Your Duties and Obligations Sample Clauses

Your Duties and Obligations. As you convert original checks into electronic images for transmission and deposit into your account, you must transmit all of the information from the front and back of the original check. You are responsible for all warranties or indemnifications for the Reconverting and Truncating Bank, as defined in the Check 21 Law. You also warrant that no depository bank, drawee, drawer, or endorser will be charged for a Substitute Check, original check, or other electronic representation for a check that has already been paid. If you create a Check Image for deposit into your account, you agree that:
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Your Duties and Obligations. 11.1. You have entered this Agreement as a principal unless you have told us otherwise and you do not enter into this Agreement as trustee of any trust or settlement.
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Your Duties and Obligations. Your receipt of the severance benefits described herein is conditioned upon your compliance with the covenants contained in Section 8 below.
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Your Duties and Obligations. You may act individually and directly as a Representative for us, taking and soliciting membership enrollments for us with prospective members, so long as you are able and appointed to do so. This Agreement is your personal undertaking, and you may not transfer or assign any of your obligations or rights under this Agreement without our express written consent. We reserve the right to limit or otherwise change your authority and function under this Agreement within our sole discretion. When you act as a Representative of any kind for us, you shall use your best efforts to promote our business. You are hereby authorized to conduct the following activities on our behalf, and shall have the following duties and obligations:
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Your Duties and Obligations. 9.1. You must give us any information we ask for about your financial position or the goods.
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Your Duties and Obligations. As you image Eligible Items into electronic files for transmission and deposit into your Account, you warrant and represent with respect to each imaged Eligible Item that: ·  The image accurately represents all of the information on the front and back of the Eligible Item and that all such information is legible, genuine, accurate and without any alteration of the image;  You will not cause the payer to receive a debit, presentment, return of, or otherwise be charged for, the Eligible Item or a paper or electronic representation of the Eligible Item, such that the payer will be asked to make a payment based on the Eligible Item that has already been paid (You will be liable for Eligible Items that are presented more than once.);  The image represents an Eligible Item properly payable to you, with the necessary endorsement for deposit into your Account with the Bank;  You will maintain physical security of the Eligible Items that you have deposited using the Service for a period of at least 60 days after deposit. You will immediately notify the Bank in the event of any unauthorized access to such Eligible Items and you will destroy all Eligible Items in a safe and reasonable manner in accordance with the time frame set forth above in this paragraph;  You will provide the Eligible Items to us, at our request, as we reserve the right to view the Eligible Items for any reason. (If we request to view an Eligible Item, then you must provide the Eligible Item to us within five (5) business days, at your expense. If you do not provide the Eligible Item, then the deposit of the Eligible Item will be reversed from your Account.) Use of the Service does not relieve you of your duty to maintain records, review statements, verify transactions, and, if necessary, to notify the Bank of any issues arising from your use of the Service or otherwise.
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Your Duties and Obligations. 7.1 General Matters and Joint and Several Responsibility Commencing on the Effective Date, You will faithfully perform Your duties within the scope of the relationship created under this Agreement, to the best of Your knowledge, skill and judgment. All parties comprising Your Firm, are jointly and severally responsible and liable to SAGE LIFE and the DISTRIBUTOR for the faithful performance of all obligations or duties, except those duties and obligations which may be performed only by Your Broker-Dealer or Your Agency, as applicable, as to which Your Broker-Dealer or Your Agency, as applicable, shall be responsible and liable to SAGE LIFE and the DISTRIBUTOR.
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Your Duties and Obligations. As an Authorized Selling Firm, You undertake to perform the following duties and obligations.
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Related to Your Duties and Obligations

  • Duties and Obligations The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated by the Loan Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02), and, (c) except as expressly set forth in the Loan Documents, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to any Loan Party or any Subsidiary that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall not be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02) or in the absence of its own gross negligence or willful misconduct as determined by a final nonappealable judgment of a court of competent jurisdiction. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and the Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with any Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or in connection with any Loan Document, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth in any Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of any Loan Document or any other agreement, instrument or document, (v) the creation, perfection or priority of Liens on the Collateral or the existence of the Collateral, or (vi) the satisfaction of any condition set forth in Article IV or elsewhere in any Loan Document, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

  • Duties and Obligations of Employee General Duties

  • Liabilities and Obligations 33 6.8 Conformity with Law; Litigation.................................33 6.9 No Violations...................................................33 6.10

  • Survival of Rights, Duties and Obligations 17.6.1 Termination of this Agreement for any cause shall not release a Party from any liability which at the time of termination has already accrued to the other Party or Parties or which thereafter may accrue in respect of any act or omission prior to such termination.

  • Duties and Obligations of Administrative Agent The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing (the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law; rather, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties), (b) the Administrative Agent shall have no duty to take any discretionary action or exercise any discretionary powers, except as provided in Section 11.03, and (c) except as expressly set forth herein, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or under any other Loan Document or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or in any other Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, (v) the satisfaction of any condition set forth in Article VI or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent or as to those conditions precedent expressly required to be to the Administrative Agent’s satisfaction, (vi) the existence, value, perfection or priority of any collateral security or the financial or other condition of the Borrower and its Subsidiaries or any other obligor or guarantor, or (vii) any failure by the Borrower or any other Person (other than itself) to perform any of its obligations hereunder or under any other Loan Document or the performance or observance of any covenants, agreements or other terms or conditions set forth herein or therein. For purposes of determining compliance with the conditions specified in Article VI, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received written notice from such Lender prior to the proposed closing date specifying its objection thereto.

  • Assumption of Liabilities and Obligations (a) Except as expressly provided in this Agreement, the Evergreen Parties shall not assume or become obligated to perform any debt, liability or obligation of any EZ Party or relating to any EZ Station whatsoever, including without limitation (i) any obligations or liabilities arising under any contract, lease or agreement, other than those arising under the EZ Assumable Agreements; (ii) any obligations or liabilities under the EZ Assumable Agreements relating to the period prior to the Cut-off Date; (iii) any Claims or pending or threatened Legal Actions to which any EZ Party is a party or to which any of the EZ Assets or either of the EZ Stations is subject relating to the ownership or operation of the EZ Assets or the conduct of the business of the EZ Stations prior to the Closing (other than as provided in the EZ Stations TBA); (iv) any insurance policies of the EZ Parties; (v) any obligations or liabilities arising under any financing arrangement, capitalized lease or other agreement relating to Indebtedness for Borrowed Money; (vi) any obligations or liabilities of any EZ Party under any EZ Employment Arrangement (including under any EZ Employee Plan), including any obligation to any EZ Station Employee for severance benefits, vacation time or sick leave; (vii) any liability for any Taxes attributable to the ownership or operation of the EZ Assets or the EZ Stations on or prior to the Cut-off Date; or (viii) any obligations or liabilities caused by, arising out of, or resulting from any action or omission of any EZ Party prior to the Closing. All such obligations and liabilities (the "EZ Nonassumed Liabilities") shall remain and be the obligations and liabilities solely of the EZ Parties.

  • Rights and Obligations of the Parties 13.2.1 The client shall be under obligation:

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