Basic Obligation. Permittee shall be solely responsible for and shall indemnify, protect, defend (with counsel acceptable to Port) and hold harmless Port and Port’s Commissioners, agents, employees, representatives, contractors, Port designated secondary users of the Assigned Space, directors and officers (collectively hereinafter referred to as the “Indemnitees”) from and against any and all claims, costs, penalties, fines, liabilities, Losses, including without limitation: (i) diminution in value of the Assigned Space and of any other Port property; (ii) damages for the loss or restriction on use of rentable or usable space or of any amenity of the Assigned Space (including, without limitation deed restrictions), or any other Port property; (iii) damages arising from any adverse impact on marketing of space in the Assigned Space or other Port property; (iv) Permittee’s responsibilities, if any, for pre-existing contamination as described in subsection (h) below; (v) increased costs of maintenance, construction, repairs or major improvements to the Assigned Space, or any other Port property;
Basic Obligation. Subject to the terms and conditions of this Agreement, Olympus shall sell and convey the JV Shares and the Olympus Assets to Cytori free and clear of any Encumbrances, and Cytori shall purchase the JV Shares and the Olympus Assets from Olympus for the Total Purchase Price.
Basic Obligation. Subject to and in accordance with the terms and conditions of this Agreement, during the Term of this Agreement, Seller shall sell and deliver to Buyer, and Buyer shall be obligated to pay for and take delivery of, on a firm take or pay basis, the Offtake Products in the quantities determined in accordance with Section 5.2 and Section 5.4. Buyer shall be obligated to pay for all such quantities of Offtake Products determined in accordance with Section 5.2 and Section 5.4, whether or not Buyer is able to take, or actually takes, delivery of such Offtake Products. [***].
Basic Obligation. During each Contract Year during the Supply Period Buyer shall purchase, at the Unit Price, all of the Sales Volumes produced at Seller’s Facility (“Required Volumes”).
4.1.1 If, in any Contract Year, Buyer fails to take all of the Required Volumes, Buyer shall make a payment to Seller as determined by multiplying the difference between: (a) the Sales Volumes actually taken by Buyer; and (b) the Required Volumes, times the Unit Price. Such payment shall be made within 30 days of the end of the applicable Contract Year.
4.1.2 Buyer shall use reasonable good faith efforts to take Helium hereunder in relatively equal monthly quantities.
Basic Obligation. Regency will not Compete with the Company (as hereinafter defined) for a period of time equal to the Term of this Agreement or from the date of entry by a court of competent jurisdiction of a final judgment enforcing this covenant (whichever is later).
Basic Obligation. Airline shall be solely responsible for and shall indemnify, protect, defend (with counsel acceptable to the Port) and hold harmless the Port and the Port’s Commissioners, agents, employees, representatives, contractors, directors and officers (collectively hereinafter referred to as the “Indemnitees”) from and against any and all claims, costs, penalties, fines, liabilities, losses, including without limitation: (i) (a) in the case of Airport property, damages for the loss or restriction on use or development as an airport or for a reasonably related commercial use of rentable or usable space or of any amenity of the Airport property (including without limitation deed restrictions), or of any loss of income from any of the foregoing uses of such space or property, and (b) in the case of any other Port property, damages for the loss or restriction on use or development of rentable or usable space or of any amenity of the other Port property (including, without limitation deed restrictions), or any loss of income from any of the foregoing space or property; (ii) Airline’s responsibilities, if any, for pre-existing contamination as described in subsection (8) hereinbelow; (iii) increased costs of maintenance, construction, repairs or major improvements to the Airport property, or any other Port property; (iv) Clean-up costs; and (v) sums paid in settlement of claims, attorneys’ fees, consultant fees and expert fees, damages, injuries, causes of action, judgments, taxes and expenses which arise during or after the term of this Agreement as a result of Airline’s failure to comply with Airline’s obligations under this Article 9 or the receiving, handling, use, storage, accumulation, transportation, generation, spillage, migration, presence, threatened or actual discharge, release or disposal of Toxic Materials, in, upon or about the Airport property or other Port property, by Airline or by any Airline Representative, during the term of this Agreement.
Basic Obligation. In the course of dealing with each other under this Agreement, including carrying out the Development Program, Altana and NTC may be given access to or come in contact with each other’s proprietary or confidential information which, if used by the Receiving Party (as defined in Article 6.2 below) or disclosed to a third party would be highly detrimental and damaging to the Disclosing Party (as defined in Article 6.2 below). Accordingly, the parties hereby assure each other that they will keep any such information in confidence and hereby agree to comply with the provisions below.
Basic Obligation. Subject to Section 2.11 of this Agreement, all IT and Billing Services shall be performed with a quality of service standard that is consistent in all material respects with the IT and Billing Services provided by Seller to its SME Customers immediately prior to the Effective Date (the "IT and Billing QoSS").
Basic Obligation. Subject to Section 2.11 of this Agreement, Seller agrees to provide Network Related Services in accordance with a quality of service standard that is consistent in all material respects with the Network Services provided by Seller to its SME customers immediately prior to the Effective Date.
Basic Obligation. Subject to Section 2.11 of this Agreement, Seller shall, based upon orders entered in the order management system (OES), use commercially reasonably efforts to support the migration of SME customers from Seller's network to Buyer's network in a timely manner.
