EXPECTATIONS OF THE PARTIES Sample Clauses

EXPECTATIONS OF THE PARTIES. Each of the Parties shall use its commercial best efforts to perform the tasks that are assigned to it as set forth in this Agreement.
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EXPECTATIONS OF THE PARTIES. Each of BUYER and SELLER agree that the PARTIES must act in accordance with the principle of good faith, fair dealing, and equitable treatment whether exercising rights or performing obligations hereunder this CONTRACT.
Sample 1
EXPECTATIONS OF THE PARTIES. The City understands and agrees that (i) Owner will be constructing Facilities or Discrete Components prior to the availability of sources that will be used to pay for such Facilities or Discrete Components, (ii) the City or the other public agencies that will own and operate such Facilities or Discrete Components may be inspecting such Facilities or Discrete Components and processing and completing payment requests for the payment on such Facilities or Discrete Components with knowledge that there may be insufficient sources available at such time, (iii) the Facilities or Discrete Components may be conveyed to and accepted by the City or other local agency that will own and operate such Facilities or Discrete Components when there are insufficient sources to pay the Purchase Prices of such Facilities or Discrete Components, and (iv) in any such case, the payment of any approved payment requests for the Purchase Prices of such Facilities or Discrete Components will be deferred until there are sufficient sources available to pay the Purchase Prices of such Facilities or Discrete Components, at which time the City will make such payments in accordance with this Acquisition Agreement. At all times, Owner will be constructing such Facilities or Discrete Components with the expectation that the Purchase Prices for such Facilities or Discrete Components will be paid solely from the sources. The conveyance of Facilities or Discrete Components to the City or a local agency that will own and operate such Facilities or Discrete Components prior to receipt of the Purchase Prices for such Facilities or Discrete Components shall not be construed as a dedication or gift, or a waiver of the payment of the Purchase Prices, or any part thereof, for such Facilities or Discrete Components.
Sample 1
EXPECTATIONS OF THE PARTIES. The Parties acknowledge and agree that Buyer is not acquiring any interests that constitute a legal entity or that is treated as an entity for federal or applicable state income tax purposes, and that the Seller Parties do not expect to transfer to Buyer any legal obligations to remit Taxes or file Tax Returns that relate to Pre-Closing Tax Periods.
Sample 1
EXPECTATIONS OF THE PARTIES. The City understands and agrees that (i) Developer will be constructing Facilities or Discrete Components prior to the availability of Funding Sources that will be used to pay for such Facilities or Discrete Components,
Sample 1
EXPECTATIONS OF THE PARTIES. IC requires that SmartSources and CivicLife have established a formal agreement that clearly defines roles, and individual elements that each party contributes to the overall deliverables as defined in this Agreement. The agreement between SmartSources and CivicLife must specify responsibility for development, supply and support of individual elements of the Civic Portal, and responsibility for their combination into an integrated whole and the support of the whole. Such an agreement is included in this Agreement as ANNEX C, Civic Portal Software Development and Commercial Agreement. CivicLife and SmartSources agree to build on existing CivicLife and SmartSources technologies to develop and launch a Civic Portal aimed at satisfying the interaction needs of public sector organizations and the public. Public sector organizations include government agencies at all levels as well as school boards and schools, and potentially post-secondary educational institutions. The public includes citizens, businesses and community organizations. General capabilities of the Civic Portal will include:
Sample 1
EXPECTATIONS OF THE PARTIES. It is agreed that the parties will have the following expectations of the DSC once created:  To participate in the recruiting and selection process for the DSC Executive Director.  To confirm the appointment of the DSC Executive Director.  To provide feedback to the DCVB on the performance of the DSC Executive Director.  To seek funding from the private sector to enhance DSC operations.  To solicit funds from foundations for support of special projects.  To develop an overall strategy for sports tourism in Durham.  To develop and implement tactics to attract sporting events to Durham.  To complete and maintain an inventory of all facilities and available venues in Durham capable of hosting sporting events.  To prepare and present an annual report and/or formal presentation of the DSC including, but not limited to, activities of the DSC, achievements made including groups booked and serviced with attendance and visitor spending estimates, revenue and expenses, as well as an accounting of how City and County funds were expended.  To approve an annual budget covering all activities of the DSC for the ensuing fiscal year.
Sample 1
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Related to EXPECTATIONS OF THE PARTIES

  • Obligations of the Parties 2.1 The Trust shall prepare and be responsible for filing with the Securities and Exchange Commission and any state regulators requiring such filing all shareholder reports, notices, proxy materials (or similar materials such as voting instruction solicitation materials), prospectuses and statements of additional information of the Trust. The Trust shall bear the costs of registration and qualification of its shares, preparation and filing of the documents listed in this Section 2.1 and all taxes to which an issuer is subject on the issuance and transfer of its shares.

  • Representations of the Parties Each party hereto hereby further represents and warrants to the other that: (i) it is registered as an investment adviser under the Advisers Act and is registered or licensed as an investment adviser under the laws of all jurisdictions in which its activities require it to be so registered or licensed; and (ii) it will use its reasonable best efforts to maintain each such registration or license in effect at all times during the term of this Agreement; and (iii) it will promptly notify the other if it ceases to be so registered, if its registration is suspended for any reason, or if it is notified by any regulatory organization or court of competent jurisdiction that it should show cause why its registration should not be suspended or terminated; and (iv) it is duly authorized to enter into this Agreement and to perform its obligations hereunder. The Sub-Adviser further represents that it has adopted a written Code of Ethics in compliance with Rule 17j-1(b) of the ICA. The Sub-Adviser shall be subject to such Code of Ethics and shall not be subject to any other Code of Ethics, including the Investment Manager's Code of Ethics, unless specifically adopted by the Sub-Adviser. The Investment Manager further represents and warrants to the Sub-Adviser that (i) the appointment of the Sub-Adviser by the Investment Manager has been duly authorized and (ii) it has acted and will continue to act in connection with the transactions contemplated hereby, and the transactions contemplated hereby are, in conformity with the ICA, the Company's governing documents and other applicable law.

  • Agreements of the Parties (a) If the Registration Statement relating to the Shares has not yet become effective, the Fund will promptly file the Final Amendment, if not previously filed, with the Commission, and will use its best efforts to cause such Registration Statement to become effective and, as soon as the Fund is advised, will advise the Managing Representative when the Registration Statement or any amendment thereto has become effective. If the Registration Statement has become effective and the Prospectus contained therein omits certain information at the time of effectiveness pursuant to Rule 430A under the Act, the Fund will file a 430A Prospectus pursuant to Rule 497(h) under the Act as promptly as practicable, but no later than the second business day following the earlier of the date of the determination of the offering price of the Shares or the date the Prospectus is first used after the Effective Date. If the Registration Statement has become effective and the Prospectus contained therein does not so omit such information, the Fund will file a Prospectus pursuant to Rule 497(b) or (j) under the Act as promptly as practicable, but no later than the fifth business day following the date of the later of the Effective Date or the commencement of the public offering of the Shares after the Effective Date. In either case, the Fund will provide you satisfactory evidence of the filing. The Fund will not file with the Commission any Prospectus or any other amendment (except any post-effective amendment which is filed with the Commission after the later of (x) one year from the date of this Underwriting Agreement or (y) the date on which distribution of the Shares is completed) or supplement to the Registration Statement or the Prospectus unless a copy has first been submitted to the Managing Representative a reasonable time before its filing and the Managing Representative has not objected to it in writing within a reasonable time after receiving the copy.

  • Conditions to Obligations of the Parties The obligations of the parties hereto to effect the transactions contemplated by this Agreement shall be subject to the satisfaction at the Closing (as defined below) of the following conditions:

  • Conditions to the Obligations of the Parties The obligations of the Parties to consummate the transactions contemplated by this Agreement are subject to the satisfaction or, if permitted by applicable Law, waiver by the Party for whose benefit such condition exists of the following conditions:

  • Other Agreements of the Parties 4.1 (a) Securities may only be disposed of in compliance with state and federal securities laws. In connection with any transfer of the Securities other than pursuant to an effective registration statement, to the Company, to an Affiliate of an Investor or in connection with a pledge as contemplated in Section 4.1(b), the Company may require the transferor thereof to provide to the Company an opinion of counsel selected by the transferor, the form and substance of which opinion shall be reasonably satisfactory to the Company, to the effect that such transfer does not require registration of such transferred Securities under the Securities Act.

  • Obligations of the Purchasers In connection with the registration of the Registrable Securities, the Purchasers shall have the following obligations:

  • Further Agreements of the Parties Each of the Enterprise Parties covenants and agrees with the Underwriters:

  • Conditions of the Obligations of the Purchasers The obligations of the several Purchasers to purchase and pay for the Purchased Notes will be subject to the accuracy of the representations and warranties on the part of the Company herein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company of its obligations hereunder and to the following additional conditions precedent:

  • Roles of the Parties When processing California Personal Information in accordance with your Instructions, the parties acknowledge and agree that you are a Business and we are a Service Provider for the purposes of the CCPA.

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