Individual Sites Sample Clauses
The 'Individual Sites' clause defines how specific locations or premises are addressed within a broader agreement, particularly when services or obligations pertain to multiple sites. Typically, this clause outlines how each site is identified, how terms may vary between sites, and the process for adding or removing sites from the agreement. For example, it may require a schedule listing all covered locations or allow for site-specific pricing and service levels. Its core function is to ensure clarity and flexibility in managing obligations across multiple locations, preventing confusion and facilitating tailored arrangements for each site.
Individual Sites. If, before the Closing Date, all or any material part of any Individual Site is destroyed or damaged, or becomes subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Purchaser thereof (a “Seller’s Notice”). Purchaser may thereafter elect to partially terminate this Agreement with respect to the applicable Individual Site(s), or proceed with Closing on the entirety of the Property by delivering a written notice thereof to Seller within ten business days after Purchaser’s receipt of a Seller’s Notice; provided that (i) Purchaser’s failure to timely make an election shall be deemed to be Purchaser’s election to partially terminate this Agreement with respect to the applicable Individual Site(s), and (ii) Purchaser shall not be permitted to partially terminate this Agreement with respect to any Individual Site(s) pursuant to this Section 8(a) (but, for clarification, Purchaser shall, to the extent otherwise permitted thereby, be permitted to terminate this Agreement in its entirety pursuant to Section 8(b) below), if such partial termination would result in a failure of the OZ Qualification Condition. If Purchaser elects (or is deemed to have elected) to partially terminate this Agreement with respect to the applicable Individual Site(s) pursuant to this Section 8(a), then the parties shall proceed with Closing on the remainder of the Property; provided that the Purchase Price shall be reduced by the portion thereof that is allocated to the terminated Individual Site(s) as set forth on Schedule 1(a)(i) hereto. If (but only if) Purchaser elects in writing to proceed with Closing on the entirety of the Property, then the parties shall proceed with the Closing; provided that Purchaser shall receive a credit to the Purchase Price at Closing for any deductible, self-insured amount, or uninsured loss, and Purchaser shall be entitled to all insurance proceeds and/or condemnation awards in connection with the applicable casualty or condemnation. In connection therewith, Seller shall assign to Purchaser at Closing Seller’s rights to any such casualty proceeds and/or condemnation awards; provided, however, that if the applicable casualty proceeds and/or condemnation awards are not assignable, Seller shall file a claim for the applicable proceeds and/or awards, use good faith, commercially reasonable efforts to negotiate and settle such claim in consultation with, and subject to the approval of, Purchaser, and promptly pay over to Purc...
Individual Sites. In the event this Agreement shall expire or be terminated, or if notice of termination is given, with respect to one or more DESIGNATED LOCATIONS:
i. nothing herein shall prevent DECORA (during a reasonable period prior to the anticipated date of expiration or termination of this Agreement, and after the expiration or termination of this Agreement) from engaging facilities and providing services similar to (or different from) those provided for herein or from retaining the services and facilities of other persons to do so.
ii. CONTRACTOR will grant or arrange for DECORA to receive a non-exclusive, royalty free license to operate (at the West Coast Facility) all computer software and programs utilized in the rendition of Services (at the expired or terminated DESIGNATED LOCATIONS) for no less than six (6) months after the date of such expiration or termination, if permitted by the licensors thereof.
iii. CONTRACTOR will cooperate with DECORA to effect the transfer of rights to Funded Equipment pursuant to Section III and Section IV, above, and (if requested to do so by DECORA) to sell, assign or sublease (as the case may be) CONTRACTOR'S rights in the DESIGNATED LOCATION(S) (except for the Aurora Facility) with respect to which this Agreement has expired or been terminated; provided, however, nothing herein shall require CONTRACTOR to breach any agreement or obligation it may have to third parties with respect to said DESIGNATED LOCATION(S) or Transportation Services.
iv. In anticipation of, and after, expiration or termination of this Agreement occurs (and notwithstanding such expiration or termination of this Agreement), CONTRACTOR shall cooperate with DECORA and use its best efforts (not including incurring any out-of-pocket expenses) to carry out the transition of Services from the DESIGNATED Locations to any other warehousing/distribution facilities that DECORA may select, in a manner (A) so as to minimize the overall costs and expenses incurred by DECORA for such transition, and (B) to comply with any dates by which warehouse or transportation services are to commence at such other warehousing/distribution facilities. Without limiting the foregoing, CONTRACTOR agrees to provide DECORA and its designees complete and unfettered access to the DESIGNATED LOCATIONS, to the Products, and to Funded Equipment in connection with the transition described in the preceding sentence, and for such other and related purposes as may be appropriate to further the inte...
Individual Sites. Upon successful completion of individual sites, the project manager or designee will provide county technical staff with an update for the site installation. County technical staff will inspect the site for completion and verify operation. An individual site sign off will be granted only when county staff are satisfied with the completed installation.