Communication and Authority Sample Clauses

Communication and Authority. CONSULTANT agrees to cooperate and coordinate with LOCAL AUTHORITY and DEPARTMENT in all aspects of performance of this Agreement, and to communicate frequently with appropriate LOCAL AUTHORITY and DEPARTMENT’s personnel regarding progress of services, including key and important decisions regarding the Agreement and the work performed. Both parties shall designate in writing, specific employed personnel who shall serve as points-of-contact and authorized representatives for the respective parties as to the services performed under this Agreement. All services to be performed shall be subject to the direction and approval of LOCAL AUTHORITY and DEPARTMENT.
Sample 1Sample 2Sample 3See All (8)
AutoNDA by SimpleDocs
Communication and Authority. (A) [*] is assigned as Purchaser’s Program Manager with authority to issue technical direction within the scope of this Contract. [*] is assigned as Contractor’s Program Manager with authority to accept such direction. Notwithstanding Article 25(A), the foregoing Program Managers are authorized (i) to initial the Exhibits and any modifications thereto (except Exhibit F), and (ii) to execute the waivers of technical compliance with the specifications in the Exhibits. (B) All contractual correspondence to Purchaser will be addressed to (with copy to the Program Manager) : [*] Globalstar, Inc. 461 South Milpitas Blvd. Milpitas, California 95035, U.S.A. Tel : [*] Email: [*] All technical correspondence to Purchaser will be addressed to: [*] Globalstar, Inc. 461 South Milpitas Blvd. Milpitas, California 95035, U.S.A. Tel : [*] Email: [*] All contractual correspondence to Contractor will be addressed to (with copy to the Program Manager) : [*] Alcatel Alenia Space France 100, Boulevard du midi - X.X 00 00000 Xxxxxx xx Xxxxx Cedex – France Email: [*] All technical correspondence to Contractor will be addressed to: [*] Alcatel Alenia Space France 100 Boulevard du midi - X.X 00 00000 Xxxxxx xx Xxxxx Cedex – France Email: [*] (C) In a time critical situation, such as in the case of failures or suspected failures of transponders or other operational or technical matters requiring immediate attention, notice may be given by telephone. Any notice given verbally will be confirmed in writing as soon as practicable thereafter in accordance with Article 25(D). (D) Except as provided in Article 25(C), all notices, demands, reports, orders and requests hereunder by one Party to the other shall be in writing and deemed to be duly given on the same Business Day if sent by electronic means (i.e., electronic mail) or delivered by hand during the receiving Party’s regular business hours, or on the date of actual receipt if sent by pre-paid overnight, registered or certified mail. (E) The Parties agree to cooperate in implementing the use of electronic signatures, provided that such use is consistent with applicable law.
Sample 1
Communication and Authority. A. [*] is assigned as Globalstar's Program Manager with authority to issue technical direction within the scope of this Agreement. [*] is assigned as Ericsson's Program Manager with authority to accept such direction. Notwithstanding Article 26(A), Key Personnel, the foregoing Program Managers are authorized (i) to initial the Exhibits and any modifications thereto (except Exhibit A - Pricing Schedule and Exhibit F - Expansion Pricing and Options), and (ii) to execute the waivers of technical compliance with the specifications in the Exhibits. B. All contractual correspondence to Globalstar will be addressed to (with copy to the Program Manager): [*] All technical correspondence to Globalstar will be addressed to: [*] All notices to Ericsson required to be sent pursuant to Article 15, Intellectual Property Rights Indemnification, Article 19, Confidentiality, Article 21, Termination for Cause and Article 22, Termination for Convenience/ Stop Work Orders, shall be addressed to: [*] All other contractual correspondence to Ericsson will be addressed to (with copy to the Program Manager): [*] All program and technical correspondence to Ericsson will be addressed to the Program Manager. C. In a time critical situation, such as operational or technical matters requiring immediate attention, notice may be given by telephone. Any notice given verbally will be confirmed in writing as soon as practicable thereafter in accordance with Paragraph D of this Article. D. Except as provided in Paragraph C of this Article, all notices, demands, reports, orders and requests hereunder by one party to the other shall be in writing and deemed to be duly given on the same business day if sent by electronic means (i.e., electronic mail) or delivered by hand during the receiving party's regular business hours, or on the date of actual receipt if sent by pre-paid overnight, registered or certified mail. E. The parties agree to cooperate in implementing the use of electronic signatures, provided that such use is consistent with applicable law.
Sample 1
Communication and Authority. If any other conduct by the responsible officer or any other representative of Globalstar is construed by Ericsson as possibly constituting a change request or an interpretation of the Agreement requirements inconsistent with Ericsson’s understanding of those requirements, Ericsson shall promptly notify Globalstar and request clarification.
Sample 1
Communication and Authority. A. [*] is assigned as Globalstar’s Program Manager with authority to issue technical direction within the scope of this Contract. [*] is assigned as Contractor’s Program Manager with authority to accept such direction. Notwithstanding Article 27(A), the foregoing Program Managers are authorized (i) to initial the Exhibits and any modifications thereto (except Exhibit C), and (ii) to execute the waivers of technical compliance with the specifications in the Exhibits. B. All contractual correspondence to Globalstar will be addressed to (with copy to the Program Manager): Globalstar, Inc. 000 Xxxxx Xxxxxxxx Xxxx. Xxxxxxxx, XX 00000 [*] All technical correspondence to Globalstar will be addressed to: [*] Globalstar, Inc. 000 Xxxxx Xxxxxxxx Xxxx. Xxxxxxxx, XX 00000 [*] All contractual correspondence to Contractor will be addressed to (with copy to the Program Manager): [*] Xxxxxx Network Systems, LLC 00000 Xxxxxxxxxxx Xxxx Xxxxxxxxxx, XX 00000 [*] All technical correspondence to Contractor will be addressed to: [*] Xxxxxx Network Systems, LLC 00000 Xxxxxxxxxxx Xxxx Xxxxxxxxxx, XX 00000 [*] C. In a time critical situation, such as operational or technical matters requiring immediate attention, notice may be given by telephone. Any notice given verbally will be confirmed in writing as soon as practicable thereafter in accordance with Article 28(D). D. Except as provided in Article 28(C), all notices, demands, reports, orders and requests hereunder by one Party to the other shall be in writing and deemed to be duly given on the same business day if sent by electronic means (i.e., electronic mail) or delivered by hand during the receiving Party’s regular business hours, or on the date of actual receipt if sent by pre-paid overnight, registered or certified mail. E. The Parties agree to cooperate in implementing the use of electronic signatures, provided that such use is consistent with applicable law.
Sample 1
Communication and Authority. 5.1 The Contractor’s duly authorized representative of the Contractor’s Contractual Relations Department shall be the only Contractor individual authorized to issue Subcontract changes and stop-work orders, altering the time or place of performance under the Subcontract, or otherwise varying the terms of the Subcontract. No other Contractor or Government communications shall have any contractual validity or be binding on the Contractor. 5.2 Except as otherwise specified herein, all correspondence, notices and approvals permitted or required hereunder shall be made to or by the duly authorized representative of parties as set forth below: Contractor: Xxxxxxx X. Xxxxxxxxxx Title: Subcontract Manager Subcontractor: Xxxxxxx X. Xxxxxxx Title: CFO 5.2.1 The Parties shall promptly notify each other in writing of any changes made to their respective designated representatives hereunder.
Sample 1
Communication and Authority. Any notice or other communication required or permitted under this Contract, including invoices shall be made to the following persons : 31.1. In the case of DBSI to : XXXX XXXXXXXX for contractual and commercial matters as well as press release notification DBS Industries 000 Xxxxxxxxx Xxxxxxx, Xxxxx 000X, Xxxx Xxxxxx, XX 00000, XXX Tel : 0 000 000 0000 Fax : 0 000 000 0000 XXXXXXX XXXXX for technical and programmatic matters; ESAT Project Office 0, xxxxxxxxx Xxxxxxx Xxxxxxxxxx, XX 000 00000 XXXXXXXX XXXXX 0 Xxxxxx Tel: 00 00 00 00 00 Fax: 00 00 00 00 00 XXXXX XXXXXX for legal matters to 000 Xxxxxxx Xxxx, Xxxxx 0000 XXXXXXXXXX, XX 00000, XXX Tel : 00 0 000 000 00 00 Fax : 00 0 000 000 00 00 With a carbon copy telefaxed to; DBS Industries 000 Xxxxxxxxx Xxxxxxx, Xxxxx 000X, Xxxx Xxxxxx, XX 00000, XXX Tel : 0 000 000 0000 Fax : 0 000 000 0000 31.2. In the case of the Contractor to : XXXXXX XXXXXXX for contractual and commercial matters and public release of information. Tel : 0 00 00 00 00 Fax : 0 00 00 00 00 XXXX XXXXXX for technical and programmatic matters Tel : 0 00 00 00 00 Fax : 0 00 00 00 00 XXXXX XXXXXXX for invoices matters Tel : 0 00 00 00 00 Fax : 0 00 00 00 00 XXXXXXX XXXXXX for any public release of information Tel : 0 00 00 00 00 Fax : 0 00 00 00 00 to Alcatel Space Industries 00, xxxxxx Xxxx-Xxxxxxxx Xxxxxxxxxxx 31037 TOULOUSE Cedex (France) Excepted as provided in Article 6. (Payment), all notices, demands, reports, orders and requests hereunder by one Party to the other shall be in writing and deemed to be duly given on the same business day if sent by electronic means (i.e., telex, electronic mail or facsimile) or delivered by hand during the receiving Party's regular business hours, or on the date of actual receipt if sent by pre-paid overnight, registered or certified mail.
Sample 1
AutoNDA by SimpleDocs
Communication and Authority. (A) Xxxx Xxxxx is assigned as Purchaser’s Program Manager with authority to issue technical direction within the scope of this Contract. [*] is assigned as Contractor’s Program Manager with respect to the SOCC and TCU Subsystems and [*] is assigned as Contractor’s Program Manager with respect to the IOTE Subsystem, with authority to accept such direction. Notwithstanding Article 25(A), the foregoing Program Managers are authorized (i) to initial the Exhibits and any modifications thereto (except Exhibit C), and (ii) to execute the waivers of technical compliance with the specifications in the Exhibits. (B) All contractual correspondence to Purchaser will be addressed to (with copy to the Program Manager): [*] Globalstar, Inc. 461 South Milpitas Blvd. Milpitas, California 95035, U.S.A. Tel: [*] Email: [*] All technical correspondence to Purchaser will be addressed to: [*] Globalstar, Inc. 461 South Milpitas Blvd. Milpitas, California 95035, U.S.A. Tel: [*] Email: [*] All contractual correspondence to Contractor will be addressed to (with copy to the Program Manager): [*] Alcatel Alenia Space France 26, avenue Xxxx Xxxxxxxx Xxxxxxxxxxx 00000 Xxxxxxxx Xxxxx Xxxxxx Tel: [*] Email: [*] All technical correspondence to Contractor with respect to SOCC and TCU Subsystems will be addressed to: [*] Alcatel Alenia Space France 100 Boulevard du midi—X.X 00 00000 Xxxxxx xx Xxxxx Cedex France Tel: [*] Email: [*] All technical correspondence to Contractor with respect to IOTE Subsystem will be addressed to: [*] Alcatel Alenia Space France 26, avenue Xxxx Xxxxxxxx Xxxxxxxxxxx 00000 Xxxxxxxx Xxxxx Xxxxxx Tel: [*] Email: [*] (C) In a time critical situation, such as operational or technical matters requiring immediate attention, notice may be given by telephone. Any notice given verbally will be confirmed in writing as soon as practicable thereafter in accordance with Article 25(D). (D) Except as provided in Article 25(C), all notices, demands, reports, orders and requests hereunder by one Party to the other shall be in writing and deemed to be duly given on the same Business Day if sent by electronic means (i.e., electronic mail) or delivered by hand during the receiving Party’s regular business hours, or on the date of actual receipt if sent by pre-paid overnight, registered or certified mail. (E) The Parties agree to cooperate in implementing the use of electronic signatures, provided that such use is consistent with applicable law.
Sample 1
Communication and Authority. The name of the Purchaser’s Program Manager with authority to issue technical direction within the scope of this Contract will be notified to the Contractor within 20 Days from EDC. The name of the Contractor’s Program Manager with authority to accept such direction will be notified to the Purchaser within 20 Days from EDC. Notwithstanding Article 25(A), the foregoing Program Managers are authorized (i) to initial the Exhibits and any modifications thereto, and (ii) to execute the waivers of technical compliance with the specifications in the Exhibits.
Sample 1

Related to Communication and Authority

  • Authorization and Authority Each Lender hereby irrevocably appoints Citibank, N.A. to act on its behalf as the Agent hereunder and under the Notes and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Agent and the Lenders, and the Borrowers shall have no rights as a third party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein (or any other similar term) with reference to the Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties.

  • Organization and Authority The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

  • Incorporation and Authority (i) The Company is duly organized, validly existing and in good standing under the Laws of the State of Delaware. The Company has all requisite corporate or other applicable organizational power to (i) enter into, consummate the transactions contemplated by, and carry out its obligations under this Agreement, the Certificate of Designation, and each other agreement, document, instrument, schedule or certificate contemplated by this Agreement to be executed by the Company in connection with or as a condition to each Holder’s obligation to consummate the transactions contemplated hereunder (the “Ancillary Documents”), including the issuance of the Preferred Shares hereunder and the issuance of the Conversion Shares in accordance with the Certificate of Designation, and (ii) own, lease and operate its properties and carry on its business as presently conducted, and the Company is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified, except for any failure under clause (ii) that would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect (as defined below). (ii) The execution and delivery by the Company of this Agreement and each Ancillary Document, and the consummation by the Company of the transactions contemplated by this Agreement and the Ancillary Documents have been duly authorized by all requisite corporate or other similar organizational action on the part of the Company. Without limiting the foregoing, no stockholder approval is required in connection with the execution and delivery of this Agreement or any Ancillary Document, or the consummation of the transactions contemplated hereby or thereby (including the issuance of the Preferred Shares and all of the Conversion Shares issuable upon conversion thereof), including any stockholder approval that would be necessary to remain in compliance with the rules of the Nasdaq Stock Market LLC (“Nasdaq”) or required under the rules and regulations of the SEC or the General Corporation Law of the State of Delaware. This Agreement has been, and each Ancillary Document will be, duly executed and delivered by the Company. Assuming due authorization, execution and delivery by the other parties hereto, this Agreement constitutes, and each of the Ancillary Documents will constitute, the legal, valid and binding obligations of the Company, enforceable against the Company in accordance with their respective terms, subject in each case to the effect of any applicable bankruptcy, reorganization, insolvency, moratorium or similar Laws now or hereafter in effect relating to or affecting creditors’ rights and remedies generally and subject, as to enforceability, to the effect of general equitable principles (regardless of whether enforcement is sought in a proceeding in equity or at law). (iii) Neither the execution and delivery by the Company of this Agreement and each Ancillary Document, nor the consummation of the transactions contemplated hereby or thereby, nor compliance by the Company with any of the provisions hereof or thereof will (a) violate or conflict with the organizational documents of the Company, (b) conflict with or violate any Law applicable to the Company or by which any of its properties or assets is bound or subject or (c) result in any breach of, or constitute a default (or event which, with the giving of notice or lapse of time or both, would constitute a default) under, or give to any person any rights of termination, acceleration or cancellation of or result in the creation of any Lien on any of the assets or properties of the Company, any note, bond, mortgage, indenture, deed of trust, license, lease, agreement or other instrument or obligation to which the Company or any of its subsidiaries is a party or by which any of them or any of their respective properties or assets is bound or subject, except, in the case of clauses (b) and (c), for any such conflicts, violations, breaches, defaults, terminations, accelerations, cancellations or creations as, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect. The execution and delivery of this Agreement and the issuance (directly or indirectly) of Preferred Shares and the Conversion Shares is not, and will not be, subject to, or trigger, any preemptive rights, rights of first refusal, rights of first offer, notice rights, approval/consent rights, voting rights, review rights or similar rights of any third party and will not trigger any price reset or anti-dilution rights. (iv) Except for the filing of the Announcing Form 8-K (as defined below), compliance with any applicable state securities or blue sky laws and the filing of the Certificate of Designation with the Secretary of State of the State of Delaware, no consent or approval of, or filing or registration with, any Governmental Entity is necessary for the execution, delivery and performance by the Company of this Agreement or the Ancillary Documents, other than such other consents, approvals, filings or registrations that, if not obtained, made or given, would not, individually or in the aggregate, be material to the Company and its subsidiaries, taken as a whole.

  • Corporate Organization and Authority Company (a) is a corporation duly organized, validly existing, and in good standing in its jurisdiction of incorporation, (b) has the corporate power and authority to own and operate its properties and to carry on its business as now conducted and as proposed to be conducted; and (c) is qualified as a foreign corporation in all jurisdictions where such qualification is required.

  • Organization and Authorization The Investor is duly incorporated or organized and validly existing in the jurisdiction of its incorporation or organization and has all requisite power and authority to purchase and hold the securities issuable hereunder. The decision to invest and the execution and delivery of this Agreement by such Investor, the performance by such Investor of its obligations hereunder and the consummation by such Investor of the transactions contemplated hereby have been duly authorized and requires no other proceedings on the part of the Investor. The undersigned has the right, power and authority to execute and deliver this Agreement and all other instruments (including, without limitations, the Registration Rights Agreement), on behalf of the Investor. This Agreement has been duly executed and delivered by the Investor and, assuming the execution and delivery hereof and acceptance thereof by the Company, will constitute the legal, valid and binding obligations of the Investor, enforceable against the Investor in accordance with its terms.

  • Due Organization and Authority The Servicer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all licenses necessary to carry on its business as now being conducted and is licensed, qualified and in good standing in each state where a Mortgaged Property is located if the laws of such state require licensing or qualification in order to conduct business of the type conducted by the Servicer, and in any event the Servicer is in compliance with the laws of any such state to the extent necessary to ensure the enforceability of the terms of this Agreement; the Servicer has the full power and authority to execute and deliver this Agreement and to perform in accordance herewith; the execution, delivery and performance of this Agreement (including all instruments of transfer to be delivered pursuant to this Agreement) by the Servicer and the consummation of the transactions contemplated hereby have been duly and validly authorized; this Agreement evidences the valid, binding and enforceable obligation of the Servicer and all requisite action has been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its terms;

  • Legal Power and Authority It has all necessary power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. It is an entity duly organized, validly existing and in good standing under the laws its jurisdiction of organization.

  • Powers and authority It has the power to enter into and perform, and has taken all necessary action to authorise the entry into and performance of, the Finance Documents to which it is or will be a party and the transactions contemplated by those Finance Documents.

  • Organization and Authority of the Purchaser The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the Cayman Islands and has all necessary corporate power and authority to enter into this Agreement and the Ancillary Agreements to which it is a party, to carry out its obligations hereunder and thereunder and to timely consummate the transactions contemplated hereby and thereby. The Purchaser is duly licensed or qualified to do business and is in good standing in each jurisdiction in which the properties owned or leased by it or the operation of its business makes such licensing or qualification necessary, except to the extent that the failure to be so licensed or qualified and in good standing would not (a) materially adversely affect the ability of the Purchaser to carry on its business or (b) individually or in the aggregate, reasonably be expected to have a Purchaser Material Adverse Effect. The execution and delivery by the Purchaser of this Agreement and the Ancillary Agreements to which it is a party, the performance by the Purchaser of its obligations hereunder and thereunder and the consummation by the Purchaser of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of the Purchaser and its shareholders. This Agreement has been, and upon their execution the Ancillary Agreements to which the Purchaser is a party shall have been, duly executed and delivered by the Purchaser, and (assuming due authorization, execution and delivery by the Seller) this Agreement constitutes, and upon their execution the Ancillary Agreements to which the Purchaser is a party shall constitute, legal, valid and binding obligations of the Purchaser, enforceable against the Purchaser in accordance with their respective terms, subject to the effect of any applicable bankruptcy, insolvency (including all laws relating to fraudulent transfers), reorganization, moratorium or similar laws affecting creditors’ rights generally and subject to the effect of general principles of equity (regardless of whether considered in a proceeding at law or in equity). No action by the shareholders of the Purchaser is necessary, including, without limitation, pursuant to Nasdaq rules and regulations, to authorize this Agreement and the Ancillary Agreements or to timely consummate the transactions contemplated hereby and thereby (including the issuance of the Purchaser Shares comprising the Consideration). The Purchaser is and will at all times be in full compliance with all Nasdaq rules and regulations with respect to the absence of a shareholder vote in connection with the authorization of this Agreement and the Ancillary Agreements (including the issuance of the Purchaser Shares comprising the Consideration).

  • Existence and Authority Each Loan Party is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (which jurisdiction is identified in Section 1(a) of the Perfection Certificate) and is qualified to do business in each jurisdiction in which the operation of its business requires that it be qualified (which each such jurisdiction is identified in Section 1(a) of the Perfection Certificate) or, if such Loan Party is not so qualified, such Loan Party may cure any such failure without losing any of its rights, incurring any liens or material penalties, or otherwise affecting Agent’s rights. Each Loan Party has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into the Loan Documents to which it is a party and to carry out the transactions contemplated thereby. The execution, delivery and performance by each Loan Party Obligor of this Agreement and all of the other Loan Documents to which such Loan Party Obligor is a party have been duly and validly authorized, do not violate such Loan Party Obligor’s Governing Documents or any applicable law or any material agreement or instrument or any court order which is binding upon any Loan Party or its property, do not constitute grounds for acceleration of any Indebtedness or obligation under any material agreement or instrument which is binding upon any Loan Party or its property, and do not require the consent of any Person. No Loan Party is required to obtain any government approval, consent, or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the execution, delivery or performance of any of the Loan Documents. This Agreement and each of the other Loan Documents have been duly executed and delivered by, and are enforceable against, each of the Loan Party Obligors who have signed them, in accordance with their respective terms. Section 1(f) of the Perfection Certificate sets forth the ownership of each Borrower and its Subsidiaries and, as of the Closing Date, Parent.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!