INTERIM ACTIVITIES Sample Clauses

INTERIM ACTIVITIES. During the period from the Execution Date through the Close of Escrow, Seller shall (subject to the provisions of the Interim Management Agreement if entered into in accordance with the provisions of this Agreement) cause the Property to be continued to be operated in ordinary course as a hotel consistent with current operating practices during the period since Manager has been manager of the Hotel. Buyer shall have the right to enter onto and inspect the Property, from and after the date hereof, through the Closing Date to inspect the Property and otherwise perform its due diligence provided such inspections are performed upon prior notice to Seller and so as not to interfere with the operation of the Property or to disclose the pendency of the transaction contemplated hereby. All fees and expenses of any kind relating to the inspection of the Property by Buyer will be paid for by Buyer. Buyer agrees to keep the Property free from any liens arising out of or in connection with Buyer's or its agents entry or the Property. Buyer shall at its sole cost and expense, clean up and repair the Property as reasonably necessary after Buyer's or its agents entry thereon. Buyer shall hold harmless, indemnify and defend Seller from all Losses relating to any action by Buyer, its Affiliates and/or agents at or on the Property prior to Closing. Any of Buyer's agents shall be bound by the provisions of SECTION 17.19.
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INTERIM ACTIVITIES. 22 7.8. Outstanding Securities..................................... 23
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INTERIM ACTIVITIES. Except as otherwise expressly provided ------------------ in this Agreement, between the Base Date and the Closing Date, the Buyer has used its best efforts to cause the Principals to cause the Employees to conduct the Business in the ordinary course consistent with past practice, subject to the terms and conditions of this Agreement, and not to enter into any third-party contracts relating to the Business, or make any capital expenditures or incur or assume any liabilities, in the name of or on behalf of SBD or SBCL, other than (i) expenditures for the capital equipment listed in Schedule 3 hereto and (ii) such other contracts incidental to the conduct of the Business as the Seller has approved in writing. To the best knowledge of the Buyer, during such period, the Employees have conducted the Business and refrained from entering into third- party contracts, in conformity with the preceding sentence.
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INTERIM ACTIVITIES. It is contemplated by the Parties that the ISO shall assume responsibility for operation of the NEPOOL Control Center and administration of the Tariff on July 1, 1997. Promptly following the execution of this Agreement, the ISO Board shall use its best efforts to hire a chief executive officer of the ISO (the “ISO Chief Executive”) and additional staff as contemplated by Section 5.3.
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INTERIM ACTIVITIES. (a) Except as contemplated herein or as otherwise consented to by Purchaser in writing (which consent shall not be unreasonably withheld, conditioned or delayed) or in an emergency in order to prevent loss of life, injury to Persons or damage to or loss of property during the Interim Period, Vendor shall: (i) conduct its activities and operations as they relate to the Purchased Assets in the ordinary and usual course of its business and consistent with past practice; and (ii) operate and maintain the Purchased Assets in a proper and prudent manner in accordance with generally accepted industry practices and in material compliance with Applicable Law. (b) Vendor and Purchaser acknowledge that Facility turnarounds are considered normal and necessary for Vendor to carry on business at the Facility in the ordinary course, consistent with past practice. Purchaser agrees that capitalized expenses related to such turnarounds conducted during the Interim Period shall be included in the manufacturing costs of products produced at the Facility after the Closing Date and shall be shared by Vendor and Purchaser. Turnaround expenses incurred following the Closing Date will be borne equally by both Vendor and Purchaser. In accordance with accounting for deferred costs, eligible turnaround costs will be amortized over the period extending to the next planned turnaround. Turnaround costs ineligible for capitalization under GAAP will be recognized as part of cost of product manufactured through the normal standard rates accounting process. (c) Vendor, during the Interim Period, subject to Section 9.1(d), may conduct any activity or operation or series of activities or operations in relation to the Facility which are reasonably expected to be of benefit to both Vendor and Purchaser following Closing, including those required in order to effect an expansion, improvement or upgrade to the Facility (an “Interim Improvement Plan”). Capital costs related to such activities or operations shall be shared equally by Vendor and Purchaser and adjusted in accordance with Section 3.1. (d) In the event that Vendor wishes to conduct an Interim Improvement Plan during the Interim Period for which it will incur expenses in excess of $500,000, it shall, prior to the commencement of the Interim Improvement Plan, provide written notice to Purchaser of such Interim Improvement Plan, along with reasonable particulars thereof for approval by Purchaser. Vendor shall, upon Purchaser’s request, pro...
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INTERIM ACTIVITIES. During the course of any dispute under this System Operator Agreement: (a) the Parties shall to the extent possible continue to perform their respective obligations under this System Operator Agreement; and (b) neither Party shall exercise any other remedies arising under this System Operator Agreement with respect to the matters in dispute.
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INTERIM ACTIVITIES 
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Related to INTERIM ACTIVITIES

  • PROJECT ACTIVITIES This Grant Agreement is for the Foundational Year only. Subsection 1. Continuous SIA Plan Implementation (a) Increasing instructional time, which may include: (A) More hours or days of instructional time; (B) Summer programs; (C) Before-school or after-school programs; or (D) Technological investments that minimize class time used for assessments administered to students. (b) Addressing students’ health or safety needs, which may include: (A) Social-emotional learning and development; (B) Student mental and behavioral health; (C) Improvements to teaching and learning practices or organizational structures that lead to better interpersonal relationships at the school; (D) Student health and wellness; (E) Trauma-informed practices; (F) School health professionals and assistants; or (G) Facility improvements directly related to improving student health or safety. (c) Reducing class sizes, which may include increasing the use of instructional assistants, by using evidence-based criteria to ensure appropriate student-teacher ratios or staff caseloads. (d) Expanding availability of and student participation in well-rounded learning experiences, which may include: (A) Developmentally appropriate and culturally responsive early literacy practices and programs in prekindergarten through third grade; (B) Culturally responsive practices and programs in grades six through eight, including learning, counseling and student support that is connected to colleges and careers; (C) Broadened curricular options at all grade levels, including access to: (i) Art, music and physical education classes; (ii) Science, technology, engineering and mathematics education;

  • Activities Except with the prior written consent of the Board, Executive will not during his employment with the Company undertake or engage in any other employment, occupation or business enterprise, other than ones in which Executive is a passive investor. Executive may engage in civic and not-for-profit activities so long as such activities do not materially interfere with the performance of his duties hereunder.

  • Specific Activities Please give detailed information about the specific activities of the Project promoter and the Partner(s), with budget allocations 7.1 The main tasks of [name of the Project Promoter], referred to as the ‘Project Promoter’, are summarized as follows: Name Project activities Project budget 1 .... [mention the budget allocated to Project Promoter for the respective activity] EUR.... Activity 2 .... EUR... 7.2 The main input/responsibilities of [name of the Project Partner(s)], referred to as Partner 1, 2, etc., are summarized as follows: Name Project activities Project budget Partner 1... [briefly present the project activity implemented by Partner]. Activity 1 .... [mention the budget allocated to Partner 1 for the respective activity] EUR.... Activity 2 .... EUR... Name Project activities Project budget

  • Development Activities The Development activities referred to in item “b” of paragraph 3.1 include: studies and projects of implementation of the Production facilities; drilling and completion of the Producing and injection xxxxx; and installation of equipment and vessels for extraction, collection, Treatment, storage, and transfer of Oil and Gas. The installation referred to in item “c” includes, but is not limited to, offshore platforms, pipelines, Oil and Gas Treatment plants, equipment and facilities for measurement of the inspected Production, wellhead equipment, production pipes, flow lines, tanks, and other facilities exclusively intended for extraction, as well as oil and gas pipelines for Production Outflow and their respective compressor and pumping stations.

  • Outside Activities (a) The General Partner, for so long as it is the General Partner of the Partnership (i) agrees that its sole business will be to act as a general partner or managing member, as the case may be, of the Partnership and any other partnership or limited liability company of which the Partnership is, directly or indirectly, a partner or member and to undertake activities that are ancillary or related thereto (including being a Limited Partner in the Partnership) and (ii) shall not engage in any business or activity or incur any debts or liabilities except in connection with or incidental to (A) its performance as general partner or managing member, if any, of one or more Group Members or as described in or contemplated by the IPO Registration Statement, (B) the acquiring, owning or disposing of debt securities or equity interests in any Group Member, (C) the guarantee of, and mortgage, pledge, or encumbrance of any or all of its assets in connection with, any indebtedness of any Group Member or (D) the performance of its obligations under the Omnibus Agreement. (b) Subject to the terms of Section 7.5(c), each Unrestricted Person (other than the General Partner) shall have the right to engage in businesses of every type and description and other activities for profit and to engage in and possess an interest in other business ventures of any and every type or description, whether in businesses engaged in or anticipated to be engaged in by any Group Member, independently or with others, including business interests and activities in direct competition with the business and activities of any Group Member, and none of the same shall constitute a breach of this Agreement or any duty otherwise existing at law, in equity or otherwise, to any Group Member or any Partner. None of any Group Member, any Limited Partner or any other Person shall have any rights by virtue of this Agreement, any Group Member Agreement, or the partnership relationship established hereby in any business ventures of any Unrestricted Person. (c) Subject to the terms of Section 7.5(a) and Section 7.5(b), but otherwise notwithstanding anything to the contrary in this Agreement, (i) the engaging in competitive activities by any Unrestricted Person (other than the General Partner) in accordance with the provisions of this Section 7.5 is hereby approved by the Partnership and all Partners, (ii) it shall be deemed not to be a breach of any duty or any other obligation of any type whatsoever of the General Partner or any other Unrestricted Person for the Unrestricted Persons (other than the General Partner) to engage in such business interests and activities in preference to or to the exclusion of the Partnership and (iii) the Unrestricted Persons shall have no obligation hereunder or as a result of any duty otherwise existing at law, in equity or otherwise, to present business opportunities to the Partnership. Notwithstanding anything to the contrary in this Agreement or any duty otherwise existing at law or in equity, the doctrine of corporate opportunity, or any analogous doctrine, shall not apply to any Unrestricted Person (including the General Partner). No Unrestricted Person (including the General Partner) who acquires knowledge of a potential transaction, agreement, arrangement or other matter that may be an opportunity for the Partnership, shall have any duty to communicate or offer such opportunity to the Partnership, and such Unrestricted Person (including the General Partner) shall not be liable to the Partnership, to any Limited Partner or any other Person bound by this Agreement for breach of any duty by reason of the fact that such Unrestricted Person (including the General Partner) pursues or acquires for itself, directs such opportunity to another Person or does not communicate such opportunity or information to the Partnership, provided that such Unrestricted Person does not engage in such business or activity using confidential or proprietary information provided by or on behalf of the Partnership to such Unrestricted Person. (d) The General Partner and each of its Affiliates may acquire Units or other Partnership Interests in addition to those acquired on the Closing Date and, except as otherwise provided in this Agreement, shall be entitled to exercise, at their option, all rights relating to all Units and/or other Partnership Interests acquired by them. The term “Affiliates” when used in this Section 7.5(d) with respect to the General Partner shall not include any Group Member.

  • Permitted Activities The purpose of the Issuer is, and the Issuer will have the power and authority, and is authorized, to engage in the following activities: (i) to acquire the Receivables and other Sold Property under the Sale and Servicing Agreement from the Depositor in exchange for the Notes; (ii) to Grant the Collateral to the Indenture Trustee under the Indenture; (iii) to enter into and perform its obligations under the Transaction Documents; (iv) to issue the Notes under the Indenture and to facilitate the sale of the Notes by the Depositor; (v) to pay principal of and interest on the Notes; (vi) to administer and manage the Trust Property; (vii) to make payments to the Noteholders and distributions to the holder of the Residual Interest; and (viii) to take other actions necessary or advisable to accomplish the activities listed above or that are incidental to the activities listed above.

  • Other Activities Your services pursuant to this Agreement shall not be deemed to be exclusive, and you may render similar services and act as an underwriter, distributor or dealer for other investment companies in the offering of their shares.

  • Typical activities Manage a large functional unit with a diverse or complex set of functions and significant resources.

  • Marketing Activities The Borrower will not, and will not permit any of its Subsidiaries to, engage in marketing activities for any Hydrocarbons or enter into any contracts related thereto other than (i) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from their proved Oil and Gas Properties during the period of such contract, (ii) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from proved Oil and Gas Properties of third parties during the period of such contract associated with the Oil and Gas Properties of the Borrower and its Subsidiaries that the Borrower or one of its Subsidiaries has the right to market pursuant to joint operating agreements, unitization agreements or other similar contracts that are usual and customary in the oil and gas business and (iii) other contracts for the purchase and/or sale of Hydrocarbons of third parties (A) which have generally offsetting provisions (i.e. corresponding pricing mechanics, delivery dates and points and volumes) such that no “position” is taken and (B) for which appropriate credit support has been taken to alleviate the material credit risks of the counterparty thereto.

  • Independent Activities 14.1 Except as expressly provided herein, each party shall have the free and unrestricted right to independently engage in and receive the full benefit of any and all business endeavours of any sort whatsoever, whether or not competitive with the endeavours contemplated herein without consulting the other or inviting or allowing the other to participate therein. No party shall be under any fiduciary or other duty to the other which will prevent it from engaging in or enjoying the benefits of competing endeavours within the general scope of the endeavours contemplated herein. The legal doctrines of "corporate opportunity" sometimes applied to persons engaged in a joint venture or having fiduciary status shall not apply in the case of any party. In particular, without limiting the foregoing, no party shall have any obligation to any other party as to: (a) any opportunity to acquire, explore and develop any mining property, interest or right presently owned by it or offered to it outside of the Property at any time; and (b) the erection of any mining plant, mill, smelter or refinery, whether or not such mining plant, mill, smelter or refinery treats ores or concentrates from the Property.

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