Due Diligence Assessment Sample Clauses

Due Diligence Assessment. We may conduct an initial and periodic assessment of your performance against due diligence criteria which may include: (a) your governance and ownership structure; (b) the types of strategies to be undertaken by you; (c) your operational set-up, the systems, the Pre-Trade Risk Controls and Post-Trade Risk Controls and the real time monitoring; (d) the responsibilities within your organisation for dealing with actions and errors; (e) your historical trading pattern and behaviour; (f) your level of expected trading and order volume; (g) your ability to meet your financial obligations to us; (h) your disciplinary history, where available; and (i) any other criteria we determine, in our sole discretion, to be appropriate (such criteria being the Due Diligence Criteria and such due diligence assessment being a Due Diligence Assessment). You agree to provide us promptly, upon request, with all information or other assistance which we may reasonably request in order to conduct Due Diligence Assessments.
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Due Diligence Assessment. Each Party has conducted such due diligence assessment as it deems appropriate to verify that the assumption of Communications Services by Xxxx in accordance with the assumptions used to develop the terms and conditions of this Agreement are reasonable.
Sample 1Sample 2
Due Diligence Assessment. On our sole discretion we may conduct a due diligence and restrict you from accessing our API if it is appeared that you are not in compliance with our Due Diligence requirements; You agree to provide us promptly, upon request, with all information or other assistance which we may reasonably request in order to conduct Due Diligence Assessments. Due Diligence assessment is performed by SumSub within our system.
Sample 1
Due Diligence Assessment. We may conduct an initial and periodic assessment of your performance against due diligence criteria which may include:‌ (a) your governance and ownership structure; (b) the types of strategies to be undertaken by you; (c) your operational set-up, the systems, the Pre-Trade Risk Controls and Post-Trade Risk Controls and the real time monitoring; (d) the responsibilities within your organisation for dealing with actions and errors; (e) your historical trading pattern and behaviour; (f) your level of expected trading and order volume; (g) your ability to meet your financial obligations to us; (h) your disciplinary history, where available; and (i) any other criteria we determine, in our sole discretion, to be appropriate
Sample 1
Due Diligence Assessment. We may conduct an initial and/or periodic assessment of your performance against due diligence criteria which may include: (a) your governance and ownership structure; (b) the types of strategies to be undertaken by you; (c) your operational set-up; (d) the responsibilities within your organisation for dealing with actions and errors; (e) your historical trading pattern and behavior; (f) your level of expected trading and order volume; (g) your ability to meet your financial obligations to us; (h) your disciplinary history, where available; (i) your compliance with regulatory requirements and (j) any other criteria we determine, in our sole discretion, to be appropriate (“Due Diligence Assessment”). You agree to provide us promptly, upon request, with all information or other assistance which we may reasonably request in order to conduct Due Diligence Assessments.
Sample 1

Related to Due Diligence Assessment

  • Due Diligence Period (a) During the period (the “Due Diligence Period”) beginning on the Effective Date and ending at 5:00 p.m. Eastern time on November 19, 2014 (the “Expiration of the Due Diligence Period”), Purchaser shall have the right, upon a minimum of one Business Day’s prior telephonic or written notice to Seller, to make a physical inspection of the Property, including (i) a non-invasive inspection of the environmental condition thereof and such non-invasive physical engineering and other studies and tests on the Property as Purchaser deems appropriate in its sole discretion and (ii) with Seller’s consent, which Seller may withhold in its sole discretion, further inspections of the environmental condition of the Property and further physical engineering and other studies and tests on the Property that are invasive or could alter the physical condition of the Property (including examination of materials, soil samples, and groundwater). Prior to performing any inspection or test (whether non-invasive or otherwise), Purchaser must deliver a certificate of insurance to the applicable Seller evidencing that Purchaser and its contractors, agents and representatives have in place comprehensive general liability insurance (with policy limits of at least $1,000,000 per occurrence and $2,000,000 aggregate) and for workers’ compensation insurance (with policy limits not less than statutory requirements) for its activities on the Property on terms reasonably satisfactory to Seller covering any accident arising in connection with the presence of Purchaser, its contractors, agents and representatives on the Property, which insurance shall name Seller and the Company as additional insureds thereunder and Purchaser shall bear the cost of all such inspections or tests. All third-party professional inspection companies or individuals shall be duly licensed. Notwithstanding the foregoing, Purchaser shall give no fewer than two Business Days’ notice to Seller prior to inspecting any Tenant occupied portions of the Property. Subject to the provisions of this Section 2.3, Purchaser upon prior notice to Seller may meet with the current property manager at the Property. At Purchaser’s request, and to the extent in Seller’s or the Company’s possession, Seller shall make available to Purchaser copies of the maintenance records and reports for the Property. Purchaser shall (i) exercise reasonable care at all times that Purchaser shall be present upon the Property, (ii) at Purchaser’s expense, observe and comply with all applicable laws and any conditions imposed by any insurance policy then in effect with respect to the Property and made known to Purchaser, (iii) not engage in any activities which would violate the provisions of any permit or license pertaining to the Property and made known to Purchaser, (iv) not unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Leases, (v) not unreasonably interfere with the operation and maintenance of the Property, (vi) repair any damage to the Property resulting directly or indirectly from Purchaser’s activities at the Property and (vii) not disclose any confidential information except as permitted under this Agreement or required by applicable law. Purchaser’s obligation pursuant to clauses (vi) and (vii) above shall survive any termination of this Agreement. (b) Purchaser understands and agrees that any on-site inspections of the Property shall occur during normal business hours after the requisite prior notice to Seller and shall be conducted in accordance with the terms hereof. Seller reserves the right to have a representative present during any such inspections and property manager interviews. If the Closing does not occur, then on request by Seller and payment by Seller to Purchaser 50% of Purchaser’s out-of-pocket costs for any requested inspection reports, Purchaser will furnish to Seller any draft of final reports received by Purchaser and requested by Seller relating to any inspections of the Property. (c) Purchaser agrees to protect, indemnify, defend and hold Seller and the Company harmless from and against any claim for liabilities, losses, costs, expenses (including reasonable attorneys’ fees), damages or injuries arising out of or resulting from the inspection of the Property by Purchaser or its agents or consultants, excluding any liabilities, losses, costs and expenses, damages or injuries arising out of, and then only to the extent of, (i) Seller’s or the Company’s negligence or willful misconduct or (ii) any pre-existing condition discovered or revealed in the inspection of the Property by Purchaser or its agents or consultants. Purchaser’s obligation to indemnify and hold harmless Seller and the Company pursuant to this Section 2.3(c) shall survive the Closing or any termination of this Agreement.

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