Certain Covenants of the Consultant Sample Clauses

Certain Covenants of the Consultant. 2.6.1. Consultant will comply with all federal and state laws and regulations and all applicable requirements of self-regulatory organizations (securities associations and securities exchanges) relating to the performance of the Services provided by Consultant and disclosure of the compensation received by Consultant. Consultant must include an appropriate legend on all distributed material describing the compensation received and receivable by Consultant from Client. Consultant will fully disclose on all distributable material any interest it has in Client. Consultant represents and warrants that it will not violate any state or federal laws in connection with its work for the Client under this Agreement. Consultant will not violate any federal or state laws (including, but not limited to, the CAN-SPAM Act) relating to delivery of unsolicited information by any means including, but not limited to fax, email, mail or telephonically.
Sample 1
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Certain Covenants of the Consultant. The Consultant acknowledges that his 13 obligations pursuant to Sections 5, 6 and 7.1 of the Employment Agreement are ongoing; provided, however, that any breach by the Executive of such Sections 5, 6 and 7.1 of the Employment Agreement shall not, without more, be deemed a breach of this Agreement. Upon termination of the Consultant's engagement hereunder, all documents, records, notebooks, and similar repositories of or containing trade secrets or intellectual property then in the Consultant's possession, including copies thereof, whether prepared by the Consultant or others, will be promptly returned to or left with the Company. The Company shall be the sole owner of all the products and proceeds of the Consultant's services hereunder, including, but not limited to, all materials, ideas, concepts, formats, suggestions, developments, arrangements, packages, programs and other intellectual properties that the Consultant may acquire, obtain, develop or create in connection with and during the term of the Consultant's engagement hereunder, free and clear of any claims by the Consultant (or anyone claiming under the Consultant) of any kind or character whatsoever. The Consultant shall, at the request of the Company, execute such assignments, certificates or other instruments as the Company may from time to time deem necessary or desirable to evidence, establish, maintain, perfect, protect, enforce or defend its right, title and/or interest in or to any such properties.
Sample 1

Related to Certain Covenants of the Consultant

  • Certain Covenants of the Company The Company hereby agrees:

  • Certain Covenants of the Parties Seller and Company, on the one hand, and Buyer, on the other hand, hereby covenant to and agree with one another as follows:

  • Certain Covenants of the Executive The Executive acknowledges that (i) the Company, Parent and Parent's affiliates (collectively, "Thomson") are engaged and in the future will be engaged in the businesses of developing, operating, offering for sale and selling news or other current information or software-based solutions pertaining thereto to corporations and other businesses, government agencies, universities and other academic institutions and professional services providers (e.g. law, accounting and consulting firms) (the foregoing, together with any other businesses or operations over which Executive has substantial responsibility from the date hereof to the date of termination of the Executive's employment with the Company (or an affiliate thereof), being hereinafter referred to as the "Restricted Activity"); (ii) his services to the Company and Thomson have been and will be special and unique; (iii) his work for the Company and Thomson will give him access to trade secrets of and confidential information concerning the Company, Thomson and their affiliated companies; (iv) the Restricted Activity is national and international in scope; (v) the Company would not have entered into this Agreement but for the agreements and covenants contained in this Section 5; (vi) he has the means to support himself and his dependents other than by engaging in the Restricted Activity and the provisions of this Section 5 will not impair such ability; and (vii) the agreements and covenants contained in this Section 5 are essential to protect the business and goodwill of the Company, Thomson and their affiliates. In order to induce the Company to enter into this Agreement, and in consideration for the benefits received by the Executive pursuant to this Agreement, and other good and valuable consideration the receipt of which is hereby acknowledged, the Executive covenants and agrees as follows:

  • Certain Covenants of the Stockholder Except in accordance with the terms of this Agreement, the Stockholder hereby covenants and agrees as follows:

  • Certain Covenants (a) The Company covenants that all shares of Common Stock issued upon conversion of Notes will be fully paid and non-assessable by the Company and free from all taxes, liens and charges with respect to the issue thereof.

  • Certain Covenants of Stockholder 7.1 Except in accordance with the provisions of this Agreement, Stockholder agrees, while this Agreement is in effect, not to, directly or indirectly:

  • Certain Covenants and Agreements of the Company The Company covenants and agrees at its expense and without any expense to the Placement Agent as follows:

  • Covenants of the Company The Company covenants with each Underwriter as follows:

  • Covenants of the Advisor The Advisor covenants that it is registered as an investment adviser under the Investment Advisers Act of 1940. The Advisor agrees that its activities will at all times be in compliance in all material respects with all applicable federal and state laws governing its operations and investments.

  • Negative Covenants of the Company Except as expressly contemplated by this Agreement or otherwise consented to in writing by Buyer, from the date of this Agreement until the Effective Time, the Company will not do any of the following:

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