Without limiting the generality Sample Clauses

Without limiting the generality of clause 11.1 above, the Licence will not extend to or authorise: 11.2.1 the Performance in their entirety of oratorios and other choral works or of excerpts therefrom which excerpts are of more than 20 minutes duration; 11.2.2 the Performance of ballets, or dramatico-musical works such as operas, musical plays, revues or pantomimes in so far as they consist of material written expressly therefor; 11.2.3 the Performance of any excerpt from any Work of Music if accompanied by dramatic action, dumb show, costume, scenic accessories, or other visual representation of the same work; 11.2.4 the Performance of any Work of Music accompanied by any words other than those (if any) published or otherwise associated therewith by the copyright owner; any such work in any altered or rearranged form, or with such costume or action as to produce parodied or burlesque effects; or any such work adapted to a dramatic form; 11.2.5 the Performance (except by means of duly authorised records and/or radio or television receiving sets) of vocal excerpts from dramatico-musical works as aforesaid if the right of such Performance is forbidden or reserved by the copyright owner; 11.2.6 the Performance of Works of Music from beyond the boundaries of the Premises; and/or 11.2.7 the recording of any Work of Music or any portion thereof.

Without limiting the generality of Section 13.9, the Borrower hereby agrees to indemnify and hold the Agent and the Lenders and any affiliate of any Lender party to a Swap Agreement, and their respective officers, directors, employees and agents, harmless from and against any and all claims, losses, penalties, liabilities, damages and expenses (including assessment and cleanup costs and reasonable attorneys', consultants' or other expert fees, expenses and disbursements) arising directly or indirectly from, out of or by reason of (a) the violation of any Environmental Law by the Borrower or any Subsidiary or with respect to any property owned, operated or leased by the Borrower or any Subsidiary or (b) the handling, storage, transportation, treatment, emission, release, discharge or disposal of any Hazardous Materials by or on behalf of the Borrower or any Subsidiary, or on or with respect to property owned or leased or operated by the Borrower or any Subsidiary. The provisions of this Section 9.16 shall survive repayment of the Obligations, occurrence of the Facility Termination Date and expiration or termination of this Agreement.

Without limiting the generality of Section 1.1, Equico agrees that it shall be fully responsible for: (A) Requiring that each person who is authorized to offer and sell the Variable Contracts is duly registered as a representative of Equico and is appropriately licensed, registered or otherwise qualified to offer and sell the Variable Contracts under the federal securities laws and any applicable securities laws of each state or other jurisdiction in which the Variable Contracts offered by such person may be lawfully sold; (B) Training, supervising and directing the Agents for purposes of complying on a continuous basis with the NASD Rules and with federal and state securities laws applicable in connection with the offer and sale of the Variable Contracts. In this connection, Equico shall: (i) Establish and implement reasonable written procedures which provide for diligent supervision of sales practices of the Agents; (ii) Require that Agents shall recommend the purchase of Variable Contracts only upon reasonable grounds to believe that the purchase is suitable for each prospective purchaser, and verify their compliance with such requirement; (iii) Provide a sufficient number of registered principals and an adequate compliance staff to carry out the responsibilities set forth herein; and (iv) Impose disciplinary measures on the Agents. (C) Oversight of the securities activities of all persons engaged directly or indirectly in operations of Equico, Equitable and Equitable Variable related to the offer or sale of the Variable Products, each of whom shall be considered a "person associated" with Equico, as defined in Section 3(a)(18) of the 1934 Act. Equico shall have full responsibility for each such person with regard to his or her training, supervision and control, as contemplated by Section 15 of the 1934 Act, and, in that connection, shall have the authority to require that disciplinary action be taken with respect to such persons.

Without limiting the generality of Section 6.6.1, for a period ending on the sixth anniversary of the Closing Date, neither Purchaser nor Seller shall destroy or give up possession of any item referred to in Section 6.6.1 hereof without first offering to the other, the opportunity, at such other's expense (but without any other payment), to obtain the same. Thereafter each party shall be free to dispose of such items as it deems fit.

Without limiting the generality of Section 11.1, Institution and/or Investigator hereby represent and warrant that they shall utilize one or more lawful bases under Data Protection Law legitimizing, and comply with the requirement to notify Subjects, Investigator’s and Study Personnel of the Personal Data Processing so that such Subjects’, Study Personnel’s and Investigator’s Personal Data can be Processed by (including transferred to) SPONSOR its designee or any of its Affiliates and regulatory authorities in each case within or outside the country where such data originates.

Without limiting the generality of Section VIII. of the Lease, Tenant covenants and agrees that Tenant, its employees, agents and other third parties entering upon the Office Park at the request or invitation of Tenant shall not bring into, maintain upon or release or discharge in or about the Office Park any hazardous or toxic substances or hazardous waste (collectively, "hazardous materials"). The foregoing covenant shall not extend to substances typically found or used in general office applications so long as (1) such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises, (2) such substances and any equipment which generates such substances are used strictly in accordance with the manufacturers' instructions therefor, (3) such substances are not disposed of in or about the Office Park in a manner which would constitute a release or discharge thereof and (4) all such substances and any equipment which generates such substances are removed from the Office Park by Tenant upon the expiration or earlier termination of this Lease, Tenant shall, within thirty (30) days after each anniversary of the Commencement Date, provide to Landlord a written list identifying any hazardous materials then maintained by Tenant in the Office Park, the use of each such hazardous material and the approximate quantity of each such hazardous material so maintained by Tenant, together with written certification by Tenant stating, in substance, that neither Tenant nor any person for whom Tenant is responsible has released or discharged any hazardous materials in or about the Office Park. In the event that Tenant proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this Addendum Section 11.E., Tenant shall first in writing submit such use or equipment to Landlord for approval. No approval by Landlord shall relieve Tenant of any obligation of Tenant pursuant to this subsection, including the removal, clean-up and indemnification obligations imposed upon Tenant by this subsection. Tenant shall, within five (5) days after receipt thereof, furnish to Landlord copies of all notices or other communications received by Tenant with respect to any actual or alleged release or discharge of any hazardous material in or about the Premises, the Building or the Office Park and shall, whether or not Tenant receives any such notice of communication, notify...

Without limiting the generality of Section 5.1, the Borrower, as security for all Obligations, and each Domestic Subsidiary, as security for the Guarantors' obligations, as applicable, shall deliver to the Agent (i) on the Closing Date, with respect to each parcel of real property owned or leased by the Borrower or a Subsidiary listed on Schedule 5.3, a Mortgage and related Mortgage Support Documents, and (ii) thereafter, with respect to each parcel of real property owned, acquired or leased by the Borrower or a Domestic Subsidiary, unless otherwise determined by the Required Lenders, a Mortgage with respect to such parcel of real property and the related Mortgage Support Documents.

Without limiting the generality of Section 3.6.1, the Company and each of the Company Subsidiaries, except as has not had, individually or in the aggregate, a Company Material Adverse Effect: (i) has conducted its business in compliance with all applicable Laws, including the Xxxxxxxx-Xxxxx Act of 2002, Sections 23A and 23B of the Federal Reserve Act and Federal Reserve Regulation W, the Equal Credit Opportunity Act, the Foreign Corrupt Practices Act, the Fair Credit Reporting Act, the Gramm Xxxxx Xxxxxx Act, the Fair Housing Act, the Community Reinvestment Act (the “CRA”), the Truth in Lending Act, the Home Mortgage Disclosure Act and all other applicable fair lending Laws (“Fair Lending Laws”) and other Laws relating to discriminatory or unfair and deceptive acts and practices, the USA PATRIOT Act and the Bank Secrecy Act, the requirements of the Office of Foreign Assets Control (“OFAC”) and all orders and requirements of applicable Governmental Authorities, including those referred to in Section 3.13, and has not received notice of any defaults or violations of any applicable Laws, any orders, decisions or settlements from or with any Governmental Authority, including the United States Department of Justice.

Without limiting the generality of Section 12.9, the Borrower hereby agrees to indemnify and hold the Agent and the Lenders, and their respective officers, directors, employees and agents, harmless from and against any and all claims, losses, penalties, liabilities, damages and expenses (including assessment and cleanup costs and reasonable attorneys' fees and disbursements) arising directly or indirectly from, out of or by reason of (a) the violation of any Environmental Law by the Borrower or any Guarantor or with respect to any property owned, operated or leased by the Borrower or any Guarantor or (b) the handling, storage, treatment, emission or disposal of any Hazardous Materials by or on behalf of the Borrower or any Guarantor or on or with respect to property owned or leased or operated by the Borrower or any Guarantor. Notwithstanding the foregoing, this Section 8.15 shall not apply to violations caused by the Agent when the Collateral is in the possession and control of the Agent. The provisions of this Section 8.15 shall survive the Facility Termination Date and expiration or termination of this Agreement;

Without limiting the generality of Section 11.1.1, Buyer (or its appropriate foreign affiliate) shall make a bona fide offer of employment complying with Section 11.1.1 to each Employee who is employed outside the United States (the "Foreign Employees"). If either as a result of any Foreign Employee's non-acceptance of such offer of employment, or as a result of Buyer's failure, effective as of the Closing Date, to establish and qualify or register with applicable regulatory authorities employee benefit plans for, or to extend existing Buyer employee benefit plans, programs, policies and arrangements to, the Foreign Employees which are in accordance with local Law and which provide benefits to the Foreign Employees on terms and conditions which are substantially similar in the aggregate to those provided to Foreign Employees by Seller or its Affiliates immediately prior to the Closing Date, such Foreign Employees shall be entitled to receive any severance, redundancy, termination, payment in lieu of notice, indemnity or other payments, then whichever of Seller or Buyer shall be responsible for such liability under local Law shall be responsible for and pay such liability. Notwithstanding the foregoing, if any Foreign Employee situated in Belgium shall, prior to the Closing Date, provide a written notice of resignation to Seller, then Buyer shall not be liable for any such severance or other payments to such Foreign Employee.