PURPOSE - COOPERATION OF PARTIES Sample Clauses

PURPOSE - COOPERATION OF PARTIES. The City owns the Corn Palace which is a major tourist attraction for the city during the Summer Season. To enhance the tourist experience at the Corn Palace, the City desires to enter into a Service Agreement with a South Dakota non-profit entity for a term of four (4) years that would operate a gift shop-souvenir-novelty business on the main floor of the Corn Palace during the Summer Season. The non-profit entity would pay the City a set fee for the opportunity to provide said service and would agree to use a portion of the profits earned by it from the operation of the gift shop business to promote and market the Corn Palace, provide tours and tour guides and Corn Palace greeters during the Summer Season. In addition, the non-profit entity would assist the City in the development of the Corn Palace and Corn Palace area. In addition to the above services, the non-profit entity will be required to perform other services and acts set forth within this Agreement. The City finds that in accordance with SDCL 5-18A-8 services it is seeking are of a unique nature and that the only non-profit entity in the area that is able to provide such services is the Chamber. The City further finds that said selection of the Chamber is based on the fact that the Chamber has provided these services on behalf of the City over the past many years and is the only practicable source to provide such services based on the uniqueness of the services the city is seeking. Therefore in accordance with SDCL 5-18A-8, the City has determined that this Service Agreement may be awarded to the Chamber without competition. The parties acknowledge that the implementation of this Agreement is intended to provide benefits to each party. Accordingly, each party shall in good faith seek to cooperate in all respects with the other party; in particular, each party shall be cognizant of the needs of the other party in respect to the implementation and administration of this agreement and any decisions made in respect thereto. Should any conflict or disagreement arise between the parties regarding the implementation and administration of this Agreement which is not resolved by the respective representatives of the parties, each party shall have the right and opportunity to bring the disagreement before the governing board or council of the other party; which Board or Council shall in good faith seek to resolve the disagreement or conflict in a manner which mutually recognizes the needs of each party....
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Related to PURPOSE - COOPERATION OF PARTIES

  • Cooperation of Parties The Parties to this Agreement agree to cooperate in good faith to prepare and execute all documents, to seek Court approval, defend Court approval, and to do all things reasonably necessary to complete and effectuate the Settlement described in this Agreement.

  • Relation of Parties It is the intention of Landlord and Tenant to hereby create the relationship of landlord and tenant, and no other relationship whatsoever is hereby created. Nothing in this Lease shall be construed to make Landlord and Tenant partners or joint venturers or to render either party hereto liable for any obligation of the other.

  • Scope of Cooperation 1. The Authorities recognise the importance of close communication concerning the Covered CCPs and intend to cooperate regarding:

  • Outside Activities of Limited Partners Subject to any agreements entered into by a Limited Partner or its Affiliates with the General Partner, Partnership or a Subsidiary, any Limited Partner and any officer, director, employee, agent, trustee, Affiliate or stockholder of any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership or that are enhanced by the activities of the Partnership. Neither the Partnership nor any Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner or Assignee. Subject to such agreements, none of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any business ventures of any other Person, other than the Limited Partners benefiting from the business conducted by the General Partner, and such Person shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures to the Partnership, any Limited Partner or any such other Person, even if such opportunity is of a character which, if presented to the Partnership, any Limited Partner or such other Person, could be taken by such Person.

  • 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:

  • Governing Law; Submission to Process EXCEPT TO THE EXTENT THAT THE LAW OF ANOTHER JURISDICTION IS EXPRESSLY ELECTED IN A TRANSACTION DOCUMENT, THIS AGREEMENT AND THE OTHER TRANSACTION DOCUMENTS, SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. EACH OF BIONOVA AND SAVIA HEREBY IRREVOCABLY SUBMITS ITSELF AND EACH OTHER RELATED PERSON TO THE NON-EXCLUSIVE JURISDICTION OF THE STATE AND FEDERAL COURTS SITTING IN THE STATE OF NEW YORK AND THE COUNTY OF NEW YORK AND AGREES AND CONSENTS THAT SERVICE OF PROCESS MAY BE MADE UPON IT OR ANY OF ITS SUBSIDIARIES IN ANY LEGAL PROCEEDING RELATING TO THE TRANSACTION DOCUMENTS BY ANY MEANS ALLOWED UNDER NEW YORK OR FEDERAL LAW. EACH OF BIONOVA AND SAVIA IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF THE VENUE OF ANY SUCH PROCEEDING BROUGHT IN SUCH A COURT AND ANY CLAIM THAT ANY SUCH PROCEEDING BROUGHT IN SUCH A COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.

  • Cooperation and Coordination The Parties acknowledge and agree that it is their mutual objective and intent to minimize, to the extent feasible and legal, taxes payable with respect to their collaborative efforts under this Agreement and that they shall use all commercially reasonable efforts to cooperate and coordinate with each other to achieve such objective.

  • Application and Operation of Agreement Clause No. Title

  • AGREEMENT OF PARTIES The Seller and the Purchaser each agree to execute and deliver such instruments and take such actions as either of the others may, from time to time, reasonably request in order to effectuate the purpose and to carry out the terms of this Agreement and the Pooling and Servicing Agreement.

  • Cultural cooperation 1. The aims of cultural cooperation will be: (a) to build on existing agreements or arrangements already in place for cultural cooperation; and (b) to promote information and cultural exchanges between the Parties. 2. The Parties will encourage and facilitate, as appropriate, the following activities, including, but not limited to: (a) dialogue on cultural policies and promotion of local culture; (b) exchange of cultural events and promote awareness of artistic works; (c) exchange of experience in conservation and restoration of national heritage; (d) exchange of experience on management for the arts; (e) protecting archaeological monuments and cultural heritage; (f) having a consultation mechanism between the Parties' culture authorities; and (g) cooperation in the audio-visual field, mainly coproduction and training programs in this sector and means of communication, including training, development and distribution activities.

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