Limits on IP Obligations Sample Clauses

Limits on IP Obligations. Except as set forth in this Sublease, IP shall not be obligated to perform, and shall not be liable for the performance or default by Landlord of, any of the obligations of Landlord under the Prime Lease. Except for those instances in which the Sublease provides that IP shall have the obligations of the Landlord or IP has received services or is entitled to rights or remedies from Landlord but has not passed them through to Exult, or IP has failed in good faith to pursue such services, rights and remedies to the extent of its entitlement thereto under the Prime Lease, or as otherwise set forth in this Sublease, (i) Exult shall have no claim against IP by reason of any default upon the part of Landlord; (ii) IP shall have no obligation at any time to render any services to Exult or to the Premises of any nature whatsoever, or to expend any money for the Premises, including but not limited to, preservation, reconstruction or repair of the Premises; (iii) Exult agrees to look solely to Landlord for the performance of any obligations by Landlord or the furnishing of any services to which IP may be entitled under the Prime Lease; (iv) if Landlord fails to perform an obligation or provide a service which Landlord is required by the Prime Lease to perform or provide, then except for those instances in which the Sublease provides that IP shall have the obligations of the Landlord, IP's sole obligation is to cooperate with Exult, and to use reasonable efforts, without, however, incurring any liabilities or out-of-pocket expenses in excess of amounts that IP would otherwise incur or expend on its own behalf under the Prime Lease, by taking whatever action Exult shall reasonably request, to enforce for the benefit of Exult the obligations of Landlord to IP under the Prime Lease insofar as they relate to the Premises. By virtue of this subsection, in connection with the incorporation by reference of the Prime Lease the term "Landlord shall", "Landlord will", "Landlord agrees" or similar language shall be deemed, for the purposes of this Sublease, except for those instances in which the Sublease provides that IP shall have the obligations of the Landlord, to mean "IP shall use reasonable efforts, without, however, incurring any material liabilities or out-of-pocket expenses in excess of amounts IP would have expended on its own behalf under the Prime Lease, to cause Landlord" whenever such a modification is required so that an incorporated provision reflects the agreem...
AutoNDA by SimpleDocs

Related to Limits on IP Obligations

  • Limits on Obligations Notwithstanding anything to the contrary in this Agreement, in no event will the Sub-Advisor be obligated to effect any transaction or instruction it believes (without verification or inquiry) would violate any law, rule or regulation; the rules or regulations of any regulatory or self-regulatory body; or the Sub-Advisor’s legal, regulatory, or operational policies and procedures; provided, however, that the Sub-Advisor must provide the Advisor written notice of its decision not to effect a transaction within one business day of such decision.

  • Swap Obligations Neither the Company nor any of its Subsidiaries has incurred any outstanding obligations under any Swap Contracts, other than Permitted Swap Obligations. The Company has undertaken its own independent assessment of its consolidated assets, liabilities and commitments and has considered appropriate means of mitigating and managing risks associated with such matters and has not relied on any swap counterparty or any Affiliate of any swap counterparty in determining whether to enter into any Swap Contract.

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • Agreement to Assume Obligations The New Issuer hereby agrees to unconditionally assume the Issuer’s Obligations under the Notes and the Indenture on the terms and subject to the conditions set forth in Article XIV of the Indenture and to be bound by all other applicable provisions of the Indenture and the Notes and to perform all of the obligations and agreements of the Issuer under the Indenture.

  • Obligations Absolute The obligation of the Borrower to reimburse the L/C Issuer for each drawing under each Letter of Credit and to repay each L/C Borrowing shall be absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms of this Agreement under all circumstances, including the following:

  • No Collection Obligations Bank shall be under no obligation or duty to take action to effect collection of, or be liable for, any amounts payable in respect of Securities or Approved Investments if such Securities or Approved Investments are in default, or if payment is refused after due demand and presentation.

  • Excluded Swap Obligations (a) Notwithstanding any provision of this Agreement or any other Loan Document, no Guarantee by any Loan Party under any Loan Document shall include a Guarantee of any Excluded Swap Obligation and no Collateral provided by any Loan Party shall secure any Excluded Swap Obligation. In the event that any payment is made by, or any collection is realized from, any Loan Party for which there are Excluded Swap Obligations, or from any Collateral provided by such Loan Party, the proceeds thereof shall be applied to pay the Obligations of such Loan Party on a ratable basis determined without giving effect to such Excluded Swap Obligations and each reference in this Agreement or any other Loan Document to the ratable application of such amounts as among the Obligations or any specified portion of the Obligations that would otherwise include such Excluded Swap Obligations shall be deemed so to provide.

  • Third Party Obligations Executive acknowledges that the Company from time to time may have agreements with other persons or entities which impose obligations or restrictions on the Company regarding development-related work made during the course of work thereunder or regarding the confidential nature of such work. Executive agrees to be bound by all such obligations and restrictions and to take all action necessary to discharge the obligations of the Company.

  • Obligation to Cash Collateralize At any time there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or the L/C Issuer (with a copy to the Administrative Agent), the Borrower shall Cash Collateralize the L/C Issuer’s Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by such Defaulting Lender) in an amount not less than the Minimum Collateral Amount.

Time is Money Join Law Insider Premium to draft better contracts faster.