also understand that any information supplied to the Sub-Adviser in connection with the performance of its obligations hereunder, particularly, but not limited to, any list of securities which may not be bought or sold for the Fund, is to be regarded as confidential and for use only by the Sub-Adviser in connection with its obligation to provide investment advice and other services to the Fund.

  • Medical Treatment Undersigned understands that the Released Parties do not have medical personnel available at the location of the activities. Undersigned hereby grants the Released Parties permission to administer first aid or to authorize emergency medical treatment, if necessary. Undersigned understands and agrees that any such action by the Released Parties shall be subject to the terms of this agreement and release, including any liability arising from the negligence of the Released Parties when administering first aid or authorizing others to do so. Undersigned understands and agrees that the Released Parties do not assume responsibility for any injury or damage which might arise out of or in connection with such authorized emergency medical treatment.

  • Emergency Medical Treatment I grant the Releasees permission to authorize emergency medical treatment as they deem appropriate, and agree that such action by the Releasees shall be subject to the terms of this Agreement. I understand and agree that the Releasees assume no responsibility for any injury or damage that might result from such emergency medical treatment.

  • CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION OMITTED SECTIONS 1.0 THROUGH 3.2.3 CONSIST OF 1.5

  • National Treatment In the sectors inscribed in its Schedule, and subject to any conditions and qualifications set out therein, each Party shall accord to services and service suppliers of the other Party treatment no less favourable than that it accords, in like circumstances, to its own services and service suppliers.

  • Equal Treatment No consideration shall be offered or paid to any person to amend or consent to a waiver or modification of any provision of the Transaction Documents unless the same consideration is also offered and paid to all the Subscribers and their permitted successors and assigns.

  • REDACTED 2.1.4 Each Account either: (i) has been registered or, prior to any issuance or sale of the Contracts, will be registered as a unit investment trust under the Investment Company Act of 1940 ("1940 Act"); or (ii) has not been so registered in proper reliance upon an exemption from registration under Section 3(c) of the 1940 Act; if the Account is exempt from registration as an investment company under Section 3(c) of the 1940 Act, you will use your best efforts to maintain such exemption and will notify us immediately upon having a reasonable basis for believing that such exemption no longer applies or might not apply in the future.

  • Xxx Treatment We have not promised you any particular tax outcome from buying or holding the Note.

  • National Treatment and Most-favoured-nation Treatment (1) Each Contracting Party shall accord to investments of investors of the other Contracting Party, treatment which shall not be less favourable than that accorded either to investments of its own or investments of investors of any third State.

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