Notification by Parties Sample Clauses

Notification by Parties. 8.7.1 Party A shall forthwith notify Party B upon becoming aware of any event that may show, reveal or cause any of its warranties hereunder to be incorrect, untrue, misleading or breached in any material respect or that may have any material adverse effect on the assets or liabilities of Party A.
Sample 1
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Notification by Parties. Each party shall forthwith notify the other party upon becoming aware of any event that may show, reveal or cause any of the representations or warranties to be incorrect, untrue, misleading or breached in any material respect or that may have any material adverse effect on the assets or liabilities of the notified party.
Sample 1
Notification by Parties. INSpire agrees to promptly inform Customer in writing should it become aware of any claim by a third party that the System infringes or misappropriates a U.S. patent, trademark, copyright or trade secret of that third party. Customer agrees to promptly inform INSpire in writing should it become aware of any claim by a third party that the System directly infringes or misappropriates a U.S. patent, trademark, copyright or a trade secret of that third party ("Infringement Claim"). INSpire agrees to defend, indemnify and hold Customer harmless from any Infringement Claim brought against Customer by a third party, and INSpire agrees to pay all costs and damages finally awarded against Customer or paid by Customer in settlement of such Infringement Claim. As a condition precedent to such payment, Customer agrees to cooperate with said defense by complying with INSpire's reasonable instructions and requests to Customer in connection with said defense. INSpire may, at its sole discretion and expense, procure for Customer the right to continued use of the System or modify the System so that it is non-infringing and of at least equivalent performance and functionality as provided for in the specifications to this Agreement, or provide functionality equivalent replacement products. INSpire's defense and indemnification obligations hereunder shall not apply if an Infringement Claim arises as a result of: (a) compliance with Customer's designs, specifications or instructions, or incorporation of technology provided to INSpire by Customer; (b) the use of the equipment or software, or any portion thereof, in an infringing combination with goods, equipment, system, software or data not supplied by INSpire; or (c) the use of an infringing version of the equipment or software if such infringement could be avoided by the use of a different version made available to Customer by INSpire.
Sample 1
Notification by Parties. The Parties must notify the Governing Board and the Lead Agent (as appropriate) within 10 Business Days of becoming aware of a breach or suspected breach of this Agreement that would or may reasonably prevent, hinder or otherwise adversely affect the Lead Agent’s ability to comply with its obligations of the Commonwealth Agreement and the Lead Agent must:
Sample 1

Related to Notification by Parties

  • Notification by Agent The Agent shall, as promptly as practicable after the Bid Rate Quotes are submitted (but in any event not later than 10:30 a.m. (x) on the proposed date of borrowing, in the case of an Absolute Rate Auction or (y) on the date three Business Days prior to the proposed date of borrowing, in the case of a LIBOR Auction), notify the Borrower of the terms (i) of any Bid Rate Quote submitted by a Lender that is in accordance with Section 2.2.(c) and (ii) of any Bid Rate Quote that amends, modifies or is otherwise inconsistent with a previous Bid Rate Quote submitted by such Lender with respect to the same Bid Rate Quote Request. Any such subsequent Bid Rate Quote shall be disregarded by the Agent unless such subsequent Bid Rate Quote is submitted solely to correct a manifest error in such former Bid Rate Quote. The Agent’s notice to the Borrower shall specify (A) the aggregate principal amount of the Bid Rate Borrowing for which offers have been received and (B) the principal amounts and Absolute Rates or LIBOR Margins, as applicable, so offered by each Lender (identifying the Lender that made each Bid Rate Quote).

  • Information by Holders The Holder or Holders of Registrable Securities included in any registration shall furnish to the Company such information regarding such Holder or Holders, the Registrable Securities held by them and the distribution proposed by such Holder or Holders as the Company may reasonably request in writing and as shall be required in connection with any registration, qualification or compliance referred to in this Agreement. It is understood and agreed that the obligations of the Company under Article I or II are conditioned on the timely provisions of the foregoing information by such Holder or Holders and, without limitation of the foregoing, will be conditioned on compliance by such Holder or Holders with the following:

  • Termination by Parent This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by Parent if:

  • Cooperation by Holders The Partnership shall have no obligation to include Registrable Securities of a Holder in a Registration Statement or in an Underwritten Offering pursuant to Section 2.03(a) if such Holder has failed to timely furnish such information that the Partnership determines, after consultation with its counsel, is reasonably required in order for any registration statement or prospectus supplement, as applicable, to comply with the Securities Act.

  • Action by Holders Whenever in this Indenture it is provided that the Holders of a specified percentage of the aggregate principal amount of the Notes may take any action (including the making of any demand or request, the giving of any notice, consent or waiver or the taking of any other action), the fact that at the time of taking any such action, the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, or (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with the provisions of Article 9, or (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders. Whenever the Company or the Trustee solicits the taking of any action by the Holders of the Notes, the Company or the Trustee may, but shall not be required to, fix in advance of such solicitation, a date as the record date for determining Holders entitled to take such action. The record date if one is selected shall be not more than fifteen days prior to the date of commencement of solicitation of such action.

  • Action by Consent Any action required or permitted to be taken at any meeting of the Trustees or any committee thereof may be taken without a meeting, if a written consent of such action is signed by a majority of the Trustees then in office or a majority of the members of such committee, as the case may be, and such written consent is filed with the minutes of the proceedings of the Trustees or such committee.

  • Information by Holder Each Holder of Registrable Securities shall furnish to the Company such information regarding such Holder and the distribution proposed by such Holder as the Company may reasonably request in writing and as shall be reasonably required in connection with any registration, qualification, or compliance referred to in this Section 2.

  • Termination by Any Party This Advisory Agreement may be terminated upon 60 days’ written notice without cause or penalty, by any party (by a majority of the Independent Directors of the Company or the manager of the Advisor).

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