Buyer Obligations. In the event of any termination hereunder, Buyer shall return all documents and other materials furnished by Seller with respect to the Hospital Campus Real Property. No information or knowledge obtained in any investigation pursuant to this Section shall affect or be deemed to modify any representation or warranty contained in this Agreement or the conditions to the obligations of the Parties hereunder. Buyer shall keep the Hospital Campus Real Property free and clear of all mechanics’ or materialmen’s liens arising from or related to Buyer’s due diligence efforts and shall take all necessary actions, at Buyer’s sole cost and expense, to remove any such liens that encumber the Hospital Campus Real Property to the extent that the existence of such liens shall have a material adverse effect on Seller (including, without limitation, causing Seller to be in default of any of its obligations or agreements), the Hospital Campus Real Property (or any portion thereof) or the Licensed Operations.
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. 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. The term "Buyer Obligations" shall have the meaning set forth in Section 8.2.
Buyer Obligations. Before bidding on a Vehicle, Buyer is required to know the arbitration rules in place for the Vehicle. In addition, Xxxxx 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. Subject to Section 11.7, any obligations of the Buyer under this Agreement or the Related Agreements may be satisfied or performed by an Affiliate of the Buyer.
Buyer Obligations. A. During the term of this Agreement, Buyer shall:
1. Deliver to ESI's facility or make otherwise accessible to ESI all Equipment from Buyer's fleet of CF6-80C2B1F Engines, as specified in Appendix "B", requiring Repair. However, ESI shall have the option to perform Repairs with a field team at other locations.
2. Provide to ESI's authorized personnel reasonable access to Buyer's Equipment when such Equipment is in Buyer's possession, as well as to all operating and maintenance records maintained by Buyer related to Buyer's Equipment.
3. Make every reasonable effort to provide incoming transportation information in writing to ESI within at least three (3) calendar days prior to Delivery of Buyer's Equipment at ESI's facility. Upon removal of an Engine from Buyer's aircraft, Buyer shall Deliver such Engine to ESI's facility within seven (7) days. Failure to Deliver such Engine to ESI's facility within seven (7) days shall constitute an excusable delay should such delay result in a requirement for a lease Engine as set forth in Section 2., Article II., Paragraph B.
4. Designate in writing one (1) or more of its employees as a representative during the term of this Agreement. Such representative(s) shall represent Buyer hereunder.
5. Develop with ESI, on a monthly basis, an ERS of Buyer's Equipment to be provided to ESI for Repair hereunder. The ERS shall identify by serial number the type of Equipment, quantities and general workscope expected to be delivered to ESI during the next six (6) months. Buyer shall utilize its best efforts with respect to the accuracy and completeness of the data contained in the ERS.
6. Provide all line maintenance in accordance with the GE/Boeing Maintenance Manual, applicable published airframe and Engine manuals, mutually agreed-to Engine Repair Specification, Buyer Troubleshooting Manual, and Buyer's FAA approved B747-400 Maintenance Specification Manual. In addition, Buyer shall be responsible for all required scrap replacement of LRUs on the line and Repair of LRUs not included in Appendix "C".. Article III. (Continued)
8. Supply to ESI complete historical information to facilitate Repairs hereunder which shall include, at a minimum, the following:
a. Total Engine Operating Time Since New ("TSN").
Buyer Obligations. (a) During the Interim Period, the Buyer shall use best endeavours to procure the satisfaction of an Existing Credit Support Instrument Release Condition with respect to each Existing Credit Support Instrument (the “Release Obligation”) at Closing or as soon as practicable following Closing.
(b) The Buyer shall maintain in full force and effect the New Guarantee Bank Commitment Letter and obtain the New Guarantee Bank Credit Support Instrument on the terms set forth therein by satisfying on a timely basis at or prior to Closing all conditions set forth in the New Guarantee Bank Commitment Letter and shall cause the New Guarantee Bank to perform its obligations under the New Guarantee Bank Commitment Letter upon satisfaction of such conditions, in each case unless the Buyer has replaced the New Guarantee Bank Credit Support Instrument with a comparable Credit Support Instrument that is reasonably satisfactory to the Seller, in which case all references in this Agreement to the “New Guarantee Bank Credit Support Instrument” shall be deemed to be references to such new Credit Support Instrument.
(c) Save with the prior written consent of the Seller, from the Closing Date until the Existing Credit Support Instrument Release Condition with respect to the applicable Existing Credit Support Instruments is satisfied, the Buyer shall (i) take any actions to ensure that the applicable New Guarantee Bank Credit Support Instruments and the applicable Guarantee ECLs are in full force and effect and are not terminated (except in accordance with the terms of this Schedule 21 (Specified Credit Support Instruments) and in accordance with the terms of the Guarantee ECLs) or breached by the Buyer or any of its Affiliated Persons parties thereto and (ii) refrain from taking any actions expected to cause any of the applicable New Guarantee Bank Credit Support Instruments or either of the applicable Guarantee ECLs to be terminated, assigned or breached by the Buyer or any Acquired Entity, as applicable (except in accordance with the terms of this Schedule 21 (Specified Credit Support Instruments) and in accordance with the terms of the Guarantee ECLs).
(d) If the Existing Credit Support Instrument Release Condition with respect to an Existing Credit Support Instrument has not been satisfied at Closing, then, from and after Closing, the Buyer shall:
(i) continue to perform the Release Obligation with respect to such Existing Credit Support Instrument until the satisfaction of th...
