The Setting and the Involved Entities Sample Clauses

The Setting and the Involved Entities. As noted, the Port of Portland is a political subdivision of the State of Oregon. It is governed by the Port Commission whose members are appointed by the Governor of Oregon. The Port owns T6, a large marine terminal on the Columbia River at Portland, some 100 nautical miles inland from the Pacific Ocean. Terminal 6, situated on a 400-plus acre site, is primari- ly a container terminal designed and equipped to load and un- load seagoing container vessels, and to park incoming and out- going cargo containers while awaiting shipment by land or sea. Some smaller segments of T6 also serve as a terminal for im- ported autos and for break-bulk goods but this matter concerns only the container operation. The Port owns and operates three other nearby marine terminals on the Willamette River, but none of these other terminals handle containerized cargo nor are any of these other terminals involved in this proceeding.6 In addition to its marine terminals, the Port also owns and oper- ates Portland International Airport. The Port commenced container operations at T6 in 1974. Between 1974 and 1993, the Port itself operated all aspects of the terminal, directly employing all of the workers there. The xxxxxxxxx employees worked under the terms of a local collec- tive-bargaining agreement described in detail below. From 1993 until February 2011, the Port continued to operate T6 but retained a stevedoring contractor, Marine Terminals Corpora- tion and its successor, Ports America (MTC/PA), on a cost-plus basis to manage the T6 stevedoring operations. Unlike the Port, MTC/PA held membership in the PMA throughout its tenure at T6.7 However, the Port continued to directly employ other work- ers to maintain the physical facilities and equipment it owned at T6 as well as at other Port-owned terminals. These other work- ers included the Local 48-represented electricians and others in the skilled trades pursuant to a collective-bargaining agreement with the District Council of Trade Unions (DCTU), an umbrella labor organization in Portland comprised of several different craft unions plus a municipal workers union. Throughout this period, the Port also employed administrative and professional personnel to market its terminal services and to manage its agreements with the carriers (the steamship lines) using the Port’s terminal services to process their cargo. MTC/PA, which continues to conduct operations at other United States marine terminals, employed the xxxxxxxxx and marine c...
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Related to The Setting and the Involved Entities

  • Indemnification of the Company and the Selling Stockholders The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).

  • Representations and Warranties of the Company and the Operating Partnership The Company and the Operating Partnership, jointly and severally, represent and warrant to, and covenant with, each Underwriter as follows:

  • Liability of the Company and the Master Servicer The Company and the Master Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Company or the Master Servicer, as applicable, herein.

  • Representations and Warranties by the Company and the Operating Partnership Each of the Company and the Operating Partnership, jointly and severally, represents and warrants to each Underwriter as of the date hereof, the Applicable Time, the Closing Time (as defined below) and any Date of Delivery (as defined below), and agrees with each Underwriter, as follows:

  • THE SELLER AND THE MASTER SERVICER Section 6.01 Liability of the Seller and the Master Servicer............... Section 6.02 Merger or Consolidation of the Seller or the Master Servicer.....................................................

  • Certain Agreements of the Company and the Selling Stockholders The Company agrees with the several Underwriters and the Selling Stockholders that:

  • THE COMPANY AND THE MASTER SERVICER Section 6.01. Respective Liabilities of the Company and the Master Servicer. The Company and the Master Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically and respectively imposed upon and undertaken by the Company and the Master Servicer herein. By way of illustration and not limitation, the Company is not liable for the servicing and administration of the Mortgage Loans, nor is it obligated by Section 7.01 or Section 10.01 to assume any obligations of the Master Servicer or to appoint a designee to assume such obligations, nor is it liable for any other obligation hereunder that it may, but is not obligated to, assume unless it elects to assume such obligation in accordance herewith.

  • Respective Liabilities of the Company and the Master Servicer The Company and the Master Servicer shall each be liable in accordance herewith only to the extent of the obligations specifically and respectively imposed upon and undertaken by the Company and the Master Servicer herein. By way of illustration and not limitation, the Company is not liable for the servicing and administration of the Mortgage Loans, nor is it obligated by Section 7.01 or Section 10.01 to assume any obligations of the Master Servicer or to appoint a designee to assume such obligations, nor is it liable for any other obligation hereunder that it may, but is not obligated to, assume unless it elects to assume such obligation in accordance herewith.

  • Opinion of Tax Counsel for Company and the Operating Partnership The Sales Agent shall have received the favorable opinion of Xxxxxx & Xxxxxxx LLP, tax counsel for the Company and the Operating Partnership, required to be delivered pursuant to Section 7(q) on or before the date on which such delivery of such opinion is required pursuant to Section 7(q).

  • Representations and Warranties of the Company and the Selling Shareholders (a) The Company represents and warrants to, and agrees with, the several Underwriters that:

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