Buyer Obligations Sample Clauses

Buyer Obligations. During the Delivery Term, Buyer shall arrange and be responsible for transmission service, including risk of transmission outage or curtailment, from the Delivery Point and bear all risks and costs associated with such transmission service, including, but not limited to, any transmission outages or curtailment. During the Delivery Term, Buyer shall Schedule or arrange for Scheduling Coordinator services with its Transmission Providers to receive the Product at the Delivery Point. During the Delivery Term, Buyer shall be responsible for all CAISO costs and charges, electric transmission losses and congestion from the Delivery Point.

Buyer Obligations. Buyer acknowledges its legal obligations to pay Taxes relating to all items of income, loss, gain, deduction and credit attributable to or relating to ownership of the Assets after the Effective Date.

Buyer Obligations. In addition to other obligations stated herein, Buyer assumes all risk and liability for loss or damage resulting from the handling, use, or application of the Product and containers delivered hereunder. Buyer agrees to familiarize itself and keep informed (without reliance on Seller) concerning any hazards to persons and/or property involved in handling and using such Product and containers. Buyer shall advise its employees, customers, agents, distributors, consultants, independent contractors and others who handle or use, or may foreseeably handle or use, such Product, of any hazards. Buyer hereby agrees to indemnify, defend and hold Seller, its subsidiaries and affiliates and their respective directors, officers, shareholders, employees, agents, successors and assigns, harmless from and against any and all liabilities, losses, costs or damages, including reasonable attorneys’ fees, resulting from claims (unless finally determined to be the result of the gross negligence or willful misconduct of Seller) resulting from (a) use or handling of the Product by Buyer or its affiliates, whether or not the Product is combined with any other materials, substances or equipment or is used in any manufacturing process; (b) failure of Buyer or its affiliates to comply with laws; (c) misappropriation and/or infringement of intellectual property rights, including but not limited to patent, trademark or copyright infringement, resulting from use or handling of the Product by Buyer or its affiliates (for purposes of this Section, any reference to Buyer and its affiliates shall include Buyer’s and its affiliates’ officers, directors, employees, agents and representatives). In the event that Seller brings an action to enforce its rights under these T&Cs, and is successful in such action, Seller shall be entitled to reimbursement from Buyer of all costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) to enforce its rights hereunder.

Buyer Obligations. The term "Buyer Obligations" shall have the meaning set forth in Section 8.2.

Buyer Obligations. 3.1 The Buyer will appoint at least two “Support Administrators” who, after appropriate training, will act as the focal point of contact to Supplier, providing an initial level of support for the support services under this SLA. Supplier shall communicate only with the Support Administrators in relation to Service Requests. 3.2 Both parties shall ensure that they adhere to operating procedures and practices, codes of conduct, duties and obligations such as may be required for the purposes of data security and data protection, including password management, anti-virus tools and information security tools

Buyer Obligations. Buyer shall take all actions necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Buyer maintains or adopts one or more pension plans (hereinafter referred to in the aggregate as the "Buyer Pension Plans" and individually as the "Buyer Pension Plan") effective as of the Closing Date and to ensure that each Buyer Pension Plan satisfies the following requirements as of the Closing Date: (i) the Buyer Pension Plan is a qualified, single-employer defined benefit plan under Section 401(a) of the IRC; (ii) any Buyer Pension Plan that was in effect before the Closing Date shall not have any "accumulated funding deficiency," as defined in Section 302 of ERISA and Section 412 of the IRC, whether or not waived, immediately before the Closing Date; (iii) the Buyer Pension Plan is not the subject of termination proceedings or a notice of termination under Title IV of ERISA; (iv) the Buyer Pension Plan does not exclude Transferred Employees from eligibility to participate therein;

Buyer Obligations. Before bidding on a Vehicle, Buyer is required to know the arbitration rules in place for the Vehicle. In addition, ▇▇▇▇▇ should carefully review all disclosed information including descriptions, photos, videos, condition reports and vehicle history reports. To preserve arbitration rights, Buyers are strongly encouraged to be diligent in their inspection and research of Vehicle purchases within the relevant arbitration period.

Buyer Obligations. 3.1 The Buyer shall only allow Authorised Users to access and use the Services and any Documentation during the Access Period, and shall at all times ensure that only the Number of Authorised Users access and/or use the same. The Buyer shall not allow any third party to access or use the Services and any Documentation, except as expressly permitted by this Agreement or with the Supplier’s prior written consent. 3.2 If the Number of Authorised Users exceeds the number specified in the Order Form, then the Supplier will be entitled to make additional charges for the excess use at the rates specified in the Order Form. 3.3 The Buyer may make only so many copies of any Documentation as are necessary for the Buyer’s (or any Authorised User's) use of the Documentation in accordance with this Agreement. The Buyer shall ensure that all copies of any Documentation (whether stored electronically or otherwise) shall reproduce all Supplier proprietary notices contained on the original version. 3.4 The Buyer is responsible for providing any computer equipment and software, and establishing its own Internet connection, as required to receive the Services. 3.5 The Authorised Users may be required to acknowledge and comply with any website terms, end user licence terms, mobile application terms of use and privacy policy when they access or download the Services. 3.6 The Buyer shall be responsible for ensuring that it and all Authorised Users: 3.6.1 Ensure that any computer equipment used to access the Services has appropriate firewalls and anti-virus software in place; and 3.6.2 Comply with any relevant legislation or other legal requirement and the provisions of this Agreement relating to its/their use of the Services and any Documentation, and the Buyer shall be liable for any acts or omissions of the Authorised Users. 3.7 The Buyer hereby grants to the Supplier a non- exclusive, non-transferable licence to access and use the Buyer Data to the extent necessary to comply with its obligations under this Agreement. Where reasonably necessary, the Supplier shall be entitled to sub-licence the rights granted under this paragraph 3.7 to any KPMG Person, or approved Subcontractor, in connection with the performance of its obligations under this Agreement. 3.8 The Buyer shall indemnify the Supplier and keep the Supplier fully indemnified against any loss the Supplier may suffer as a result of a breach by the Buyer of any of the Buyer’s obligations set out in this paragraph 3.

Buyer Obligations. Buyer will use its reasonable best efforts to effect the registration of the Securities in accordance with the terms hereof, and pursuant thereto Buyer will, as expeditiously as possible: (i) use its commercially reasonable efforts to cause the Registration Statement to become effective and to remain continuously effective for a period that will terminate upon the first date on which all Securities either may be sold without restriction, including volume or manner-of-sale restrictions, pursuant to Rule 144 or have been sold by Seller (the “Effectiveness Period”) and advise Seller in writing when the Effectiveness Period has expired; (ii) prepare and file with the Commission such amendments and post-effective amendments and supplements to the Registration Statement and the prospectus as may be necessary to keep the Registration Statement effective for the Effectiveness Period, and to comply with the provisions of the Securities Act and the Exchange Act with respect to the distribution of all of the Securities covered thereby; (iii) provide copies to and permit counsel designated by Seller to review all amendments and supplements to the Registration Statement no fewer than three (3) Business Days prior to its filing with the Commission and not file any document to which such counsel reasonably objects; (iv) furnish to Seller and its legal counsel, without charge, (i) promptly after the same is prepared and publicly distributed, filed with the Commission, or received by Buyer (but not later than two (2) Business Days after the filing date, receipt date or sending date, as the case may be) one copy of the Registration Statement and any amendment thereto, each preliminary prospectus and Prospectus and each amendment or supplement thereto, and each letter written by or on behalf of Buyer to the Commission or the staff of the Commission, and each item of correspondence from the Commission or the staff of the Commission, in each case relating to the Registration Statement (other than any portion of any thereof which contains information for which ▇▇▇▇▇ has sought confidential treatment), and (ii) such number of copies of a prospectus, including a preliminary prospectus, and all amendments and supplements thereto and such other documents as Seller may reasonably request in order to facilitate the disposition of the Securities that are covered by the related Registration Statement; (v) immediately notify Seller of any request by the Commission for the amending or su...