Compliance with Laws and Regulations Generally Sample Clauses

Compliance with Laws and Regulations Generally. (a) Each party shall perform its obligations (including maintaining production facilities) in a manner that complies with all Applicable Laws and with Capital One’s policies, standards and procedures related to such laws, including identifying and procuring required permits, certificates, approvals and inspections. (b) If a charge of non-compliance with any Applicable Laws occurs, the party so charged shall promptly notify the other party of such charges in writing. First Data will undertake concerted efforts appropriate for the nature of any non-compliance by First Data to cure such non-compliance. First Data shall reasonably cooperate with Capital One with respect to Capital One’s efforts to comply with Applicable Laws and Capital One’s policies, standards and procedures related to such laws, including implementing such measures as Capital One deems necessary to effect such compliance; provided however, that Capital One shall reimburse First Data for its reasonable Out-Of-Pocket Expenses incurred in implementing such measures to the extent that such measures are not required by any of First Data’s other customers, unless Capital One is the only customer for whom First Data is performing the services to which the non-compliance relates.
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Compliance with Laws and Regulations Generally. (a) Each party shall perform its obligations in a manner that complies with all Applicable Laws in connection with the performance of its obligations under this Agreement. In its provision of the Services, Acxiom will also comply with relevant D&B policies (so long as D&B has notified Acxiom of such policies). (b) As provided in Section 3.5(b)(i) of this Agreement, each SOW shall contain any legal exceptions and additions, country-specific exceptions and additions, and transaction-specific exceptions and additions with respect to Applicable Laws that apply to the Services provided pursuant to such SOW.
Compliance with Laws and Regulations Generally. (a) Each Party shall perform its obligations in a manner that complies with all Applicable Laws that apply to the Parties’ businesses or, in Vendor’s case, those which also directly impact the Confidential Master Services Agreement performance and use by ACI of the Services (including identifying and procuring required certificates, approvals and inspections). If a claim of non-compliance is made against a Party related to any Applicable Laws, the Party against which the claim is made shall promptly notify the other Party of such charges in writing. (b) Without limitation to the above, Vendor warrants that it shall comply with those laws that are applicable to Vendor or Vendor’s performance of the Services as a provider of information technology services, including IT Laws, Privacy Laws, U.S. Foreign Corrupt Practices Act, data protection laws, rules and regulations, in connection with the Services and otherwise under this Agreement, including Schedule A (Statement of Work) (together Applicable Laws for which Vendor is responsible under Section 22.1(a), “Vendor Laws”). (c) Vendor and ACI will work together to identify the effect of changes in Applicable Laws on the provision and receipt of the Services and will promptly discuss the Changes to the Services, if any, required to comply with all Applicable Laws. Vendor will provide all support reasonably required by ACI to comply with Applicable Law, and ACI’s internal audit requirements, which may be more stringent than those imposed by Applicable Law. “ACI Laws” means all laws (i) applicable to ACI’s operation of its business activities or (ii) applicable to corporations generally (i.e., environmental laws) as they may relate to ACI. If there is a change to Vendor Laws or ACI Laws or other Applicable Laws during the Term, and such change impacts the provision of, or ACI’s receipt of the Services, Vendor will work with ACI to determine the appropriate Change in the Services. Any such Change (i) in Vendor Laws increasing the cost of Vendor’s performance of its obligations will be implemented at Vendor’s sole expense and will not impact the Charges paid by ACI under this Agreement and (ii) in other Applicable Laws increasing the cost of Vendor’s performance of its obligations will be implemented at ACI’s request subject to ACI’s payment of such additional Charges as determined to be payable under the Change Control Procedure. Vendor will be responsible for any fines and/or penalties incurred by ACI arising from...
Compliance with Laws and Regulations Generally. (a) Each Party shall perform its obligations in a manner that complies with the applicable federal, state and local laws, regulations, ordinances and codes (including identifying and procuring required permits, certificates, approvals and inspections) applicable to its industry, and IBM shall be responsible for implementation of, and shall implement, health care legal and regulatory mandates to the extent provided by and directed by Empire (and such implementation may be a New Services). If a charge occurs of noncompliance of a Party with any such laws, regulations, ordinances or codes, the Party so charged shall promptly notify the other Party of such charges in writing. (b) If Empire directs IBM to perform the Services in a particular manner in order to comply with Empire regulatory requirements, and if IBM fails to so perform the Services in such manner, Empire may claim as damages, and IBM shall be responsible for, fines, penalties, interest, and similar financial obligations levied against Empire for violations of such regulatory requirements, if and to the extent resulting from IBM's failure, up to a maximum of two hundred and fifty thousand dollars ($250,000) in any contract year, which shall be the maximum liability of IBM with respect to such damages, fines, penalties, interest, and similar financial obligations. (c) If Empire directs IBM to perform the Services in a particular manner in order to comply with Empire regulatory requirements, and if IBM so complies with such direction, IBM may claim as damages, and Empire shall be responsible for, fines, penalties, interest, and similar financial obligations levied against IBM for violations of Empire regulations, if and to the extent resulting from IBM's compliance with Empire's direction, up to a maximum of two hundred and fifty thousand dollars ($250,000) in any contract year, which shall be the maximum liability of Empire with respect to such damages, fines, penalties, interest, and similar financial obligations.
Compliance with Laws and Regulations Generally. (a) Subject to Section 3.13, each Party shall perform its obligations in a manner that complies with all Applicable Laws which impact the respective Parties’ businesses or, in Vendor’s case, those which also directly impact the performance of the Services (including identifying and procuring required certificates, approvals and inspections). If a charge occurs of non-compliance of a Party with any such Applicable Laws as to the Services, in the case of Vendor, or the receipt or use of the Services, in the case of Phoenix, the Party so charged shall promptly notify the other Party of such charges in writing. (b) Without limitation to the above, Vendor covenants that it shall and it shall ensure that all Vendor Personnel shall comply with those laws that are applicable to Vendor’s business or operations or performance of the Services, including Healthcare Laws, IT Laws, Insurance Regulations, Privacy Laws, U.S. Foreign Corrupt Practices Act, data protection and export and import laws, rules and regulations, in connection with the Services and otherwise under this Agreement, including Schedule A (Statement of Work) (“Vendor Applicable Laws”), as such laws, rules and regulations are in effect as of the Amended and Restated Effective Date. If there are changes to such Vendor Applicable Laws during the term and such changes materially impact the provision of the Services, such changes in the Services will be subject to the Technical Change Control Procedure or Contractual Change Control Procedure, as appropriate but such modifications in the Services due to changes in Vendor Applicable Laws shall not be deemed New Services under this Agreement or otherwise increase the Charges payable by Phoenix. Without limitation to the generality of the foregoing, Phoenix must comply with all Applicable Laws applicable to Phoenix’s business or operations or its use or receipt of the Services (“Phoenix Applicable Laws”). Phoenix must provide its requirements to Vendor for what Phoenix needs to comply with Phoenix Applicable Laws if such requirements are to be provided by Vendor as a portion of the Services. Phoenix must determine, on its own accord, if the Services, its use of the Services and operation by Phoenix as to such use comply with all Phoenix Applicable Laws and will not violate any Phoenix Applicable Laws. If there are changes or additions to such Phoenix Applicable Laws during the term and such changes or additions impact the use or receipt of the Services, Vendor ...
Compliance with Laws and Regulations Generally. The Licensed Works shall comply with and each Party shall perform its obligations in a manner that complies with the applicable federal, state and local laws, regulations, ordinances and codes (including EMPIRE/IBM CONFIDENTIAL FINAL Version 13 identifying and procuring required permits, certificates, approvals and inspections). If a charge occurs of non-compliance of a Party with any such laws, regulations, ordinances or codes, the Party so charged shall promptly notify the other Party of such charges in writing.
Compliance with Laws and Regulations Generally. (a) Each party shall perform its obligations in a manner that complies with all Applicable Laws and Regulations in connection with the performance of its obligations under this Agreement. In its provision of the Services, Ensono will also comply with relevant D&B policies (so long as D&B has notified Ensono of such policies). To the extent D&B policies are not applicable, Ensono shall follow its own policies (which shall be provided to D&B) or perform to industry standards, whichever are more rigorous. (b) As provided in Section 3.5(b)(i) of this Agreement, each SOW shall contain any legal exceptions and additions, country-specific exceptions and additions, and transaction-specific exceptions and additions with respect to Applicable Laws and Regulations that apply to the Services provided pursuant to such SOW.
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Compliance with Laws and Regulations Generally. Each party shall perform its obligations in a manner that complies with all Applicable Laws (including identifying and procuring required certificates, approvals and inspections). “
Compliance with Laws and Regulations Generally. 21.1.1 Each party shall perform its obligations in a manner that complies with all Applicable Laws (including identifying and procuring required certificates, approvals and inspections). “Applicable Law” shall mean any U.S. and other national, state or local law (including common law), statute, ordinance, rule, regulation (including all rules, pronouncements and interpretations issued by self-regulatory authorities ), order, decree, writ, injunction, judgment, permit, governmental agreement, member advisory bulletins or decree of a government entity applicable to a Party, and in the case of Provider, to its subsidiaries, parents, affiliates, properties, assets, and to its officers, directors, managing directors, employees or agents in their capacity as such and effective during the Term, including as they are changed, amended, supplemented or newly added from time to time.

Related to Compliance with Laws and Regulations Generally

  • Compliance with Laws and Regulations A. The Parties shall comply with all applicable laws and regulations including, but not limited to, safety; security; export control; environmental; and suspension and debarment laws and regulations. Access by a Partner to NASA facilities or property, or to a NASA Information Technology (IT) system or application, is contingent upon compliance with NASA security and safety policies and guidelines including, but not limited to, standards on badging, credentials, and facility and IT system/application access. B. With respect to any export control requirements: 1. The Parties will comply with all U.S. export control laws and regulations, including the International Traffic in Arms Regulations (ITAR), 22 C.F.R. Parts 120 through 130, and the Export Administration Regulations (EAR), 15 C.F.R. Parts 730 through 799, in performing work under this Agreement or any Annex to this Agreement. In the absence of available license exemptions or exceptions, the Partner shall be responsible for obtaining the appropriate licenses or other approvals, if required, for exports of hardware, technical data and software, or for the provision of technical assistance. 2. The Partner shall be responsible for obtaining export licenses, if required, before utilizing foreign persons in the performance of work under this Agreement or any Annex under this Agreement, including instances where the work is to be performed on-site at NASA and where the foreign person will have access to export-controlled technical data or software. 3. The Partner will be responsible for all regulatory record-keeping requirements associated with the use of licenses and license exemptions or exceptions. 4. The Partner will be responsible for ensuring that the provisions of this Article apply to its Related Entities. C. With respect to suspension and debarment requirements: 1. The Partner hereby certifies, to the best of its knowledge and belief, that it has complied, and shall comply, with 2 C.F.R. Part 180, Subpart C, as supplemented by 2 C.F.R. Part 1880, Subpart C. 2. The Partner shall include language and requirements equivalent to those set forth in subparagraph C.1., above, in any lower-tier covered transaction entered into under this Agreement.

  • Compliance with Laws Generally Contractor complies in all material respects with all laws, rules, and regulations applicable to Contractor’s business and services.

  • Compliance with Laws and Rules Applicant shall comply with all statutes, regulations, and ordinances of all local, state and federal jurisdictions concerning the use of the Property. In addition, the City shall have the right to adopt reasonable rules concerning the use of the Property and Applicant shall comply with the rules.

  • Compliance with Laws, Rules and Regulations a. Assurances. The Contractor agrees that all activity pursuant to this Contract will be in accordance with all applicable current federal, state and local laws, rules, and regulations, including but not limited to the Public Records Act (chapter 42.56 RCW), the Freedom of Information Act (5 U.S.C. 522) and the Records Retention Act (chapter 40.14 RCW).

  • Compliance with Applicable Laws and Regulations (a) To the best of Borrower’s knowledge after due inquiry and investigation, each of the following is true: (i) All Improvements and the use of the Mortgaged Property comply with all applicable statutes, rules and regulations, including all applicable statutes, rules and regulations pertaining to requirements for equal opportunity, anti-discrimination, fair housing, environmental protection, zoning and land use (“legal, non-conforming” status with respect to uses or structures will be considered to comply with zoning and land use requirements for the purposes of this representation). (ii) The Improvements comply with applicable health, fire, and building codes. (iii) There is no evidence of any illegal activities relating to controlled substances on the Mortgaged Property. (b) Reserved.

  • Compliance with all Applicable Laws and Regulations Grantee must comply with all applicable federal, state and local laws, rules, regulations, and ordinances in administering CRF under this Agreement. Grantee acknowledges that this requirement includes, but is not limited to, compliance with all applicable federal, state, and local health and safety rules and regulations. Grantee’s failure to comply with any part of this provision is material and must be grounds for termination of this Agreement for cause by Florida Housing.

  • Compliance with Laws and Policies In carrying out the terms of this Agreement, both Parties shall comply with all applicable federal, state and local laws, regulations and rules, DSRIP Requirements, and the CNYCC Compliance Program.

  • Compliance with Applicable Laws, Rules and Regulations The Dealer Manager represents to the Company that (a) it is a member of FINRA in good standing, and (b) it and its employees and representatives who will perform services hereunder have all required licenses and registrations to act under this Agreement. With respect to its participation and the participation by each Participating Dealer in the offer and sale of the Offered Shares (including, without limitation, any resales and transfers of Offered Shares), the Dealer Manager agrees, and, by virtue of entering into the Participating Dealer Agreement, each Participating Dealer shall have agreed, to comply with any applicable requirements of the Securities Act and the Exchange Act, applicable state securities or blue sky laws, and, specifically including, but not in any way limited to, NASD Conduct Rules 2340 and 2420, and FINRA Conduct Rules 2310, 5130 and 5141.

  • Compliance with Laws, Etc Comply, and cause each of its Subsidiaries to comply with all applicable laws, rules, regulations and orders, such compliance to include, without limitation, compliance with ERISA and Environmental Laws, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

  • Compliance with Applicable Laws; Permits (i) Each of the Company and each of its Covered Subsidiaries (A) is, and has at all times since March 31, 2015 through the date hereof been, in compliance with applicable Laws and (B) to the knowledge of the Company, since March 31, 2015 through the date hereof, has not received notice from any Governmental Authority alleging that the Company or any of its Covered Subsidiaries is in violation of any applicable Law, except, in the case of each of clauses (A) and (B), for such non-compliance and violations that, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect and except as disclosed in the Company SEC Documents. Except as disclosed in the Company SEC Documents, as of the date of this Agreement, no investigation or review by any Governmental Authority with respect to the Company or any of its Covered Subsidiaries is pending or, to the knowledge of the Company, threatened, nor, to the knowledge of the Company, has any Governmental Authority indicated an intention to conduct the same. (ii) None of the Company, any of its Covered Subsidiaries, any of the Company’s or the Covered Subsidiaries’ respective directors, officers, employees or, to the Company’s knowledge, Affiliates, agents, in their capacity as a director, officer, agent, employee or Affiliate of the Company or any of the Covered Subsidiaries is aware of or has taken any action, directly or indirectly, that would result in a violation by such Persons of the Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder (the “FCPA”) and any other applicable anti-corruption Laws to which they may be subject,. Each of the Company, its Covered Subsidiaries and, to the Company’s knowledge, their respective Affiliates have conducted their businesses in compliance with the FCPA and any other applicable anti-corruption Laws to which they may be subject and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith. (iii) None of the Company, any of its Covered Subsidiaries, their respective directors, officers, or to the knowledge of the Company, any of their respective agents, employees or Affiliates is an individual or entity (“Relevant Person”) currently the subject or target of any sanctions administered or enforced by the applicable Governmental Authorities, including, without limitation, the U.S. Department of the Treasury’s Office of Foreign Assets Control, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor is the Company located, organized or resident in a country or territory that is the subject of Sanctions; the Company will not directly or indirectly use the proceeds of the sale of the Securities, or lend, contribute or otherwise make available such proceeds to any Covered Subsidiaries, joint venture partners or other Relevant Person, to fund any activities of or business with any Relevant Person, or in any country or territory, that, at the time of such funding, is the subject of Sanctions or in any other manner that will result in a violation by any Relevant Person (including any Relevant Person participating in the transactions contemplated hereby, whether as underwriter, advisor, investor or otherwise) of Sanctions. (iv) The operations of the Company and its Covered Subsidiaries are and have been conducted at all times in compliance with applicable financial recordkeeping and reporting requirements of the money laundering statutes of all jurisdictions, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any Governmental Authority (collectively, the “Money Laundering Law”); and no action, suit or proceeding by or before any Governmental Authority involving the Company or any of its Covered Subsidiaries with respect to the Money Laundering Laws is pending or, to the best knowledge of the Company, threatened. (v) Except in each case as, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect and except as disclosed in the Company SEC Documents, (A) the Company and its Covered Subsidiaries have, and at all times since March 31, 2015 through the date hereof have had and have been in compliance with, all licenses, permits, qualifications, accreditations, approvals, registrations, consents, authorizations, franchises, variances, exemptions and orders of any Governmental Authority (collectively, the “Permits”), and have made all necessary filings required under applicable Laws, necessary to conduct the business of the Company and the Covered Subsidiaries, (B) since March 31, 2015 through the date hereof, neither the Company nor any of the Covered Subsidiaries has received any written notice of any violation of or failure to comply with any Permit or any actual or possible revocation, withdrawal, suspension, cancellation, termination or material modification of any Permit, and (C) each such Permit has been validly issued or obtained and is in full force and effect.

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