Title and Performance Sample Clauses

The "Title and Performance" clause establishes the transfer of ownership (title) and the obligations for fulfilling contractual duties (performance) between parties. Typically, it specifies when and how the legal title to goods or property passes from seller to buyer, and outlines the standards or timing for completing required actions or services. This clause ensures both parties understand when ownership changes hands and what is required to fulfill their contractual responsibilities, thereby reducing disputes over property rights and clarifying each party’s obligations.
Title and Performance. As of the Effective Date, MTH Global has sufficient legal and/or beneficial title under the MTH Global IP necessary to perform its activities contemplated under this Agreement and to grant the licenses that it is obligated to grant to Orgenesis pursuant to Section 4.2.1. MTH Global represents and warrants that it will provide the Services in a professional and workmanlike manner, consistent with best industry practices.
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Title and Performance. As of the Effective Date, the Executive shall serve as the Chief Operating Officer and Senior Vice President of the Company, reporting to the Company’s Chief Executive Officer and to the Board of Directors (the “Board”) as may be directed by the Board. During the Employment Term, the Executive shall be employed by the Company on a full- time basis and shall perform such duties and responsibilities on behalf of the Company consistent with the Executive’s position as Chief Operating Officer and as may be designated from time to time by the Company’s Board consistent with such position. During the Employment Term, the Executive shall, except as otherwise provided in the remainder of this Section 2, devote his full business time and his reasonable best efforts, business judgment, skill and knowledge exclusively to the advancement of the business and interests of the Company and to the discharge of his duties and responsibilities hereunder. The Executive shall not engage in any other business activity or serve in any industry, trade, professional, governmental or academic position during the Employment Term, except as may be expressly approved in advance by the Board in writing. Notwithstanding these restrictions, the Company agrees that it shall not be a violation of this paragraph for the Executive to (a) serve on corporate, civic or charitable boards or committees; (b) devote no more than eight (8) hours per week during his employment working on behalf of YourChoice Therapeutics, Inc. (“YourChoice”); (c) deliver lectures, fulfill speaking engagements ​ or teach at educational institutions, and/or (d) manage personal investments, so long as in the case of (a), (b) (c) and (d) above, such activities do not materially interfere or conflict with the performance of the Executive’s duties and responsibilities under this Employment Agreement or the interests of the Company; and provided, that in the case of (a) and (c), the Executive must disclose such activities in advance in writing to the Board; and further provided that, work at YourChoice shall not involve development of Niclosamide Product across viral homology (with the exclusion of HIV, HSV-2, and other sexually transmitted infections), including for treating the coronavirus disease, mutations, MERS, HRV-A/B, Ebola, Dengue, Yellow Fever, ▇▇▇▇, West Nile, and influenza (“Company Business”). ​
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Title and Performance. (a) Title. Purchaser acknowledges that the Unit he or she is to purchase may not now be a part of the Condominium. Prior to consummation of the sale contemplated by this Agreement, Seller shall have submitted the Unit to the Declaration. Title to the Unit shall be conveyed to Purchaser by limited warranty deed, and title to the Unit shall be insurable or marketable and free and clear of all encumbrances, except the Unit shall be subject to the Declaration, taxes not yet due and payable, and all other encumbrances, zoning ordinances, easements and restrictions of record. Except as otherwise provided, this Agreement shall not survive the consummation of the purchase and sale contemplated by this Agreement and the delivery of the limited warranty deed from Seller to Purchaser shall extinguish the responsibility of Seller hereunder.
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Title and Performance. As of the Effective Date, ▇▇▇▇▇▇▇ has sufficient legal and beneficial title under the Aegeria IP necessary to perform its activities contemplated under this Agreement and to grant the licenses that it is obligated to grant to Essent pursuant to Section 4.2.1. Essent represents and warrants that it will provide the Services in a professional and workmanlike manner, consistent with best industry practices.
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Related to Title and Performance

  • Payment and Performance The Borrower will pay all amounts due under the Loan Documents in accordance with the terms thereof and will observe, perform and comply with every covenant, term and condition expressed or implied in the Loan Documents. The Borrower will cause each other Loan Party to observe, perform and comply with every such term, covenant and condition in any Loan Document.

  • Delivery and Performance All work performed under contracts or task orders will be at the highest quality applicable and delivered according to Statement of Objectives (SOO), Statement of Works (SOW), or Performance Work Statements (PWS). The Contractor must deliver and perform according to the requirements of the contract or task order, and may be denied further work for substandard performance. The Government may include deliveries or performance requirements, such as (1) optional clauses, (2) agency clauses, or (3) specific clauses, in a contract or task order.

  • Capacity and Performance (a) During the Term, the Executive shall be employed by Company on a full-time basis as its Chief Executive Officer. Executive shall perform such duties and responsibilities as directed by the Board of Directors of the Company (the “Board”), consistent with Executive’s position on behalf of Company. (b) Executive shall devote his full business time, attention, skill, and best efforts to the performance of his duties under this Agreement and shall not engage in any other business or occupation during the Term of Employment, including, without limitation, any activity that: (x) conflicts with the interests of the Company or any other member of the Company Group, (y) interferes with the proper and efficient performance of Executive’s duties for the Company, or (z) interferes with Executive’s exercise of judgment in the Company’s best interests. Notwithstanding the foregoing, nothing herein shall preclude Executive from: (i) serving, with the prior written consent of the Board, as a member of the Board of Directors or Advisory Board (or the equivalent in the case of a non-corporate entity) of a noncompeting for-profit business and one or more charitable organizations, (ii) engaging in charitable activities and community affairs, and (iii) managing Executive’s personal investments and affairs; provided, however, that the activities set out in clauses (i), (ii), and (iii) shall be limited by Executive so as not to materially interfere, individually or in the aggregate, with the performance of his duties and responsibilities hereunder. (c) Executive’s employment with Company shall be exclusive with respect to the business of Company. Accordingly, during the Term, Executive shall devote Executive’s full business time and Executive’s best efforts, business judgment, skill and knowledge to the advancement of the business and interests of Company and the discharge of Executive’s duties and responsibilities hereunder, except for permitted vacation (and other paid time off) periods, reasonable periods of illness or incapacity, and reasonable and customary time spent on civic, charitable and religious activities, in each case such activities shall not interfere in any material respect with Executive’s duties and responsibilities hereunder. (d) During the Term, the Executive will report directly to the Board. (e) On the Effective Date, the Board shall appoint Executive as a director (Chairman of the Board) of Company and shall, during the Term, nominate and recommend Executive for election as a director. Executive acknowledges and agrees that Executive is not entitled to any additional compensation in respect of Executive’s appointment as a director of Company. If during the Term, Executive ceases to be a director of Company for any reason, Executive’s employment with the Company will continue (unless terminated under Section 5), and all terms of this Agreement (other than those relating to Executive’s position as a director of Company) will continue in full force, and effect and Executive will have no claims in respect of such cessation of office. Executive agrees to abide by all statutory, fiduciary or common law duties arising under applicable law that apply to Executive as a director of Company. (f) Executive shall be employed to perform his duties under this Agreement at the primary office location of Company, or at such other location or locations as may be mutually agreeable to Executive and Company (including reasonable provisions during the COVID-19 national public health emergency). Notwithstanding this, it is expected that the Executive shall be required to travel a reasonable amount of time in the performance of his duties under this Agreement.

  • Payment and Performance Bond Prior to the execution of this Contract, City may require Contractor to post a payment and performance bond (Bond). The Bond shall guarantee Contractor’s faithful performance of this Contract and assure payment to contractors, subcontractors, and to persons furnishing goods and/or services under this Contract.

  • Guaranty of Payment and Performance Guarantor’s obligations under this Guaranty constitute an unconditional guaranty of payment and performance and not merely a guaranty of collection.