Certain Engagement Terms Sample Clauses

Certain Engagement Terms. You acknowledge, and agree to cause each other Engagement Party to acknowledge, that each Manager has been retained solely to provide the services set forth in this Engagement Letter. In rendering such services, each Manager shall act as an independent contractor, and any duties of such Manager arising out of their engagement hereunder shall be owed solely to you. In addition, you agree, and agree to cause each other Engagement Party to agree, that each Manager may perform the services contemplated hereby in conjunction with its affiliates, that any affiliate of such Manager performing services hereunder shall be entitled to the benefits and be subject to the terms of this Engagement Letter, and that any references in this Engagement Letter to that Manager shall be deemed to include any such affiliate where the context so requires or permits, in each case provided that such Manager shall remain liable for the due performance by its affiliates of those services. You acknowledge and agree that: (a) the Managers have been retained solely to act as managers in connection with the Permanent Financing and that no fiduciary, advisory or agency relationship between you and any Manager has been created in respect of any of the transactions contemplated by the Permanent Financing or the Managers’ engagement hereunder, regardless of whether any such Manager has advised or is advising you on other matters; (b) the price of the Permanent Securities will be established by you following discussions and arms- length negotiations with the Managers and you are capable of evaluating and understanding and understand and accept the terms, risks and conditions of the transactions contemplated by the Permanent Financing or the Managers’ engagement hereunder; (c) you have been advised that the Managers and their respective affiliates are engaged in a broad range of transactions that may involve interests that differ from those of you and that the Managers have no obligation to disclose such interests and transactions to you; and (d) you waive, to the fullest extent permitted by law, any claims you may have based on any actual or potential conflicts of interest that may arise or result from any Manager’s engagement by you hereunder or any claims you may have against any Manager for breach of fiduciary duty or alleged breach of fiduciary duty and agree that the Managers shall have no liability (whether direct or indirect) to you in respect of such a fiduciary duty claim or to any p...
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Related to Certain Engagement Terms

  • Agreement Terms The terms of the Agreement conform to University policy. The period of performance for the project is approximately two (2) years. The amount of funding support will not exceed $62,500. Since research projects are often amended, this agreement includes provisions for changes in time and scope. University procedures for approval of these changes will be followed and additional conflict of interest review will be done as appropriate.

  • IRO Engagement 1. CHSI shall engage an IRO that possesses the qualifications set forth in Paragraph B, below, to perform the responsibilities in Paragraph C, below. The IRO shall conduct the review in a professionally independent and objective fashion, as set forth in Paragraph D. Within 30 days after OIG receives the information identified in Section V.A.12 of the CIA or any additional information submitted by CHSI in response to a request by OIG, whichever is later, OIG will notify CHSI if the IRO is unacceptable. Absent notification from OIG that the IRO is unacceptable, CHSI may continue to engage the IRO.

  • Agreement Term and Termination This agreement will remain in effect until the expiration or termination of Customer’s Subscription, whichever is earliest. Customer may terminate this agreement at any time by contacting its Reseller. The expiration or termination of this agreement will only terminate Customer’s right to place new orders for additional Products under this agreement.

  • Community Engagement Integration Activities The SP will support the HSP to engage the community of diverse persons and entities in the area where it provides health services when setting priorities for the delivery of health services and when developing plans for submission to the LHIN including but not limited to CAPS and integration proposals.

  • Minimum Engagement Any employee including casuals instructed to report to work, including Saturdays, Sundays and public holidays, and work ceases due to any reason, or not required to start after reporting to the site or depot, will be paid a minimum of four hours

  • Service Terms Each Service Order will provide for a service term. At the end of the service term of any Service Order, unless either party gives written notice to the other party of its intention not to renew at least ninety (90) days before the end of a service term, the term of such Service Order will automatically renew for successive twelve (12) month periods. Termination of one Service Order will not affect the term of any other Service Order.

  • TERM OF AGREEMENT/TERMINATION The term of this Agreement shall commence on the date hereof and such term and this Agreement shall terminate upon the earlier to occur of (i) the Effective Time, and (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDED, HOWEVER, such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

  • EMPLOYEE ENGAGEMENT a) All employees shall be initially engaged upon a three month probationary period. Either party may terminate this probationary period with one week’s notice.

  • Use of local labour professional services and materials 10. (1) The Company shall, for the purposes of this Agreement —

  • Optional Services To the extent that the Fund elects to engage the Transfer Agent to provide the services listed below the Fund shall engage the Transfer Agent to provide such services upon terms and fees to be agreed upon by the parties:

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