Costs, Expenses, Liabilities and Obligations Sample Clauses

Costs, Expenses, Liabilities and Obligations. The Developer shall be responsible for all costs, expenses, liabilities and obligations imposed under or incurred in order to satisfy the terms of this Agreement and all Federal, Provincial and Municipal laws, by-laws, regulations and codes applicable to the Lands.
AutoNDA by SimpleDocs
Costs, Expenses, Liabilities and Obligations. The Company shall pay, or reimburse the Manager for, all reasonable out-of-pocket costs, expenses, liabilities and other obligations incurred, suffered or paid in connection with the formation of the Company (including, without limitation, the negotiation and preparation of this Agreement, the Asset Management Agreement, the Servicing Agreements and any Loan Pool Documentation), the purchase of, or bid or potential bid for (whether or not any such bid is made or accepted), any Assets, the management and operation of the business and affairs of the Company and the accomplishment of its purposes in accordance with the terms of this Agreement, including but not limited to, the payment of amounts owing from time to time to the Asset Manager under the Asset Management Agreement, the lenders under any Loan Pool Documentation or any Servicer under the Servicing Agreements. The Company also may fund a reserve for the payment of the foregoing costs, expenses, liabilities and other obligations in such amount as the Manager may in the absence of bad faith determine from time to time. In no event will the amounts subject to payment or reimbursement by the Company hereunder include the ordinary course operating costs or expenses of the Manager or the Asset Manager (e.g. salaries, rent, utilities, data processing expenses, etc.).
Costs, Expenses, Liabilities and Obligations. Notwithstanding anything contained in this Agreement to the contrary, the Developer shall be responsible for all costs, expenses, liabilities and obligations imposed under or incurred in order to satisfy the terms of this Agreement applicable to the Lands of the Developer and all Federal, Provincial and Municipal laws, bylaws, regulations and codes applicable to the Lands of the Developer. Notwithstanding anything contained in this Agreement to the contrary, the Province shall be responsible for all costs, expenses, liabilities and obligations imposed under or incurred in order to satisfy the terms of this Agreement applicable to the Lands of the Province and all Federal, Provincial and Municipal laws, bylaws, regulations and codes applicable to the Lands of the Province.

Related to Costs, Expenses, Liabilities and Obligations

  • Liabilities and Obligations Schedule 5.10 sets forth an accurate list as of the Balance Sheet Date of (i) all material liabilities of the Company of a nature that they are required in accordance with GAAP to be reflected on a balance sheet and which are not reflected on the balance sheet of the Company at the Balance Sheet Date or otherwise reflected in the Company Financial Statements at the Balance Sheet Date and which are not disclosed on any of the other Schedules to this Agreement, and (ii) all loan agreements, indemnity or guaranty agreements, bonds, mortgages, pledges and material security agreements to which the Company is a party or by which its properties may be bound. To the knowledge of the Stockholders, except as set forth on Schedule 5.10, since the Balance Sheet Date the Company has not incurred any material liabilities of any kind, character or description, whether accrued, absolute, secured or unsecured, contingent or otherwise, other than liabilities incurred in the ordinary course of business. The Company has also delivered to TCI on Schedule 5.10, in the case of those contingent liabilities known to Stockholders and related to pending or threatened litigation, or other liabilities which are not fixed, a good faith and reasonable estimate (to the extent the Company can reasonably make such an estimate) of the maximum amount which the Company reasonably expects will be payable and the amount, if any, accrued or reserved for each such potential liability on the Company's Financial Statements; in the case of any such liability for which no estimate has been provided, the estimate for purposes of this Agreement shall be deemed to be zero.

  • LIABILITIES AND INDEMNIFICATION SMC shall be liable for any actual losses, claims, damages or expenses (including any reasonable counsel fees and expenses) resulting from SMC's bad faith, willful misfeasance, reckless disregard of its obligations and duties, negligence or failure to properly perform any of its responsibilities or duties under this agreement. SMC shall not be liable and shall be indemnified and held harmless by the Fund, for any claim, demand or action brought against it arising out of, or in connection with:

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