Obligation of the Partners Sample Clauses

Obligation of the Partners. Each Partner agrees to indemnify, defend and hold harmless the Partnership, any Affiliate of the Partnership, and each other Partner and their Affiliates, and their successors in interest and permitted transferees and assigns against all losses (including, without limitation, any decrease in the value of an Interest), liabilities, damages, deficiencies, demands, claims, actions, judgments, assessments, costs or expenses (including, without limitation, interest, penalties and reasonable attorneys' fees and disbursements) ("LOSSES") based upon, arising out of or otherwise in respect of any inaccuracy in or any breach of any representation or warranty or any covenant or agreement of such Partner or its Affiliates contained in this Agreement.
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Obligation of the Partners. Each Partner hereby agrees that, in -------------------------- its capacity as a Partner in the Partnership and as a person entitled to representation on the Management Committee, it shall act in good faith in making decisions and carrying on the business of the Partnership and shall use its best efforts at all times to maximize the Basic Cable Audio Programming business of the Partnership.
Sample 1

Related to Obligation of the Partners

  • Obligation of the Parties The parties agree to the following obligations under this MOU:

  • Termination of the Partnership The Partnership shall terminate when all assets of the Partnership, after payment or due provision for all debts, liabilities and obligations of the Partnership, shall have been distributed to the Partners in the manner provided for in this Article VIII, and the Certificate shall have been canceled in the manner required by the Act.

  • Obligation of the Company In connection with the registration of the Registrable Securities, the Company shall do each of the following:

  • Formation of the Partnership The Partnership was formed as a limited partnership pursuant to the provisions of the Act and the Original Agreement and continued upon the terms and subject to the conditions set forth in this Agreement. Except as expressly provided herein to the contrary, the rights and obligations of the Partners and administration and termination of the Partnership shall be governed by the Act. The Partnership Interest of each Partner shall be personal property for all purposes.

  • Relation of the Parties No Beneficiary. No term, provision or requirement, whether express or implied, of any Loan Document, or actions taken or to be taken by any party thereunder, shall be construed to create a partnership, association, or joint venture between such parties or any of them. No term or provision of any Loan Document shall be construed to confer a benefit upon, or grant a right or privilege to, any Person other than the parties hereto.

  • Management of the Partnership (a) Except as otherwise expressly provided in this Agreement, the General Partner shall have full, complete and exclusive discretion to manage and control the business of the Partnership for the purposes herein stated, and shall make all decisions affecting the business and assets of the Partnership. Subject to the restrictions specifically contained in this Agreement, the powers of the General Partner shall include, without limitation, the authority to take the following actions on behalf of the Partnership:

  • Cooperation of the Parties Each Party agrees to cooperate fully in the preparation, filing, and prosecution of any Patent Rights under this Agreement. Such cooperation includes, but is not limited to:

  • Dissolution of the Partnership The Partnership shall be dissolved upon the occurrence of any of the following:

  • Intention of the Parties It is the intention of the parties that the Seller is conveying, and the Servicer is receiving only a contract for servicing the Mortgage Loans. Accordingly, the parties hereby acknowledge that the Trust Fund remains the sole and absolute owner of the Mortgage Loans and all rights (other than the servicing rights) related thereto.

  • Capital Contributions of the Partners The Partners have heretofore made Capital Contributions to the Partnership. Each Partner owns Partnership Units in the amount set forth for such Partner on Exhibit A, as the same may be amended from time to time by the General Partner to the extent necessary to reflect accurately sales, exchanges or other Transfers, redemptions, Capital Contributions, the issuance of additional Partnership Units, or similar events having an effect on a Partner’s ownership of Partnership Units. Except as provided by law or in Section 4.2, 4.3, or 10.4 hereof, the Partners shall have no obligation or, except with the prior Consent of the General Partner, right to make any additional Capital Contributions or loans to the Partnership.

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