Foundation Obligations Sample Clauses

Foundation Obligations. In return for the license granted under this CLA, the Foundation will use your Contributions only in ways that are consistent with the open source nature of the Work. Except for the license granted under this CLA, you reserve all rights in your Contributions.
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Foundation Obligations. (a) The foundation shall devote its time and resources to the purpose of developing financial, material, and other resources for the Los Angeles County Animal Care and Control Department to support programs and activities that promote the welfare of animals served by the Department. Said activities may include fundraising events in accordance with applicable County polices. (b) The Foundation shall fully reimburse the County for resources provided by the County pursuant to Section 2 (a), including, but not limited to salaries of County employees and materials and other expenses incurred in the completion of activities which are consistent with its mission. (c) The Foundation shall provide quarterly financial and activity reports to the County, and such other reports as may be required by guidelines for foundations issued by the County Auditor-Controller and approved by County Board of Supervisors.
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Foundation Obligations. Once Foundation has provided the money identified in Subparagraph 8.(e), above, Foundation's obligations pursuant to this MOU shall be deemed completed and Foundation will have no rights and other obligations pursuant to this MOU.
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Foundation Obligations a. FOUNDATION may solicit donations in consultation with MVA, including, but not limited to, equipment, monetary, advertising, and other related resources, from private entities and apply for grants to support the obligations within this Agreement. b. FOUNDATION shall utilize their own staff to execute the obligations set forth in this Agreement. At no time shall the FOUNDATION utilize MVA staff to perform any of its obligations under this Agreement, unless it is explicitly authorized by MVA and subject to the reimbursement of MVA staff time and resources in accordance with mutually agreed-upon terms. c. FOUNDATION will represent MVA and/or MVA Director at professional associations only if mutually agreed upon and as resources are available. d. FOUNDATION will not use County time, materials, or resources to engage in social media activities, unless otherwise authorized by the Director of MVA. e. FOUNDATION shall satisfactorily provide the following information and/or reports to MVA: i. Upon MVA’s request, submit to MVA the Annual Reporting Form for Foundation Activities within thirty (30) days of request.
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Foundation Obligations. Xxxxxxx hereby agrees to indemnify the ---------------------- Company and its subsidiaries and affiliates against 50% of all costs, damages and expenses incurred by the Company or Vail Associates, Inc. after the date hereof in connection with the obligations of Vail Associates pursuant to the Medical Service Agreement dated March 31, 1989 with J. Xxxxxxx Xxxxxxxx, M.D. (the "Xxxxxxxx Agreement") up to a maximum of $600,000. The Company shall be entitled to withhold $600,000 from the final payments to Xxxxxxx pursuant to Section 1 pending final resolution of the amount (if any) of such liability; provided, however, that in the event that the Company's contemplated initial public offering of Common Stock has occurred, Xxxxxxx may in lieu of such withholding pledge shares of Common Stock with a market value of not less than $1,000,000 to secure his obligation pursuant to this Section 6. In the event that the market value of such pledged shares shall at any time be less than $750,000. Xxxxxxx shall promptly pledge additional shares of Comon Stock to resore the value of the pledged shares to equal at least $750,000 or shall make other arrangements to secure such obligation satisfactory to the Company. The Company shall be entitled to control the defense and resolution of any matters arising under the Xxxxxxxx Agreement.
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Foundation Obligations. FOUNDATION agrees to provide the following services to the DISTRICT: a. FOUNDATION will provide educational opportunities (i.e. community outreach and emergency preparedness programs, youth programs, training programs, etc.) to the citizens of Los Angeles County and other services as deemed necessary by the DISTRICT Fire Chief. b. FOUNDATION will make provision for the use of its programs and any technologies developed in collaboration with the DISTRICT. c. FOUNDATION may solicit donations, including but not limited to, equipment, monetary, advertising, and other related resources, from private entities and apply for grants to support the obligations within this foundation agreement, in consultation with the DISTRICT. d. FOUNDATION will represent the DISTICT and/or DISTRICT Fire Chief at professional associations as mutually agreed upon as resources are available. e. FOUNDATION will provide goodwill to the DISTRICT. f. FOUNDATION will not use County time, materials, or resources to engage in social media activities, unless otherwise authorized by the DISTRICT Fire Chief. g. FOUNDATION shall satisfactorily provide the following information and/or reports to the DISTRICT: i. Upon DISTRICT’S request, submit annually to DISTRICT the Annual Reporting Form for Foundation Activities. ii. Upon written request not less than 30 days notice, FOUNDATION will make available to DISTRICT and the Los Angeles County Auditor-Controller their compiled financial statements. iii. FOUNDATION will provide an account of the tangible/intangible benefits provided to DISTRICT in a narrative form that describes the programs/services provided. iv. Upon request, FOUNDATION shall produce documentation illustrating costs incurred by the DISTRICT on behalf of the FOUNDATION. v. Upon written request no less than 30 days, the FOUNDATION will disclose to potential donors the types of items, activities, and programs for which contributions or donations will be used. vi. FOUNDATION will maintain secure tax-exempt status and any required business license(s) if it solicits monetary donations from the public.
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Foundation Obligations. (a) The Foundation shall provide the County with a report by May 31st of each year which identifies the financial and general activities of the Facility for the previous year. (b) The Foundation shall maintain a one-price user system for all local users of the Facility.
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Foundation Obligations. Under the proposed Cooperative Agreement, the Foundation will: a. cooperate with the Service in the development and promotion of the Tour, to protect and preserve the historical integrity and landscape, culturally and architecturally, of the sites noted or featured in connection with The Tour, consistent with “Management Policies” of the Service; and b. cooperate with the Service in the preparation of publications for the Tour. The Foundation also will distribute official materials concerning Independence National Historical Park; and c. utilize training and guidance from the Service; and x. xxxxxxxxx with the Service in programs, special events, curatorial and visitor services activities, associated with the Tour, including cooperation in funding these activities, subject to availability of funds; and e. maintain books and records in accordance with acceptable accounting practices, and budgets for operations, which may be inspected by the Service.
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Foundation Obligations 
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Related to Foundation Obligations

  • Cooperation obligations The Parties undertake to cooperate to allow the timely submission, examination, publication and defence of any dissertation or thesis for a degree which includes their Results or Background subject to the confidentiality and publication provisions agreed in this Consortium Agreement.

  • Termination Obligations The Supplier shall comply with all of its obligations contained in the Exit Plan. Upon termination or expiry (as the case may be) or at the end of the Termination Assistance Period (or earlier if this does not adversely affect the Supplier's performance of the Ordered Panel Services and the Termination Assistance and its compliance with the other provisions of this Contract Schedule 2), the Supplier shall: cease to use the Customer Data; provide the Customer and/or the Replacement Supplier with a complete and uncorrupted version of the Customer Data in electronic form (or such other format as reasonably required by the Customer); erase from any computers, storage devices and storage media that are to be retained by the Supplier after the end of the Termination Assistance Period all Customer Data and promptly certify to the Customer that it has completed such deletion; return to the Customer such of the following as is in the Supplier's possession or control: all materials created by the Supplier under this Legal Services Contract in which the IPRs are owned by the Customer; any equipment which belongs to the Customer; any items that have been on-charged to the Customer, such as consumables; and any sums prepaid by the Customer in respect of Ordered Panel Services not delivered by the Expiry Date; vacate any Customer Premises; remove the Supplier Equipment together with any other materials used by the Supplier to supply the Ordered Panel Services and shall leave the sites in a clean, safe and tidy condition. The Supplier is solely responsible for making good any damage to the sites or any objects contained thereon, other than fair wear and tear, which is caused by the Supplier and/or any Supplier Personnel; provide access during normal working hours to the Customer and/or the Replacement Supplier for up to twelve (12) Months after expiry or termination to: such information relating to the Ordered Panel Services as remains in the possession or control of the Supplier; and such members of the Supplier Personnel as have been involved in the design, development and provision of the Ordered Panel Services and who are still employed by the Supplier, provided that the Customer and/or the Replacement Supplier shall pay the reasonable costs of the Supplier actually incurred in responding to requests for access under this paragraph. Upon termination or expiry (as the case may be) or at the end of the Termination Assistance Period (or earlier if this does not adversely affect the Supplier's performance of the Ordered Panel Services and the Termination Assistance and its compliance with the other provisions of this Contract Schedule 2), each Party shall return to the other Party (or if requested, destroy or delete) all Confidential Information of the other Party and shall certify that it does not retain the other Party's Confidential Information save to the extent (and for the limited period) that such information needs to be retained by the Party in question for the purposes of providing or receiving any Ordered Panel Services or termination services or for statutory compliance purposes. Except where this Contract provides otherwise, all licences, leases and authorisations granted by the Customer to the Supplier in relation to the Ordered Panel Services shall be terminated with effect from the end of the Termination Assistance Period.

  • Mitigation Obligations If any Lender requests compensation under Section 9.03, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 9.05, then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 9.03 or 9.05, as the case may be, in the future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

  • Notification Obligations (a) If by reason of a Political Event or Change in Law a Party is wholly or partially unable to carry out its obligations under this Agreement, the affected Party shall: (i) give each other Party notice of the Political Event or Change in Law as soon as practicable, but in any event, not later than three (3) Days after the affected Party became aware, or should have become aware, of the occurrence of the Political Event or Change in Law or six (6) hours after the resumption of any means of providing notice between the Company and the GOB, whichever is later; and (ii) give each other Party a second notice, describing the Political Event or Change in Law in reasonable detail and, to the extent that can be reasonably determined at the time of the second notice, providing a preliminary evaluation of the obligations affected, a preliminary estimate of the period of time that the affected Party will be unable to perform the obligations, and other relevant matters as soon as practicable, but in any event, not later than seven (7) Days after the initial notice of the occurrence of the Political Event or Change in Law is given by the affected Party. When appropriate or when reasonably requested to do so by any other Party, the affected Party shall provide further notices to the other Party more fully describing the Political Event or Change in Law and its cause and providing or updating information relating to the efforts of the affected Party to avoid and/or to mitigate the effect(s) thereof and estimates, to the extent practicable, of the time that the affected Party reasonably expects it will be unable to carry out any of its affected obligations due to the Political Event or Change in Law. (b) The affected Party shall also provide notice to each other Party of: (i) with respect to an ongoing Political Event or Change in Law the cessation of the Political Event or Change in Law; and (ii) its ability to recommence performance of its obligations under this Agreement, as soon as possible, but in any event, not later than seven (7) Days after the occurrence of each of (i) and (ii) above. (c) Failure by the affected Party to give notice of a Political Event or Change in Law to the other Parties within the ten (10) Day period or one (1) Business Day period required by Section 11A.2(a) shall not prevent the affected Party from giving such notice at a later time; provided, that in such case, the affected Party shall not be excused pursuant to Section 11A.4 for any failure or delay in complying with its obligations under or pursuant to this Agreement until the notice required by Section 11A.2(a)(i) has been given; and if such notice is given within the three (3) Day period or six (6) hour period as required by Section 11A.2(a)(i), the affected Party shall be excused for such failure or delay pursuant to Section 11A.4 from the date of commencement of the relevant Political Event or Change in Law.

  • Parallel Operation Obligations Once the Small Generating Facility has been authorized to commence parallel operation, the Interconnection Customer shall abide by all rules and procedures pertaining to the parallel operation of the Small Generating Facility in the applicable control area, including, but not limited to: (1) the rules and procedures concerning the operation of generation set forth in the NYISO tariffs or ISO Procedures or the Connecting Transmission Owner’s tariff; (2) any requirements consistent with Good Utility Practice or that are necessary to ensure the safe and reliable operation of the Transmission System or Distribution System; and (3) the Operating Requirements set forth in Attachment 5 of this Agreement.

  • Indemnification Obligations Subject to the limitations set forth in this Agreement, each Fund severally and not jointly agrees to indemnify and hold harmless the Custodian and its nominees from all loss, damage and expense (including reasonable attorneys' fees) suffered or incurred by the Custodian or its nominee caused by or arising from actions taken by the Custodian on behalf of such Fund in the performance of its duties and obligations under this Agreement; provided however, that such indemnity shall not apply to loss, damage and expense occasioned by or resulting from the negligence, misfeasance or misconduct of the Custodian or its nominee. In addition, each Fund agrees severally and not jointly to indemnify any Person against any liability incurred by reason of taxes assessed to such Person, or other loss, damage or expenses incurred by such Person, resulting from the fact that securities and other property of such Fund's Portfolios are registered in the name of such Person; provided however, that in no event shall such indemnification be applicable to income, franchise or similar taxes which may be imposed or assessed against any Person.

  • Notification obligation If the Customer is unable to perform its duties as agreed, the Customer shall notify the Contractor in writing accordingly as soon as possible. The notice shall specify the reason for the problem and, to the extent possible, when the Customer will again be able to perform the agreed duty.

  • Indemnification Obligation The Offerors shall jointly and severally indemnify and hold harmless the Placement Agents and the Purchaser and each of their respective agents, employees, officers and directors and each person that controls either of the Placement Agents or the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, and agents, employees, officers and directors or any such controlling person of either of the Placement Agents or the Purchaser (each such person or entity, an “Indemnified Party”) from and against any and all losses, claims, damages, judgments, liabilities or expenses, joint or several, to which such Indemnified Party may become subject under the Securities Act, the Exchange Act or other federal or state statutory law or regulation, or at common law or otherwise (including in settlement of any litigation, if such settlement is effected with the written consent of the Offerors), insofar as such losses, claims, damages, judgments, liabilities or expenses (or actions in respect thereof) arise out of, or are based upon, or relate to, in whole or in part, (a) any untrue statement or alleged untrue statement of a material fact contained in any information (whether written or oral) or documents executed in favor of, furnished or made available to the Placement Agents or the Purchaser by the Offerors, or (b) any omission or alleged omission to state in any information (whether written or oral) or documents executed in favor of, furnished or made available to the Placement Agents or the Purchaser by the Offerors a material fact required to be stated therein or necessary to make the statements therein not misleading, and shall reimburse each Indemnified Party for any legal and other expenses as such expenses are reasonably incurred by such Indemnified Party in connection with investigating, defending, settling, compromising or paying any such loss, claim, damage, judgments, liability, expense or action described in this Section 9.1. In addition to their other obligations under this Section 9, the Offerors hereby agree that, as an interim measure during the pendency of any claim, action, investigation, inquiry or other proceeding arising out of, or based upon, or related to the matters described above in this Section 9.1, they shall reimburse each Indemnified Party on a quarterly basis for all reasonable legal or other expenses incurred in connection with investigating or defending any such claim, action, investigation, inquiry or other proceeding, notwithstanding the absence of a judicial determination as to the propriety and enforceability of the possibility that such payments might later be held to have been improper by a court of competent jurisdiction. To the extent that any such interim reimbursement payment is so held to have been improper, each Indemnified Party shall promptly return such amounts to the Offerors together with interest, determined on the basis of the prime rate (or other commercial lending rate for borrowers of the highest credit standing) announced from time to time by First Tennessee Bank National Association (the “Prime Rate”). Any such interim reimbursement payments which are not made to an Indemnified Party within 30 days of a request for reimbursement shall bear interest at the Prime Rate from the date of such request.

  • TAX LIMITATION OBLIGATIONS In order to receive and maintain the limitation authorized by Section 2.4, Applicant shall: A. provide payments to District sufficient to protect future District revenues through payment of revenue offsets and other mechanisms as more fully described in Article IV; B. provide payments to the District that protect the District from the payment of extraordinary education related expenses related to the project, as more fully specified in Article V; C. provide such Supplemental Payments as more fully specified in Article VI; D. create and Maintain Viable Presence on or with the Qualified Property and perform additional obligations as more fully specified in Article VIII of this Agreement; and E. no additional conditions are identified in the certificate for a limitation on appraised value by the Comptroller for this project.

  • POST-TERMINATION OBLIGATIONS All payments and benefits to Executive under this Agreement shall be subject to Executive's compliance with this Section 9 for one (1) full year after the earlier of the expiration of this Agreement or termination of Executive's employment with the Holding Company. Executive shall, upon reasonable notice, furnish such information and assistance to the Holding Company as may reasonably be required by the Holding Company in connection with any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party.

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