Improvement Projects Clause Samples

Improvement Projects. (a) Prior to the Closing, Parent and the Companies shall use commercially reasonable efforts to complete or cause to be completed all Improvement Projects as promptly as reasonably practicable. All Improvement Projects completed or caused to be completed by Parent and the Companies prior to the Closing shall be completed (i) in compliance with the terms and conditions of, and in accordance with the drawings and specifications set forth in, the applicable Improvement Contracts and the applicable Theatre Lease; (ii) in compliance with all applicable Laws; (iii) in a good and workmanlike manner by legally permitted and qualified professionals experienced in performing the respective types improvements included within the Improvement Projects; (iv) using at least the same quality of products and materials as were used in connection with the construction project completed at the Trexlertown Movie Tavern Theatre prior to the Agreement Date; and (v) at such times and in such a manner as to minimize the disruption to the Business at each affected Theatre (clauses (i) through (v) inclusive, the “Improvement Standards”). In completing the Improvement Projects prior to the Closing, Parent and the Companies shall not, and shall cause their respective Affiliates not to, without the prior written consent of Buyer in each instance (such consent not to be unreasonably withheld, conditioned or delayed), (A) terminate or amend any Improvement Contract or Theatre Lease or waive any material provision thereof; (B) enter into any change order with respect an Improvement Contract; (C) incur Improvement Expenses with respect to any Improvement Project in excess of the agreed upon budgeted amounts for such Improvement Project set forth in Schedule 2(f); or (D) amend any Lease, or enter into any other Contract with a landlord, that would have the effect of reducing the Landlord Reimbursements with respect to any Improvement Project to an amount less than the agreed upon budgeted amounts for such Landlord Reimbursements set forth in Schedule 2(f) (clauses (A) through (D) inclusive, the “Improvement Restrictions”). Following prior notice from Buyer, Parent and the Companies shall provide Buyer reasonable access to the Leased Premises at which the Improvement Projects are being completed (together with invoices or any other documentation relating to the Improvement Expenses incurred with respect to such Improvement Projects) to monitor the progress and cost of the Improvement Project...

Improvement Projects. The district may provide, or it may enter into contracts with a governmental or private entity to provide, the improvement projects described by Subchapter C-1 or activities in support of or incidental to those projects. Added by Acts 2011, 82nd Leg., R.S., Ch. 1190 (H.B. 3819), Sec. 1, eff. September 1, 2011. Sec. 3868.103. WATER DISTRICT POWERS. The district has the powers provided by the general laws relating to conservation and reclamation districts created under Section 59, Article XVI, Texas Constitution, including Chapters 49 and 54, Water Code. Added by Acts 2011, 82nd Leg., R.S., Ch. 1190 (H.B. 3819), Sec. 1, eff. September 1, 2011.

Improvement Projects. The district may provide, or it may enter into contracts with a governmental or private entity to provide, the improvement projects described by Subchapter C-1 or activities in support of or incidental to those projects. Added by Acts 2011, 82nd Leg., R.S., Ch. 1190 (H.B. 3819), Sec. 1, eff. September 1, 2011.

Improvement Projects. Subject to the terms and conditions set forth herein, Landlord has agreed to fund the cost of completing those capital repairs and improvements to the Transitioned Facilities more particularly described on Schedule 2 attached hereto and incorporated herein by reference (each, an “Improvement Project” and, collectively, the “Improvement Projects”). Tenant shall prosecute the Improvement Projects in a diligent and workmanlike manner and, to the extent possible, shall complete the Improvement Projects prior to the Transition Date. Tenant shall cause the Improvement Projects to be completed in accordance with the provisions of Section 7.4 and, as applicable, Section 7.5 of the Lease. Prior to commencing any Improvement Projects, Tenant shall provide such written documentation as may be reasonably requested by Landlord with respect to such Improvement Projects. Tenant shall complete each Improvement Project in accordance with, and Landlord shall fund any Improvement Project pursuant to, the terms and conditions set forth in Section 5 of the Second Amendment; provided, however, that Tenant’s Base Rent shall not be increased as a result of any disbursement by Landlord in connection with any Improvement Project. Notwithstanding anything herein to the contrary, during the Transition Period Tenant shall continue to maintain the Transitioned Facilities at Tenant’s expense as required by Section 7.1 of the Lease, but shall have no obligation to make or account for Required Capital Expenditures under Section 7.6 with respect to the Transitioned Facilities.

Improvement Projects. Endo shall have the right in its sole discretion to approve any projects to be undertaken regarding the Manufacture of the Product (any such project, an "Improvement Project"). After the Effective Date, if the Product is the only Product being Manufactured with Zogenix equipment and processes, then all Improvement Projects for the Product approved in advance in writing by Endo shall be the responsibility of and paid for by Endo. If, however, another product utilizes said improvements, then investment shall be shared by Zogenix and Endo on [***]. Endo may agree on the creation and administration of new Improvement Projects at any time after the Effective Date, subject to the review of and consultation with the Supply Committee pursuant to Section 7.1. [***]. Within [***] after the Effective Date, the Parties shall discuss each [***] and whether Endo desires to approve Zogenix's completion of all or any of the same. If approved, Endo shall reimburse Zogenix upon invoice for the Costs set forth in such written budget and incurred by Zogenix in connection with the approved [***] on or following the Effective Date. Zogenix may, with the written consent of Endo (such consent not to be unreasonably withheld, delayed or conditioned) conduct its own Improvement Projects so long as any such Improvement Project is not reasonably likely to [***].

Improvement Projects. ‌ (a) The City may require Franchisee, and Franchisee covenants and agrees, to protect, support, temporarily disconnect, relocate, remove, its Facilities within the Right-‌ of-Way when reasonably necessary for construction, alteration, repair, or improvement of the Right-of-Way for purposes of and for public welfare, health, or safety. These projects may include but are not limited to, improving the Rights-of-Way for traffic conditions, dedications of new Rights-of-Way and the establishment and improvement thereof, widening and improvement of existing Rights-of-Way, street vacations, freeway construction, change or establishment of street grade, or the construction of any public improvement or structure by any governmental agency acting in a governmental capacity or as otherwise necessary for the operations of the City or other governmental entity, regardless of the type of entity (public or private) performing the project. Collectively all such projects described in this Section 5.1(a) shall be considered an “Improvement Project”. (b) Except as otherwise provided by law, the costs and expenses associated with relocations or disconnections ordered pursuant to Section 5.1 shall be borne by Franchisee. Nothing contained within this Franchise shall limit Franchisee’s ability to seek reimbursement for relocation costs when permitted by RCW 35.99.060. (c) The City may require the relocation of Franchisee’s Facilities at Franchisee’s expense in the event of an unforeseen emergency that creates an immediate threat to the public safety, health or welfare. (d) Franchisee shall in all such cases have the privilege to temporarily bypass in the authorized portion of the same Rights-of-Way any Facilities required to be temporarily disconnected or removed upon approval by the City, which approval shall not unreasonably be withheld or delayed.