Certain Conditions of Service Sample Clauses

Certain Conditions of Service. (a) Operator shall not be obligated to acquire new, additional or different Employees, equipment or resources or to acquire or establish any separate hardware or software platforms in order to provide any Services. (b) Subject to the terms of this Agreement, Operator may utilize subcontractors (including Affiliates) to provide any of the Services. (c) Operator’s obligation to provide the Services shall be conditioned upon and subject to any legal obligations, prohibitions or restrictions applicable to it, and this Agreement shall not obligate Operator to violate, modify or eliminate any such obligation, prohibition or restriction. (d) Operator shall perform the Services as an “independent contractor” of the Partnership and nothing in this Agreement is intended, and nothing shall be construed, to create an agency, employer/employee, partnership, joint venture, association or other similar relationship between Operator and the Partnership or any of their respective Affiliates. (e) Notwithstanding anything to the contrary, all matters pertaining to the employment, compensation, promotion and discharge of any personnel of Operator or its Affiliates are the responsibility of Operator and its Affiliates. All such employment arrangements are solely Operator’s and its Affiliates’ obligations (including the payment of salaries and employee benefits with respect to such personnel), and, except for reimbursement of the Personnel Costs as provided in this Agreement, the Partnership shall have no responsibility or liability with respect thereto. (f) Notwithstanding anything herein to the contrary, but subject to the calculation of Personnel Costs pursuant to Section 3.1, with respect to such employees of Operator’s Affiliates, the Partnership and Operator acknowledge that employees of Affiliates of Operator may assist Operator in providing the Services hereunder without further consent from the Partnership.
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Certain Conditions of Service. (a) CPCC shall not be obligated to acquire new, additional or different Employees, equipment or resources or to acquire or establish any separate hardware or software platforms in order to provide any Operational Services. (b) CPCC’s obligation to provide the Operational Services shall be conditioned upon and subject to any legal obligations, prohibitions or restrictions applicable to it, and this Agreement shall not obligate CPCC to violate, modify or eliminate any such obligation, prohibition or restriction. (c) Notwithstanding anything to the contrary, all matters pertaining to the employment, compensation, promotion and discharge of any personnel of CPCC or its Affiliates are the responsibility of CPCC and its Affiliates. All such employment arrangements are solely CPCC’s and its Affiliates’ obligations (including the payment of salaries and employee benefits with respect to such personnel), and, except for reimbursement of the Personnel Costs as provided in this Agreement, CTH shall have no responsibility or liability with respect thereto.
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Certain Conditions of Service. (a) Except as provided in this Agreement, or to the extent that the express terms of the LLC Agreement require Management Committee approval for an action by Service Provider with respect to the Services, Service Provider shall have complete authority and discretion to elect the means, manner and method of performing the Services. (b) Subject to the terms of this Agreement, Service Provider may utilize subcontractors to provide any of the Services. (c) Service Provider shall perform the Services as an “independent contractor” of Company and nothing in this Agreement is intended, and nothing shall be construed, to create an agency, employer/employee, partnership, joint venture, association or other similar relationship between Service Provider and Company or any of their respective Affiliates or any of their employees. (d) Notwithstanding anything to the contrary, all matters pertaining to the employment, supervision, compensation, promotion and discharge of any personnel of Service Provider or its Affiliates are the responsibility of Service Provider and/or its Affiliates, as appropriate. All such employment arrangements are solely Service Provider’s and/or its Affiliates’ obligations (including the payment of wages, salaries and employee benefits with respect to such personnel), and Company shall have no liability with respect thereto. (e) Notwithstanding anything herein to the contrary, Company and Service Provider acknowledge that employees of Affiliates of Service Provider may assist Service Provider in providing the Services hereunder without further consent from Company.
Sample 1
Certain Conditions of Service. (a) All personnel involved in the provision of Services by Services Provider or its Affiliates or contractors shall be responsible to Services Provider. The selection of such employees and contractors, and their hours of labor, shall be determined by Services Provider. Subject to, and without limiting MLP’s rights and remedies in, Section 4.2, Services Provider shall have the right to hire or dismiss full time or part time personnel for any position with respect to the Services. (b) Notwithstanding anything herein to the contrary, all matters pertaining to the employment, supervision, compensation, promotion and discharge of any personnel of Services Provider or its Affiliates are the responsibility of Services Provider and its Affiliates. All such employment arrangements are solely Services Provider’s and its Affiliates’ obligations (including the payment of salaries and employee benefits with respect to such personnel). (c) Notwithstanding anything herein to the contrary, MLP and Services Provider acknowledge that employees of Affiliates of Services Provider may assist Services Provider in providing the Services hereunder in accordance with the terms hereof and the Budget.
Sample 1

Related to Certain Conditions of Service

  • Conditions of Service (1). The Dallas County Community College District Dual Credit program falls under Texas Higher Education Coordinating Board Rule 19 TAC §§ 4.81-4.85, “Dual Credit Partnerships Between Secondary Schools and Texas Public Institutions of Higher Education.” Services under this Agreement are limited exclusively to Dual Credit for a tuition scholarship for approved Dual Credit courses (Attachment B). For Dual Credit scholarship see 4.K.1 of this Agreement. (2). All students wishing to participate in the Dual Credit program by taking a course(s) described in Attachment B must: (a) Complete College application for admission to the College; (b). Clearly establish their residency classification;

  • Certain Conditions Except as otherwise provided in Sections 2.2.4 and 2.3.4 of this Agreement, no Lender shall have an obligation to make any Loan, or to permit the continuation of or any conversion into any LIBOR Loan, and the Issuing Lender shall not have any obligation to issue any Letter of Credit, if an Event of Default or Unmatured Event of Default exists.

  • TERMS AND CONDITIONS OF SERVICE 3.1. Based on the received Letter of Application with a manuscript of a scientific and/or other text from the author (the Customer), the Contractor accepts the texts intended for publication in a printed mass media for editing on a paid basis. 3.2. The author (the Customer) who applies to the editorial office for the purpose of editing its scientific and/or other texts shall be obliged as follows: • Transfer its manuscript to the editorial board by sending the same to the official email address of the editorial board. • Based on the confirmation of a positive review and the invoice sent by the editorial board for payment for editing, prepress, electronic layout, publication on the journal's website, and archiving scientific and/or other texts, pay the cost of services within three (3) calendar days from the date of receipt of the invoice for payment for services. • At the request of the editorial board, provide information and perform any actions necessary and sufficient from the standpoint of the editorial board to perform the order. 3.3. The editorial board undertakes to render the services within 3 (three) months from the date of acceptance of the terms and conditions hereof and the Customer's payment for services hereunder. In exceptional cases, the term of performance of the terms and conditions hereof may be agreed with the author (the Customer) individually. 3.4. Services shall be considered rendered, and the terms and conditions hereof shall be considered performed at the time of the editor-in-chief's approval of the layout-original issue wherein the scientific and/or other text of the Customer is subject to publication.

  • Limitations of Service When using the Services, you may experience technical or other difficulties. We will attempt to post alerts on our website to notify you of these interruptions in Service. We cannot assume responsibility for any technical or other difficulties or any resulting damages that you may incur. Some of the Services have qualification requirements, and we reserve the right to change the qualifications at any time without prior notice. We reserve the right to change, suspend or discontinue the Services, in whole or in part, or your use of the Services, in whole or in part, immediately and at any time without prior notice to you.

  • Conditions to Obligations of Parent The obligation of Parent to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time, of the following conditions:

  • Certain Conditions to Assignments Assignments shall be subject to the following additional conditions: (A) except in the case of an assignment to a Lender or an Affiliate of a Lender or an assignment of the entire remaining amount of the assigning Xxxxxx’s Commitment or Loans and LC Exposure of a Class, the amount of the Commitment or Loans and LC Exposure of such Class of the assigning Lender subject to each such assignment (determined as of the date the Assignment and Assumption with respect to such assignment is delivered to the Administrative Agent) shall not be less than U.S. $5,000,000 unless each of the Borrower and the Administrative Agent otherwise consent; (B) each partial assignment of any Class of Commitments or Loans and LC Exposure shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement in respect of such Class of Commitments, Loans and LC Exposure; (C) the parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of U.S. $3,500 (which fee shall not be payable in connection with an assignment to a Lender or to an Affiliate of a Lender) (for which no Obligor shall be obligated); and (D) the assignee, if it shall not already be a Lender of the applicable Class, shall deliver to the Administrative Agent an Administrative Questionnaire.

  • Additional Conditions to Obligations of Company The obligation of Company to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by Company:

  • Conditions to Obligation of the Buyer The obligation of the Buyer to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions: (i) the representations and warranties set forth in Section 3(a) above shall be true and correct in all material respects at and as of the Closing Date; (ii) the Seller shall have performed and complied with all of their covenants hereunder in all material respects through the Closing; (iii) there shall not be any injunction, judgment, order, decree, ruling, or charge in effect preventing consummation of any of the transactions contemplated by this Agreement; (iv) all necessary governmental, shareholder and third party consents and approvals in connection with the transactions contemplated by the Agreement shall have been obtained; (v) the Seller shall have delivered to the Buyer certificates executed by the responsible officer or the secretary of the Seller, as applicable, certifying (A) that each of the conditions specified in Section 9(a)(i)-(iv) are satisfied in all respects, (B) the resolution(s) of the Seller's board of directors authorizing the Seller's execution, delivery and performance of the Agreement and all matters in connection with the Agreement and transactions contemplated thereby, and (C) the incumbency of the officer of the Seller executing the Agreement and all other documents executed and delivered in connection therewith; (vi) the relevant parties shall have entered into the agreements in the forms set forth in (A) Exhibit G (Agreement Amending the Warrants), (B) Exhibit H (Assumption Agreement regarding the Warrants) and (C) Exhibit I (Agreement Amending Securities Purchase Agreement) and attached hereto and the same shall be in full force and effect; (vii) the Buyer shall have received: (A) from Hungarian Counsel of the Seller, a legal opinion in the form set forth in Exhibit L attached hereto, and dated as of the Closing Date, to the effect that (u) the Seller need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement, or if such notice filing, authorization, consent or approval is needed, it has been gained or obtained, (v) any arbitration award in favor of the Buyer obtained pursuant to this Agreement would be valid and enforceable before a court of competent jurisdiction in Hungary and (x) the matters set forth in Section 3(a)(i) and the first and third sentences of Section 3(a)(ii) of the Agreement; and (B) from US Counsel to the Seller, an opinion in the form as may be attached hereto as Exhibit K, and dated as of the Closing Date (y) covering the matters set forth in the second sentence of Section 3(a)(ii) of the Agreement and (z) stating that no registration is required under the Securities Act to transfer the Shares, Unsecured Notes or the Warrants to Buyer in accordance with the Agreement; (viii) the Closing Arrangements set forth in Exhibit J attached hereto shall have been implemented in full to the Buyer's satisfaction; for the avoidance of doubt Seller acknowledges and agrees that unless and until the Closing Arrangements set forth in Exhibit J have been implemented as contemplated by this Section 9(a)(viii), Buyer shall have no obligation whatsoever to pay the Purchase Price; (ix) Since the date of the this Agreement, no event or events shall have occurred which have had or reasonably may be expected to have a Material Adverse Effect; (x) All actions to be taken by the Seller in connection with consummation of the transactions contemplated hereby and all certificates, opinions, instruments, and other documents required to effect the transactions contemplated hereby will be reasonably satisfactory in form and substance to the Buyer; and (xi) The Buyer shall have had the opportunity to conduct a reasonable investigation of the matters set forth in Schedule 3(a)(viii) of this Agreement and satisfy itself that no material commercial risk will be transferred with respect to the Shares, Unsecured Notes and Warrants as a result of the dispute described therein in the event that the Closing shall occur. The Buyer may waive any condition specified in this Section 9(a) if it executes a writing so stating at or prior to the Closing.

  • OTHER CONDITIONS OF EMPLOYMENT Certificate based on Masters degree, 18 total years pay credit or classified step, Non-Probationary ,Local Longevity =$1000, Base Contract @ $48,532. All contracts are issued contingent upon employee having appropriate certification or endorsement or approved ALP. All contracts are also contingent upon successful completion of criminal background check. Where applicable, certified salaries include $3000 from the “Targeted Educator Compensation Act” of 2001. Where applicable the employee has also had included within Compensation For Services a stipend for 18 years of Local Longevity Credit.

  • Conditions to Obligations of Company The obligation of Company to effect the Merger is also subject to the satisfaction or waiver by Company at or prior to the Effective Time of the following conditions:

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