Cooperation Conditions Sample Clauses

Cooperation Conditions. Owner Trustee, Agent, each ----------------------- Loan Participant and Owner Participant agree that each will cooperate with the others and Lessee in any refunding contemplated by Section 12.01 and negotiate in good faith to conclude such additional agreements and such supplements or amendments to or consents or waivers under each of the Operative Documents as may be reasonably requested by Lessee to effect the transactions contemplated in connection with any such refunding, subject, however, to the following conditions: (i) the refunding results in payment in full to the holder or holders of the Refunded Notes of the unpaid principal amount of, and accrued and unpaid interest on, such Refunded Notes (together with any Break Funding Costs) held by such holder or holders, and of all other amounts then due and owing by Lessee to such holder or holders pursuant to any other Operative Document; (ii) no Bankruptcy Default or Event of Default shall have occurred and be continuing as of the date of such refunding, and the refunding shall occur on a Rent Payment Date; (iii) the terms and conditions of such refinancing shall, pursuant to an adjustment to the Factors as provided in and in accordance with Sections 13.01, 13.02, 13.03 and 13.04, in each case as applicable, preserve Owner Participant's Net Economic Return as therein provided; (iv) Owner Participant, Owner Trustee and Agent shall have received (i) such opinions of counsel as they may reasonably request concerning compliance with the Securities Act and any other Applicable Law relating to the sale of securities and (ii) such other opinions of counsel and such certificates and other documents, each in form and substance reasonably satisfactory to each of them, as they may reasonably request in connection with compliance with the terms and conditions of this Article XII; (v) all necessary authorizations, approval and consents shall have been obtained; (vi) if required by Owner Participant, Owner Participant shall have received from tax counsel, an opinion to the effect that Owner Participant is not incurring additional income tax risk as a result of the terms and provisions, as opposed to the existence of, such refinancing or, in lieu of such tax opinion, and provided that there is, in the opinion of tax counsel, a reasonable basis for taking the reporting position requested by Lessee, an indemnity reasonably satisfactory to Owner Participant from Lessee with respect to any such additional income tax risk...
Sample 1
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Cooperation Conditions. 3.1. SHB FC will consider providing financing under the Credit Package to customers who need to borrow to purchase the Product Package under the following conditions: a. Loan amount: According to the agreement between SHB FC and the Customer for each specific case, SHB FC grants a credit to the Customer with a maximum amount equal to 100% of the Sales Price specified in the Sales Contract to provide the Product Package that Customer signs with HOTTAB. b. Other terms of the Credit Contract: Other terms of the Credit Contract (such as interest, repayment of principal and interest, etc.) are agreed upon by SHB FC and the Customer in accordance with the provisions of the credit contract. 3.2. The Parties agree that the Cooperation Program may be amended and supplemented in writing at any time in accordance with the terms and conditions of this Cooperation contract, the Contract Appendices and future agreements between parties. 3.3. Potential Customers are required to complete the registration process and sign a Credit contract with SHB FC. The Parties agree and explicitly recognize this principle (including the fact that one Party provides Customer's Personal Data to the other Party on behalf of the Customer) is one of the prerequisites for participation in the Cooperation Program, which the Customer must be aware of and accept before taking any transaction with HOTTAB and SHB FC. The Parties will agree and operate a security process to protect and secure the Customer's access information in accordance with relevant laws. 3.4. Specific regulations, coordination process in the process of business cooperation, exploitation of natural products of the Party are stated in the attached appendices, the Appendices are an integral part of this Contract. 3.5. The contents include, but are not limited to, Collaborative and Reconciliation Revenue Sharing; Description of each Party's Product Packages from time to time; Customer data reconciliation process; Linked Access Management and Information Security Management; Contact point of the Parties and other contents will be discussed and agreed in writing by the two Parties.
Sample 1
Cooperation Conditions. Within [*] upon [*], Anesiva, or its designated Affiliate, will enter into the following agreements with the CJV: (i) the Technology License Agreement under which Anesiva grants a license to the CJV for the purpose of producing the Products required by Anesiva; (ii) the Supply Agreement under which the CJV shall provide corresponding products to Anesiva pursuant to its requirements; and (iii) the Quality Agreement setting forth the quality standards of the products under the Supply Agreement.
Sample 1
Cooperation Conditions i. Within [*] upon [*], Wanbang shall enter into the Property Leasing Agreement with the CJV. The Facility leased to the CJV shall be located within the [*]. The area of the Facility shall be no less than [*]. The rental fees, rental period and other terms and conditions shall be specified in the Property Leasing Agreement. The CJV will [*] for manufacturing purposes in [*], if necessary. ii. Within [*] upon [*], Wanbang shall cause the Directors appointed by it to the CJV to cause the CJV to enter into the Technology License Agreement, Supply Agreement and Quality Agreement with Anesiva, or its designated Affiliate in forms and on conditions to Anesiva’s satisfaction.
Sample 1
Cooperation Conditions. In order to carry out the business of precious metals, the Parties and their Affiliates shall contribute the following resources: 3.1.1 The resources to be contributed or completed by Party A include: (1) Fujian Zhengjin and its license for the business of precious metals, and for this purpose, Party A shall procure the shareholders of Huifu Jinyuan (i.e. Beijing Zhongjin Jiade Technology Co., Ltd. and Beijing Guorong Shengyuan Technology Co., Ltd.) transfer their 100% shares of Huifu Jinyuan to the Platform Company at the price of RMB Twenty-one Million One Hundred Thousand Yuan Net. For this purpose, the Parties hereby agree that, after the Platform Company is established, the Parties shall procure Beijing Zhongjin Jiade Technology Co., Ltd. and Beijing Guorong Shengyuan Technology Co., Ltd. to sign a Huifu Jinyuan Share Transfer Agreement with the Platform Company; from the date when the Huifu Jinyuan Share Transfer Agreement is entered into, the rights and obligations of all shareholders of Huifu Jinyuan shall be enjoyed and assumed by the Platform Company. (2) Once Tianjin Company has obtained the license for the business of precious metals, Party A shall procured its Affiliates to transfer and reorganize their 100% shares of Tianjin Company to the Platform Company; and (3) Party A shall transfer and integrate its other resources in the business of precious metals (including but not limited to manpower, equipment, monetary and other resources) into the Platform Company. 3.1.2 The resources to be contributed or completed by Party B and Party C include: (1) Henghui Precious Metals and its license for the business of precious metals: Party B and Party C shall procure the Platform Company to purchase 70% shares of Zhongjun Yangguang, and procure Zhongjun Yangguang to purchase 78.57% shares of Henghui Precious Metals and complete the registration for such change with the administration for industry and commerce, so that the Platform Company will indirectly holds 55% shares of Henghui Precious Metals; and (2) Party B and Party C shall transfer and integrate their other resources in the business of precious metals (including but not limited to manpower, equipment and other resources) into the Platform Company; (3) From the date of this Agreement, neither Party B nor Party C may engage in any business competing with the Platform Company or the Licensed Companies, except for performance of their obligations defined herein; and (4) Party B and Party C shall pro...
Sample 1
Cooperation Conditions. During the Construction Cooperation Period, Yaxiang System shall possess valid construction enterprise qualifications which can satisfy the needs of the construction projects of Wuhan Tianma, safety production permits and other qualifications (if any) and possess good contractual performance capability and integrity (collectively, the “Construction Cooperation Conditions”). The aggregate amount of consideration in respect of the Construction Cooperation shall not exceed RMB400,000,000, which is determined with reference to (i) the coordination of the human resources, financial resources and materials of Construction Project’s needs; (ii) the amount proposed to be invested by Yaxiang System in the construction projects tendered by Wuhan Tianma which are within the scope of the Construction Framework Agreement; and (iii) the market price of the related construction service projects. The aforesaid consideration shall be payable in accordance with the specific construction contracts to be entered into between Wuhan Tianma and Yaxiang System. The fees of various services to be provided by Yaxiang System to Wuhan Tianma under the Construction Framework Agreement will be determined on the principles of fairness and reasonableness and based on fair market rate through bidding procedure, and in principle, it will not deviate from the fees and terms offered by independent third parties.
Sample 1
Cooperation Conditions cooperation conditions of Shanghai Zhongbang Shanghai Zhongbang shall guarantee that the new company obtains exclusive operation right of internet and wireless value-added services of programs in Shandong TV Station and other major events for Shanghai Zhongbang, with specific business scope including, but not limited to online games, network audio-visual service, e-magazine as well as all sorts of value-added services on web, development, operation right and authorization of wireless and other telecom value-added services. The written authorization shall be obtained before the establishment of the new company, and it will be one of the conditions for the new company to be established, and be used as an attachment to Joint Venture Contract signed by Shanghai Zhongbang and Linktone.
Sample 1
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Related to Cooperation Conditions

  • Termination Conditions Such license shall not be terminated or its exploitation enjoined, until and unless: (i) Hitachi has committed a material breach of its obligations under this IP License Agreement, Opto-Device has given written notice of such breach to Hitachi and such breach remains uncured after the Cure Period, or, in the case of a breach, which cannot be cured within such Cure Period, Hitachi has not instituted within such Cure Period steps necessary to remedy the default and/or thereafter has not diligently pursued the same to completion; or (ii) such a material breach is incurable. In the event the breach is a curable breach that cannot be cured within the Cure Period but with respect to which Hitachi has instituted steps necessary to remedy the default and is thereafter diligently pursuing such cure, both parties shall negotiate to determine whether further pursuit of such cure is reasonable. If the parties cannot agree on a resolution in such negotiations, then this issue shall be referred to arbitration pursuant to the arbitration procedures set forth in Exhibit B hereto to decide whether such breach can be cured or any other alternative remedy should be adopted. In the event the breach is an incurable breach, the parties agree that the matter shall be referred to arbitration pursuant to the arbitration procedures set forth in Exhibit B hereto to determine the appropriate remedy. In the event that either party submits the dispute to arbitration, both parties shall cooperate in such binding arbitration in accordance with Exhibit B.

  • SUPERIOR CONDITIONS 21.01 All existing benefits, rights, privileges, practices, terms or conditions of employment which may be considered to be superior to those contained herein and which are set out in Appendix 4 are specifically retained by this Agreement unless otherwise agreed by the local parties. The parties agree to remove from Appendix 4 those superior conditions which no longer have application. Where the parties cannot agree on whether a superior condition continues to have application, the issue will be reduced to a grievance and referred to arbitration. 21.02 The Union and the Participating Hospitals agree to establish a committee consisting of two (2) representatives of the Union and two (2) representatives of the Participating Hospitals to review the superior conditions appendices in each of the participating hospitals. This committee will report to their respective negotiating committees prior to the next round of central negotiations.

  • Market Conditions Notwithstanding any provision of this Agreement to the contrary, settlement and payment for Foreign Assets received for the account of the Portfolios and delivery of Foreign Assets maintained for the account of the Portfolios may be effected in accordance with the customary established securities trading or processing practices and procedures in the country or market in which the transaction occurs, including, without limitation, delivering Foreign Assets to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) with the expectation of receiving later payment for such Foreign Assets from such purchaser or dealer. The Custodian shall provide to each Board the information with respect to custody and settlement practices in countries in which the Custodian employs a Foreign Sub-Custodian described on Schedule C hereto at the time or times set forth on such Schedule. The Custodian may revise Schedule C from time to time, provided that no such revision shall result in a Board being provided with substantively less information than had been previously provided hereunder.

  • Prior Conditions Satisfied All conditions set forth in §10 shall continue to be satisfied as of the date upon which any Loan is to be made or any Letter of Credit is to be issued.

  • Service Conditions Customer acknowledges that in the event of a service issue, Customer is responsible for on-site cooperative testing with LightEdge Technical Support to assist in the diagnosis of the trouble. Customer agrees to be bound to current terms of LightEdge Acceptable Use Policy. Terms of the Acceptable Use Policy are subject to change without notice. Current Acceptable Use Policy can be found here: xxxx://xxx.xxxxxxxxx.xxx/legal Customer agrees that any service complaints including concerns regarding level of support, products, service reliability, or any other concerns related to LightEdge or Services being provided by LIghtEdge will be communicated to LightEdge by sending an email to xx@xxxxxxxxx.xxx.

  • Release Conditions As used in this Agreement, "Release Conditions" shall mean the following:

  • Payment Conditions The price of the whole accommodation service booked is always payable by the Guest in advance, at the latest upon arrival in the hotel. Set-off by the Guest is excluded unless the set- off relates to an undisputed or legally confirmed claim. Valid means of payment are cash in Euros, EC card, Master Card, Visa Card, Diners Card and American Express. For payment settlement we use the 3D Secure 2.0 system for secure and additional customer authorisation. For further information on data processing for payment transactions see xxxxx://xxx.xxxxx-xxx.xxx/en/data-privacy/.

  • Vendor’s Conditions The Vendor shall not be obligated to complete the Transaction unless, at or before the Closing Time, each of the conditions listed below in this section has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor: (a) The representations and warranties of YC in this Agreement shall be true and correct on the Closing Date. (b) YC shall have performed and complied with all of the terms and conditions in this Agreement and the Payment Undertaking on its part to be performed or complied with on or before the Closing Date. (c) As evidence of the satisfaction of the conditions in sections 7.1 (a) and (b), YC shall deliver to the Vendor at the Closing Time a certificate of YC confirming the matters in sections 7.1 (a) and (b) and to the effect that as of the Closing Time all other conditions set forth in this section have been satisfied. The certificate shall be signed by two senior executive officers of YC acceptable to the Vendor, acting reasonably. Notwithstanding the foregoing, the receipt of such certificate and the completion of the Transaction shall not constitute a waiver (in whole or in part) of, or have the effect of modifying or qualifying in any way, any of the representations and warranties of YC made in or pursuant to this Agreement, each of which shall survive the Closing and remain in full force and effect for the benefit of the Vendor as provided in Article 9. (d) YC and the Buyer shall have delivered to the Vendor a legal opinion from counsel acceptable to the Vendor, acting reasonably, and in form and content satisfactory to the Vendor subject to reasonable qualifications, as to the due incorporation and organization of YC and the Buyer, the corporate power and authority of YC and the Buyer, the receipt of all necessary approvals by YC and the Buyer and the enforceability of this Agreement, the Payment Undertaking and the Covenant Escrow Agreement as against YC and the Buyer and the non-conflict of this Agreement, the Payment Undertaking and the Covenant Escrow Agreement with respect to the constating documents of YC and the Buyer and any Applicable Laws. (e) The Vendor Regulatory Approval shall have been granted, obtained and received unconditionally or on terms satisfactory to the Vendor, acting reasonably. (f) No Order shall have been made and no Legal Proceeding shall have been commenced or shall be pending or threatened against the other Party or its affiliates or which enjoins, restricts or prohibits, or which asserts a claim or seeks a remedy that would have the effect of enjoining, restricting or prohibiting the completion of the Transaction. If any condition in this section has not been fulfilled on or before the Closing Date or if any such condition is or becomes impossible to satisfy, other than as a result of the failure of the Vendor to comply with its obligations under this Agreement, then the Vendor in its sole discretion may, without limiting any rights or remedies available to the Vendor at law or in equity, either terminate this Agreement by written notice to YC, in which case the provisions of sections 2.5(c)(iii), (iv) or (v) shall be applicable, or waive compliance with any such condition without prejudice to its right of termination in the event of non-fulfilment of any other condition.

  • Safe Conditions Whenever an employee reports a condition which the employee feels represents a violation of safety or health rules and regulations or which is an unreasonable hazard to persons or property, such conditions shall be promptly investigated. The appropriate administrator shall reply to the concern, in writing, if the employee's concern is communicated in writing.

  • Quality Assurance Requirements There are no special Quality Assurance requirements under this Agreement.

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