The Company agrees Sample Clauses

The Company agrees. (i) to indemnify and hold harmless each Dealer Manager and each person, if any, who controls any of the Dealer Managers within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, against any losses, claims, damages or liabilities to which the Dealer Managers or any such controlling person may become subject under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions or proceedings in respect thereof) arise out of, in connection with or are based upon the performance by you of this Agreement, an untrue statement or alleged untrue statement of a material fact in any of the Exchange Offer Materials or an omission or an alleged omission to state a material fact in any of the Exchange Offer Materials necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, or the transmittal of the Exchange Offer Materials to Holders of Old Notes, or which arise out of or are based upon any failure to accept Old Notes properly tendered pursuant to the Exchange Offer; provided, however, that the Company will not be liable to any indemnified party to the extent that any claims, liabilities, losses, damages, costs or expenses (A) are finally determined by a court of competent jurisdiction to have resulted primarily from the gross negligence or willful misconduct of such indemnified party or (B) arise out of or is based upon (x) an untrue statement or alleged untrue statement of a material fact contained in any of the Exchange Offer Materials or (y) any omission or alleged omission to state in any of the Exchange Offer Materials a material fact in any of the Exchange offer Materials necessary to make the statements therein, in the light of the circumstances in which they were made, not misleading, if in either such case such statement or omission relates solely to the Dealer Managers and was made in reliance upon and in conformity with information furnished in writing by the Dealer Managers to the Company expressly for use therein. The Company shall not be liable under this Section 8 for any settlement of any claim or action effected without its prior written consent, which shall not be unreasonable withheld. (ii) to reimburse the Dealer Managers and each such controlling person upon demand for any legal or other out-of-pocket expenses reasonably incurred by the Dealer Managers or such controlling person in connection with investigating ...

The Company agrees. 1. to make available to the Distributor copies of all information, financial statements and auditor's reports thereon and other papers which the Distributor may reasonably request for use in connection with the distribution of Shares, including such reasonable number of copies of the most current prospectus, statement of additional information, and annual and interim reports of a Fund as the Distributor may request; 2. to cooperate fully in the efforts of the Distributor to sell and arrange for the sale of the Shares and in the performance of the Distributor of its duties under this Agreement; and 3. to register or cause to be registered all Shares sold by the Distributor pursuant to the provisions of this Agreement.

The Company agrees. (1) to pay to the Trustee from time to time reasonable compensation for all services rendered by it hereunder as may be agreed upon between the Company and the Trustee (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust); (2) except as otherwise expressly provided herein, to reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any provision of this Indenture (including the reasonable compensation and the expenses and disbursements of its agents, counsel, accountants, appraisers and experts), except any such expense, disbursement or advance as may be attributable to its negligence or bad faith; and (3) to indemnify the Trustee and its officers, directors and employees (the "Indemnitees") for, and to hold them harmless against, any loss, liability or expense incurred without gross negligence or bad faith on the part of the Indemnitees, arising out of or in connection with its acceptance or administration of this trust, and the Trustee's duties hereunder, including the costs and expenses of defending the Indemnitees against any claim or liability in connection with the exercise or performance of any of its powers or duties hereunder. The indemnity provisions of this Section shall survive removal or resignation of the Trustee. As security for the performance of the obligations of the Company under this Section, the Trustee shall have a lien prior to the Debentures upon all property and funds held or collected by the Trustee as such, except funds held in trust for the payment of principal of (and premium, if any) and of interest on Debentures. The Trustee's right to receive payments due under this Section 6.07 shall not be subordinate to any other liability or indebtedness of the Company, even though the Debentures may be so subordinated, and the Debentures shall be subordinate to the Trustee's right to receive such payments. When the Trustee incurs expenses or renders services in connection with an Event of Default specified in 5.01(6), the expenses

The Company agrees. (a) not to interfere with the rights of its employees designated within the scope of the Agreement to become or remain members of the Union, and there shall be no discriminations, interference, restraint or coercion by the Company or any of its representatives against any employee because of Union membership; (b) that during the term of this Agreement there shall be no lockout of employees; (c) the Company and the Union recognize that employees have the right to freedom from harassment in the workplace by the Company, another employee or the Union and that employees have the right to equal treatment with respect to employment without discrimination because of race, ancestry, place of origin, colour, ethnic origin, citizenship, creed, sex, sexual orientation, age, record of offences, marital status, family status, or disability in accordance with the provisions of the Ontario Human Rights Code; (d) to allow a newly appointed employee, at an appropriate time during the employee’s regular scheduled working day, to meet the President of the Union, or her designate, for a period of up to fifteen (15) minutes, for the purpose of welcoming the employee to the Union and acquaint the employee with the Collective Agreement; (e) an employee who believes that she has been harassed contrary to this provision may file a grievance under Article 10 of this Agreement. (f) to treat their employees with justice and consideration.

The Company agrees a) To pay the full cost of approved safety glasses and approved prescription safety glasses to a maximum of one pair every two (2) years, and to replace such glasses which are broken on the job and not replaced by the Workplace Safety and Insurance Board. The Company will agree to pay the cost of eye exams required for safety glasses if the exams are conducted at an ap- proved Company vendor. The approved Com- pany vendor will be either an ophthalmologist or optometrist. b) To pay to all employees: $205.00 per year to- xxxx the cost of safety shoes effective February 16, 2017, $210.00 per year effective February 16, 2018 and $215.00 per year effective Febru- ary 16, 2019. In addition to the above, all employees qualified as a Senior Lab Technician will receive a second payment in the same amount, by September 1st of each calendar year, upon satisfactory proof of purchase. The Company will post notice of the September 1st deadline at least 28 days prior. c) To provide such other protective devices as the Company requires to be worn and other equip- ment which, in the opinion of the Company, is necessary to protect the employee from injury.

The Company agrees. To supply the DEALER all required quantities of Registrations, promotional materials, supplies and forms, as well as training necessary to implement the PROGRAM.

The Company agrees. A. Company has sole discretion in selecting students that Company wishes to employ. The Company shall employ selected Syracuse University students in positions that are integral to a student’s educational program, enhance the academic experience and provide challenging exposure to practical work experience. Employing a student in the capacity contemplated under this Agreement will not displace a resident of the United States of America. B. To provide an opportunity for selected students to develop the skills and perform duties described in the employment duties/responsibilities attached as Exhibit A. A student’s experience shall be integral to the student’s educational program, and work will not exceed 20 hours per week during the school year. C. To provide appropriate supervision and mentoring and to provide an evaluation of student performance to the Academic Advisor and the student at the end of the academic semester or the conclusion of the student’s work, whichever occurs first.

The Company agrees. (a) To pay employee(s) the purchase price up to an allowance of $85.00 for safety shoes purchased by employees (limit of one pair per Agreement year). Safety shoes must be construction grade with protective toe caps and xxxxxx and must meet or exceed ANSI Z41 standards. Employees will be reimbursed after providing designated Shop management with a receipt of purchase. (b) To replace worn out, broken tools owned by Auto Mechanics and used in Company work, and to make available required specialized tools which are not part of an Auto Mechanic's standard tool kit.

The Company agrees a. to issue, unless the Stock Exchange otherwise agrees and the parties concerned desire, allotment letters, share certificates, call notices and other relevant documents in such units of trading (market units) as may be specified by the Stock Exchange; b. to split certificates, letters of allotment, letters of right, and split, consolidation, renewal and pucca transfer receipts of large denominations into smaller units; c. to consolidate certificates of small denominations into denominations corresponding to the market units of trading or other units as may be decided by the Stock Exchange from time to time; d. to issue within one week split, consolidation and renewal receipts duly signed by an official of the Company and in denominations corresponding to the market units of trading, particularly when so required by the Stock Exchange; e. to exchange `rights' or 'entitled' shares into coupons or fractional certificates when so required by the Stock Exchange; f. to issue call notices and splits and duplicates thereof in a standard form acceptable to the Stock Exchange, to forward a supply of the same promptly to the Stock Exchange for meeting requests for blank, split and duplicate call notices, to make arrangements for accepting call moneys at all centres where there are recognized stock exchanges in India and not to require a discharge on call receipts. g. to accept the discharge of the member of the Stock Exchange on split, consolidation and renewal receipts as good and sufficient without insisting on the discharge of the registered holders.

The Company agrees. To prepare the Prospectus as amended and supplemented in relation to the Securities in a form approved by Citigroup and to file such Prospectus with the Commission pursuant to Rule 424 within the time prescribed therein; to advise Citigroup promptly of any such filing pursuant to Rule 424; after the Closing Date and during the prospectus delivery period, prior to the filing with the Commission of any amendment or supplement to the Registration Statement or Prospectus, to furnish Citigroup and counsel to the Underwriters with copies thereof and not to file any such document to which Citigroup shall reasonably object after having been given reasonable notice of the proposed filing thereof; to file promptly all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of the Prospectus and during the prospectus delivery period; and during such same period to advise Citigroup, promptly after it receives notice thereof, of the time when any amendment to the Registration Statement has been filed or become effective or any supplement to the Prospectus or any amended Prospectus has been filed, or mailed for filing, of the issuance by the Commission of any stop order or of any order preventing or suspending the use of any prospectus relating to the Securities, of the suspension of the qualification of such Securities for offering or sale in any jurisdiction, of the initiation or threatening of any proceeding for any such purpose, or of any request by the Commission for the amending or supplementing of the Registration Statement or Prospectus or for additional information; and, in the event of the issuance of any such stop order or of any such order preventing or suspending the use of any prospectus relating to the Securities or suspending any such qualification, to use promptly its best efforts to obtain its withdrawal;