Contractual Undertakings Clause Samples
The 'Contractual Undertakings' clause sets out the specific promises, obligations, or commitments that each party agrees to fulfill under the contract. Typically, this clause details actions that must be performed, standards that must be met, or conditions that must be maintained throughout the agreement, such as maintaining confidentiality, delivering goods by a certain date, or complying with applicable laws. Its core practical function is to clearly define the responsibilities of each party, thereby reducing ambiguity and helping to prevent disputes over what is expected during the course of the contractual relationship.
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Contractual Undertakings. 2.4.1 FBL shall negotiate on behalf of the Companies such contracts and agreements as may be necessary or advisable for provision of utilities, services, concessions and supplies for the maintenance and operation of the Companies.
2.4.2 FBL shall perform its responsibilities on behalf of the Companies under this Agreement in a manner consistent with all contracts to which the Companies are a party and which are in force as of the date of this Agreement.
Contractual Undertakings. From and after the effective time of the Reincorporation, the Company will be governed by the Amended and Restated Certificate of Incorporation (the “Delaware Charter”), the form of which is attached hereto as Exhibit A and which sets forth certain of the rights, powers and preferences of the Delaware Securities. The provisions of the Delaware Charter may be altered, amended or repealed in accordance with its terms and applicable law, and the Stockholder hereby agrees that any rights granted in the Delaware Charter are subject to this reservation. The Stockholder hereby acknowledges and agrees to the following, effective upon the Reincorporation:
Contractual Undertakings. FBL shall perform its responsibilities on behalf of Company under this Agreement in a manner consistent with all contracts to which Company is a party and which are in force as of the date of this Agreement.
Contractual Undertakings. PA HRM, in accordance with the reasonable policies, procedures and guidelines established by Oxford, shall negotiate and enter into such agreements as it may deem necessary or advisable for the furnishing of office space, personnel, utilities, services, concessions and supplies for the maintenance and operation of PA HRM, including the rendering of the services contemplated by this Agreement. Oxford shall not be liable for any such undertaking.
Contractual Undertakings. 31.9.1 The Issuer shall, within 15 (fifteen) days of the Deemed Date of Allotment, procure and furnish from each SPV and each HoldCo, a duly and validly executed negative-lien undertaking in favour of and in form and substance satisfactory to the Trustee, in terms of which the SPVs and the HoldCos will, inter alia, agree and undertake not to create any Security Interest over their respective immovable assets, movable assets, current assets and cash flows save and except any Permitted Security Interest or as otherwise permitted by the Trustee from time to time.
31.9.2 The Issuer shall, within 15 (fifteen) days of the Deemed Date of Allotment, procure and furnish from each SPV and each HoldCo, a duly and validly executed undertaking in favour of and in form and substance satisfactory to the Trustee, in terms of which the SPVs and the HoldCos will, inter alia, agree and undertake (a) not to raise, incur or permit to exist, without the prior approval of the Trustee (acting on the instructions of all the Holders), any Financial Indebtedness other than Permitted Other Obligor Indebtedness; and (b) not to raise or incur any additional Financial Indebtedness after the date of this Deed (except Financial Indebtedness of any Other SPV or HoldCo existing at the time that such SPV or HoldCo was acquired by the Issuer), provided that the relevant SPV or HoldCo shall use commercially reasonable efforts (subject to commercial and regulatory considerations) to refinance the same with Financial Indebtedness availed by the Issuer and on-lent to such SPV or HoldCo).
31.9.3 The Issuer shall, within 15 (fifteen) days of the Deemed Date of Allotment, procure and furnish from the HoldCos and the SPVs, a duly and validly executed undertaking in favour of and in form and substance satisfactory to the Trustee, in terms of which the SPVs and the HoldCos will, inter alia, agree and undertake that all the repayment amount(s) and other amounts payable to the Issuer with respect to the Issuer Loans and all other amounts received by or available with the HoldCos and SPVs (including insurance proceeds) which are payable by the HoldCos and SPVs to the Issuer, shall be deposited into the Escrow Account. For the avoidance of doubt, it is clarified that if any HoldCos/SPV(s) have any outstanding Permitted Other Obligor Indebtedness owed to Existing Senior Creditors, the said amounts with respect to the Issuer Loans, shall be credited to the Escrow Account in accordance with the cashflow water...
Contractual Undertakings. (a) The Opcos undertake to comply in all material respects with the terms of the Network Agreements and Ancillary Documents.
(b) No Opco shall enter into an agreement with a Network Provider to replace any Network Agreement or Ancillary Document unless:
(i) the replacement Network Agreement is on substantially the same terms as the Network Agreement and any relevant Ancillary Document; and
(ii) any terms in the replacement agreement which differ from the terms of the original Network Agreement would not materially prejudice the Receivables Purchaser’s right, title and interest in and ability to collect in full any Outstanding Notified Debts, or otherwise, with the prior written consent of the Majority Finance Parties.
(c) The Opcos undertake to inform the Receivables Purchaser:
(i) as soon as reasonably practicable prior to any negotiations with a Network Provider to replace a Network Agreement, that such negotiations are due to commence; and
(ii) upon completion of any negotiations with a Network Provider to replace a Network Agreement, and the Opco shall promptly provide to the Receivables Purchaser (A) a copy of any replacement Network Agreement and, (B) upon request, any information that the Receivables Purchaser may reasonably request in relation to any ongoing negotiations with a Network Provider the subject of this clause 20.3.
(d) Each Opco undertakes that it will not elect or agree that the parties to a Network Agreement can discharge obligations by exercising a set-off which is not expressly permitted in accordance with the terms of the Network Agreements at the Commencement Date.
(e) If any Opco proposes to enter into any material contractual arrangement with a Network Provider beyond the contractual arrangements contemplated by its respective Network Agreement, it shall by virtue of set-off rights which may arise as a consequence, promptly notify the Receivables Purchaser.
Contractual Undertakings. 2.4.1 FBL shall negotiate on behalf of Farm Bureau Mutual such contracts and agreements as may be necessary or advisable for provision of utilities, services, concessions and supplies for the maintenance and operation of Farm Bureau Mutual.
2.4.2 FBL shall perform its responsibilities on behalf of Farm Bureau Mutual under this Agreement in a manner consistent with all contracts to which Farm Bureau Mutual is a party and which are in force as of the date of this Agreement.