Company’s General Obligations. (a) During the Term of this Agreement, Company agrees to provide Distributor with the following at Company’s cost in order to assist Distributor’s promotional activities for Product in the Territory. Company shall have the right to hold a meeting with Distributor at the time and place to be agreed upon by the Parties to discuss alternative activities.
(i) Reasonable quantities of promotional materials and literature in English as requested by Distributor.
(ii) Medical and commercial advice and information to assist Distributor in responding to inquires and questions made concerning the Product by other Persons, including, customers and governmental authorities.
(iii) Technical and marketing training on the Product at a designated facility of Company for reasonable, but limited number of, Distributor’s competent technical and sales representatives at times and for durations to be agreed upon by the Parties; provided, however, [***] out-of-pocket costs for such training of Distributor’s representatives and employees such as travelling, lodging and insurance are to be [***].
(b) Company shall maintain ISO 13485 and Medical Device Directive certification to support the right to continue to use the CE xxxx in commerce on the Product, but only if maintaining ISO 13485 and Medical Device Directive certification is required to sell the product in the Territory.
(c) Company will maintain the CE marked status for the Product for the countries covered by the CE xxxx and maintain all certificates and approvals required in the European Union, but only if maintaining CE marked status for the Product is required to sell the Product in the Territory.
(d) Company shall [***]. Company shall [***].
(e) Company shall not, at any time during the Initial Term, directly or indirectly import, supply, promote, market, distribute, sell or otherwise commercialize in the Territory [***]. For purposes of clarity, the foregoing is not intended to and shall not limit Company’s rights to commercialize Gel-One or the Gel-One repeat treatment label expansion or to commercialize any Product through Distributor.
(f) In accordance with Distributor’s request and pursuant to Section 6(a) above, Company shall prepare and file all regulatory filings as may be required in the Territory to replace XXXXX & NEPHEW, INC’s name, logo and other identifying details of the Product label with those of the Distributor.
Company’s General Obligations. 5.1 Company shall have the following obligations with respect to the marketing and distribution of Company's Products:
(a) Unless in accordance with Article 16 hereof, promptly deliver to VAR those Products for which VAR places orders, by shipment to such locations within the Territory, or to any person for direct use if delivery thereof will be made to a location within the Territory;
(b) [***]
(c) Provide all necessary support and assistance to VAR in the advertising, promotion, sales and distribution of the Products within the Territory;
(d) Develop and offer training and technical assistance to VAR and its personnel in the sale and distribution of the Products. Expenses for training, post-sales engineering services, site walks, and site configurations, shall be borne by VAR except that Company will provide personnel and technical support for, and share the costs of, the first field trial and commercial deployment of a system on a basis to be determined by the parties prior to the commencement of the trial;
(e) [***]
Company’s General Obligations. 5.1 Company shall have the following obligations with respect to the marketing and distribution of Company's Products:
(a) Unless excused by circumstances beyond Company's control in accordance with Article 16 hereof, deliver to Distributor those Products for which Distributor places orders, and which Company has accepted, by shipment to such locations within the Territory, or to any person for direct use if delivery thereof will be made to a location within the Territory;
(b) Provide support and assistance to Distributor in the advertising, promotion, sales and distribution of the Products within the Territory;
(c) Develop and offer training and technical assistance to Distributor and its personnel in the sale and distribution of the Products at the prices set forth in the pricing document provided separately, including, at the option of Distributor, engineering services such as sales proposals, site walks, and site configurations at the prices set forth in Schedule B, all of which expenses shall be borne by Distributor;
(d) Provide technical support for Distributor's first field trial with an End User as determined by Company;
(e) Exercise its best efforts to maintain an international advertising program to develop a name identification and quality image for Company's Products, and supply Distributor with the sales material and data relating to its Products, when and as requested by Distributor, in reasonable quantities.
Company’s General Obligations. In order to induce the Executive to remain in the employ of the Company or an Affiliate, as applicable, and in consideration of the Executive’s covenants set forth in Section 7, the Company agrees, under the conditions described herein, to pay the Executive the Severance Payments and the other payments and benefits described herein. Except as provided in Section 10.1, no Severance Payments shall be payable under this Agreement unless there shall have been (or, under the terms of the second sentence of Section 5.1, there shall be deemed to have been) a termination of the Executive’s employment with the Company or an Affiliate thereof following a Change in Control and during the Term.
Company’s General Obligations. (a) Company’s general obligation hereunder is to pay the Contract Price, upon performance of Contractor’s obligations as provided in this Contract and in accordance with the Payment Schedule.
(b) Company shall provide the Site and all necessary access thereto for the performance of the Work, all as specified and described in the Contract and Appendix G.
(c) Additionally, Company shall:
(i) keep Contractor informed as to the status of any governmental or regulatory or other activities undertaken by Company that would relate to the Plant or any Company Government Approvals and take corrective action related thereto, if necessary;
(ii) comply with all Applicable Laws; and
(iii) as applicable, maintain all records and accounts in accordance with GAAP consistently applied and in Dollars in order to support any and all invoices, Claims and Disputes under this Contract.
Company’s General Obligations. Company shall maintain and repair its Company Improvements as well as any other equipment or fixtures installed (whether by it or by FWACAA) in its Leased Premises. Company shall be responsible for routine maintenance and cleaning of its Exclusive Space (except as set forth above with respect to normal custodial duties performed by FWACAA in the common areas), and the Ready/Return Lot, and shall keep all such areas in a neat, clean, and attractive condition. Unless maintenance and repairs are needed as a direct result of FWACAA’s actions or inactions, maintenance and repair by Company of the counter and back office spaces shall include but not be limited to painting, ceiling tile replacement, walls, floors, doors, equipment, furnishings, fixtures, appurtenances, replacement of light bulbs and ballasts, and the replacement of all broken glass. Maintenance and repair of the Ready/Return Lot shall include but not be limited to asphalt patching, sealing, repaving, striping, bumper replacement, light fixtures, sign post, and sign replacement, and canopy upkeep. Each Company shall be responsible for the repair and maintenance of its assigned slots in the Ready/Return Lot and shall share equally in the repairs to the common use areas of the Ready Return Lot with the other rental car companies that use the lot. CFC reserves, if sufficient, may be used by FWACAA to make these repairs on behalf of the car rental companies if mutually agreed upon by all companies using the lot. Ready/Return Lot maintenance shall include but not be limited to litter removal. At the mutual request of all of the Company’s using the Ready/Return lot sidewalk snow removal, snow plowing, applying sand/salt, etc. to the parking lot may be contracted by the Authority and such costs shall be billed at cost plus a 15% administrative fee to each Company assigned spaces in the Ready/Return lot based on maket share. Otherwise, responsibility for such services shall be the responsibility of company. All repairs shall be in quality and class equal to or better than the original work to preserve the same in good order and conditions. In addition, Company shall take reasonable care to avoid any unnecessary or excessive littering or soiling of any Leased Premises or Terminal common areas utilized under this Agreement, and shall promptly repair any damage to any area of its Leased Premises or the fixtures, improvements, or equipment therein caused by Company or any employee, agent, contractor or custom...
Company’s General Obligations. The Company shall use all reasonable endeavours to provide the Services in a continuous, stable manner, as per the terms and conditions of the User Agreement.
Company’s General Obligations. COMPANY shall:
4.3.1 Define the location of each well and assist CONTRACTOR in ensuring proper positioning of the Drilling Unit. COMPANY will be responsible for selecting, marking and clearing the drilling location(s) and for notifying CONTRACTOR of any impediments or hazards to operations at each drilling location, including any pipelines or cable in the area.
4.3.2 Advise CONTRACTOR, in writing, within a reasonable period prior to the spud date, of its requirements pertaining to the drilling of the well, including, but not limited to, general drilling program, well sizes, casing setting depths, mud type and characteristics, deviation limits, cementing methods, casing and blow out prevention testing procedures.
4.3.3 Give all necessary written instructions regarding Operations to be performed by CONTRACTOR. From time to time, COMPANY's Representative or other authorized individual of COMPANY may issue written or oral instructions to CONTRACTOR concerning Operations.
4.3.4 Have the right to supply to CONTRACTOR additional equipment and personnel as required for certain specialized Operations.
4.3.5 Ensure geological supervision of the well(s).
4.3.6 Not be allowed to alter the status of CONTRACTOR as an independent contractor. It is hereby clarified and agreed that should the instructions given to CONTRACTOR by COMPANY, with respect to Operations hereunder or the performance by CONTRACTOR of such instructions, in any way, derogate the status of CONTRACTOR as an independent contractor, CONTRACTOR shall be entitled to refuse the instruction on this basis. CONTRACTOR shall immediately inform COMPANY of its refusal on this ground.
Company’s General Obligations. Company shall:
A. Work diligently with Agent's Authorized Clients to deliver Products resulting from orders as a result of Agent's efforts.
B. During the term of this Agreement and so long as Agent is not in breach of any provision of this Agreement, refrain from conducting any selling efforts on its own or through other agents to Agent's Authorized Clients.
C. Timely respond to all requests for information and pricing by Agent.
D. Maintain and update from time to time the Master List of Authorized Clients.
E. Update from time to time the Retail Pricing (Exhibit 1).
F. Update from time to time the Purchase Agreement (Exhibit 3).
Company’s General Obligations. The company shall not perform any margin purchase transactions unless on securities that meets the standards set by the Exchange and approved by the authority.
