Interim Period Activities Sample Clauses

Interim Period Activities. 21.1 The Seller shall procure that from the Original Signature Date until the Effective Date, no activities shall be conducted on or under the Specified Mining Area (save to the extent required by law, in terms of the provisions of this Agreement, the Evander Mining Right, the Specified Portion Mining Right or any mining works programme or environmental management programme in respect of the Evander Mining Right, the Specified Portion Mining Right and/or the Specified Mining Area) without obtaining the prior written consent of the Purchaser, which consent may not be unreasonably withheld or delayed. 21.2 The Seller and the Purchaser hereby agree not to submit any written document to the DMR, local authorities or public utilities in respect of this Agreement and/or the Sale Assets without first having furnished a draft of the document to the other Party and thereafter having consulted with the other Party at least 2 (two) business days prior to submission of the documentation to the DMR, local authorities or public utilities in order to enable them in good faith to attempt to agree the content of such written document, provided that, if agreement is not reached within the said 2 (two) business day period, the Party wishing to submit the written document shall be entitled in any event to do so.
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Interim Period Activities. The Parties agree that, notwithstanding anything to the contrary in the Agreement, the following rights and obligations shall apply during the Interim Period: (a) Cubist shall not conduct Development of ALN-RSV01. (b) Subject to paragraph (c), the JSC shall have no authority with respect to ALN-RSV01, and Alnylam’s Development of ALN-RSV01 shall not be subject to the Development Plan or any related budget. (c) Alnylam may conduct, and shall have sole decision-making authority with respect to, any Development activities with respect to ALN-RSV01, in Alnylam’s discretion and at Alnylam’s sole expense, without input from the JSC or Cubist; provided, however, that: (i) Alnylam’s rights to Develop ALN-RSV01 will be limited to the Adult Transplant Field; (ii) Alnylam shall provide to the JSC copies of draft and final protocols for any clinical study to be conducted with ALN-RSV01, including, but not limited to, the protocol for the ALN-RSV01 Phase IIb Clinical Study. Alnylam will provide drafts of such protocols at least []* days prior to initiation of the applicable clinical trial, and shall consider in good faith the JSC’s comments, []*; (iii) Alnylam will provide the JSC with updates at quarterly JSC meetings regarding Alnylam’s Development activities with respect to ALN-RSV01; (iv) Alnylam shall share with the JSC all data and know-how related to the Development of ALN-RSV01 as if such activities had been conducted under the Development Plan; and *Confidential Treatment Requested. Omitted portions filed with the Commission. (v) Alnylam will not Develop ALN-RSV01 in such a way []*; provided, however, that nothing contained in the concept sheet attached hereto as Exhibit J []* Cubist’s Development or potential Commercialization of ALN-RSV02; provided further, however, that Alnylam shall not have any obligation to conduct any Development activities with respect to ALN-RSV01 and may discontinue any and all such Development at any time in Alnylam’s sole discretion. In the event the Parties disagree as to whether Alnylam’s Development of ALN-RSV01 []*, the matter shall be resolved in the manner set forth in Article XII of this Agreement, and the Parties shall use good faith efforts to complete such arbitration within []* days. Alnylam shall not proceed with further clinical Development of ALN-RSV01 until such matter has been resolved. (d) The licenses granted to Cubist under Section 3.1 shall continue to apply to ALN-RSV01 as a Licensed Product and the Adult Trans...
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Interim Period Activities. Section 7.13 Indemnification; Directors’ and Officers’ Insurance Acceptable TAL Confidentiality Agreement Section 7.4(b)(i) Acceptable Triton Confidentiality Agreement Section 7.4(e) Acquisitions Section 6.1(f) Affiliate Section 1.1 Agreement Preamble Ancillary Agreements Section 1.1 Anti-Corruption Laws Section 4.24(a) Appraisal Withdrawal Section 3.1(h)(ii) Appraised Fair Value Section 3.1(h)(i) Bermuda Certificate of Merger Section 2.3 Bermuda Merger Application Section 2.3 Bermuda Sub Preamble Bermuda Sub Common Shares Section 5.2(a) Book-Entry Shares Section 3.1(b) Business Day Section 1.1 Certificates Section 3.1(b) Change in TAL Recommendation Section 7.1(d) Closing Section 2.2 Closing Date Section 2.2 Code Recitals Companies Act Section 1.1 Confidential Information Section 1.1 Confidentiality Agreement Section 1.1 Consent Section 4.5(b) Contract Section 1.1 Delaware Certificate of Merger Section 2.3 Delaware Sub Preamble Delaware Sub Common Stock Section 5.2(a) Derivative Securities Section 1.1 DGCL Recitals XXXXX Section 1.1 Effective Time Section 2.3 End Date Section 9.1(b)(i) Environmental Claim Section 1.1 Environmental Law Section 1.1 ERISA Section 1.1 Exchange Act Section 1.1 Exchange Agent Section 3.2(b)(i) Exchange Fund Section 3.2(a) Existing TAL D&O Policy Section 7.13(c) Existing Triton D&O Policy Section 7.13(d) Export Control Laws Section 4.24(c) FCPA Section 4.24(a) Form S-4 Section 7.1(a) Former Holders Section 3.2(b)(ii) Former Shares Section 3.2(b)(ii) GAAP Section 1.1 Governmental Entity Section 1.1 Hazardous Material Section 1.1 Holdco Preamble Holdco Common Shares Section 5.2(a) HSR Act Section 1.1 Indebtedness Section 1.1 Injunction Section 8.1(e) Intellectual Property Section 1.1 Interim Period Section 6.1 Intervening Event Section 1.1 IRS Section 4.14(b) IT Systems Section 1.1 Knowledge of TAL Section 1.1 Knowledge of Triton Section 1.1 Law Section 1.1 Legal Actions Section 1.1 Letter of Transmittal Section 3.2(b)(ii) Lien Section 1.1 Merger Consideration Section 3.1(b) Merger Control Law Section 4.5(b) Merger Subs Preamble Merger Tax Opinion Section 7.10 Mergers Recitals Multiemployer Plan Section 1.1 nonassessable Section 1.1 Non-U.S. TAL Plan Section 4.14(f) Non-U.S. Triton Plan Section 5.16(f) NYSE Section 4.5(b) OFAC Section 1.1 Order Section 1.1 Parties Preamble Party Section 1.1 Permits Section 4.9(a) Permitted Liens Section 1.1 Person Section 1.1 Proxy Statement Section 7.1(a) Registrar Section 2.3 Release Section 1.1...
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Interim Period Activities. (a) During the Interim Period, the Seller shall service the Offered Assets in accordance with Accepted Servicing Practices and all applicable federal, state and local laws, including without limitation, maintaining in full force and effect the hazard insurance policies, except that, with respect to Offered Assets that are REO Properties, the Seller shall only make repairs for noticed code violations, weather preservation, property security and demolition orders consistent with a reasonably prudent course of business, and the Seller shall not list any such REO Properties with a listing agent, and shall not otherwise engage a broker for any such REO Property or enter into any brokerage agreements except as may be agreed to in writing by the applicable Purchaser. To the extent that the Seller has taken any such action with respect to Offered Assets that are REO Properties in violation of the preceding sentence during the Interim Period, the Seller shall notify the related Purchaser in writing prior to the related Closing Date and the related Purchaser in its sole discretion may purchase such Offered Asset, exchange such Offered Asset in an Optional Exchange or designate such Offered Asset as a Breaching Asset. (b) During the Interim Period, with respect to any mortgage loan that is an Offered Asset, the Seller shall not, without the prior written consent of the applicable Purchaser (i) modify such mortgage loan (including, without limitation, a release of any collateral or any party from liability on or with respect to such mortgage loan), (ii) forgive principal in respect of such mortgage loan, (iii) accept a deed-in-lieu of foreclosure with respect to such mortgage loan, (iv) conduct any short sale in respect of the Mortgaged Property, (v) commence any foreclosure with respect to such mortgage loan or bankruptcy proceeding against the related Mortgagor, (vi) settle or compromise any condemnation or insurance claim or proceeding in respect of such mortgage loan, (vii) settle or compromise, or make any offers to settle or compromise, any existing litigation or other proceedings in respect of such mortgage loan, or (viii) take any action to materially impair any interest of a Purchaser in such mortgage loan or any interest therein. To the extent that the Seller has taken any action described in clauses (i) through (viii) of the preceding sentence in respect of any mortgage loan that is an Offered Asset during the Interim Period, the Seller shall notify the rel...
Sample 1
Interim Period Activities. [redacted – commercially sensitive information relating to interim period funding and activities] [redacted - commercially sensitive information relating to interim period funding and activities]
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Interim Period Activities. The following provisions are added as new Section 2A of the Agreement, immediately before Section 3 of the Agreement:
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Interim Period Activities. The Parties agree that, notwithstanding anything to the contrary in the Agreement, the following rights and obligations shall apply during the Interim Period: (a) Gilead shall not conduct research on, or Dexxxxx, XXX-0000; (b) the Research Committee shall have no authority with respect to ACH-1095; (c) Achillion may conduct, and have sole decision-making authority with respect to, any research and Development activities with respect to ACH-1095, in Achillion’s discretion and at Achillion’s expense, without input from the Research Committee or Gilead; provided, however, that Achillion will provide Gilead with regular updates in writing no less than once per calendar quarter summarizing Achillion’s research and Development activities with respect to ACH-1095; (d) Achillion shall hold a pre-IND consultation with the FDA to determine a possible path to Develop ACH-1095 (the “FDA Meeting”); (e) Achillion shall provide Gilead with copies of all material correspondence sent to and received from the FDA with respect to ACH-1095; (f) Gilead shall not exercise any rights under the license granted to Gilead pursuant to Section 5.1 with respect to ACH-1095 and any Licensed Product containing ACH-1095, and Gilead shall not sublicense any rights thereunder, nor shall Gilead grant any rights to, or enter any agreement with, any Third Party for the sale of any Licensed Product containing ACH-1095; (g) the provisions of Section 9.2(a)(ii) shall apply with respect to any Patent Costs for Achillion Patents; (h) the diligence obligations set forth in Section 9.2(c) shall only apply to Achillion Patents relating to ACH-1095 or a Licensed Product containing ACH-1095, provided, however, that Achillion’s rights set forth in Section 9.2(b) with respect to Achillion Patents that are abandoned by Gilead shall remain in full force and effect with respect to any Achillion Patent; (i) the provisions of Section 2.4(c) shall remain in effect with respect to any Research Costs incurred with respect to ACH-1095 on or before the Amendment #3 Effective Date; (j) Gilead shall not be responsible for Research Costs incurred on or after the Amendment #3 Effective Date unless Gilead (i) provides written notice of its intention to do so, or (ii) exercises its opt-in right pursuant to Section 2A.2(a) or 2A.2(b), in which case such Research Costs will be reimbursed in accordance with Section 2A.3; (k) Achillion shall be solely responsible for the US$[**] IND filing milestone payment due to Chiron Co...
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Interim Period Activities. Buyer shall purchase the real property known to the City of Holyoke as 00 Xxxxx Xxxxxx, Xxxxx Xxxxxx Xxxxxx and 0 Xxxxx Xxxxxx Xxxxxx or extend the Offer to Purchaser dated October 16, 2018 with respect to the purchase of such property.
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Related to Interim Period Activities

  • 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.

  • Restricted Activities In connection with your use of our websites, your PayPal account, the PayPal services, or in the course of your interactions with PayPal, other PayPal customers, or third parties, you must not: • Breach this user agreement, the PayPal Acceptable Use Policy, the Commercial Entity Agreements (if they apply to you), or any other agreement between you and us. • Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising). • Infringe PayPal's or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy. • Sell counterfeit goods. • Act in a manner that is defamatory, trade libelous, threatening or harassing. • Provide false, inaccurate or misleading information. • Send or receive what we reasonably believe to be potentially fraudulent or unauthorized funds. • Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us. • Attempt to “double dip” during the course of a dispute by receiving or attempting to receive funds from both PayPal and the seller, bank or card issuer for the same transaction. • Control an account that is linked to another account that has engaged in any of these restricted activities. • Conduct your business or use the PayPal services in a manner that results in or may result in: o Complaints. o Requests by buyers (either filed with us or card issuers) to invalidate payments made to you. o Fees, fines, penalties or other liability or losses to PayPal, other PayPal customers, third parties or you. • Use your PayPal account or the PayPal services in a manner that PayPal, Visa, MasterCard, American Express, Discover or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules. • Allow your PayPal account to have a balance reflecting an amount owing to us. • Provide yourself a cash advance from your credit card (or help others to do so). • Access the PayPal services from a country that is not included on our permitted countries list. • Take any action that imposes an unreasonable or disproportionately large load on our websites, software, systems (including any networks and servers used to provide any of the PayPal services) operated by us or on our behalf or the PayPal services. • Facilitate any viruses, trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data, information or PayPal services. • Use an anonymizing proxy; use any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers. • Interfere or disrupt or attempt to interfere with or disrupt our websites, software, systems (including any networks and servers used to provide any of the PayPal services) operated by us or on our behalf, any of the PayPal services or other users' use of any of the PayPal services. • Take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers or service providers. • Use the PayPal services to test credit card behaviors. • Circumvent any PayPal policy or determinations about your PayPal account such as temporary or indefinite suspensions or other account holds, limitations or restrictions, including, but not limited to, engaging in the following actions: attempting to open new or additional PayPal account(s) when an account has a negative balance or has been restricted, suspended or otherwise limited; opening new or additional PayPal accounts using information that is not your own (e.g. name, address, email address, etc.); or using someone else's PayPal account. • Harass and/or threaten our employees, agents, or other users. • Abuse of our online dispute resolution process and/or PayPal’s Buyer Protection program and/or PayPal’s Seller Protection program. • Cause us to receive a disproportionate number of claims that have been closed in favor of the claimant regarding your PayPal account or business. • Have a credit score from a credit reporting agency that indicates a high level of risk associated with your use of the PayPal services. • Use a credit card with your PayPal account to provide yourself with a cash advance (or help others to do so). • Disclose or distribute another user's information to a third party, or use such information for marketing purposes unless you receive the user's express consent to do so. • Send unsolicited email to a user or use the PayPal services to collect payments for sending, or assisting in sending, unsolicited email to third parties. • Copy, reproduce, communicate to any third party, alter, modify, create derivative works, publicly display or frame any content from the PayPal website(s) without our or any applicable third party's written consent. • Reveal your account password(s) to anyone else, nor may you use anyone else's password. We are not responsible for losses incurred by you including, without limitation, the use of your account by any person other than you, arising as the result of misuse of passwords. • Do, or omit to do, or attempt to do or omit to do, any other act or thing which may interfere with the proper operation of the PayPal service or activities carried out as part of PayPal services or otherwise than in accordance with the terms of this user agreement. • Request or send a personal transaction payment for a commercial transaction. • Allow your use of the PayPal service to present to PayPal a risk of non- compliance with PayPal's anti-money laundering, counter terrorist financing and similar regulatory obligations (including, without limitation, where we cannot verify your identity or you fail to complete the steps to lift your sending, receiving or withdrawal limit or where you expose PayPal to the risk of any regulatory fines by European, US or other authorities for processing your transactions). • Integrate or use any of the PayPal services without fully complying with all mandatory requirements communicated to you by way of any integration or programmers' guide or other documentation issued by PayPal from time to time. • Advertise, promote, introduce or describe PayPal Credit or any PayPal co-branded credit based payment instrument to your customers without: (1) obtaining the necessary regulatory permission to do so in advance; and (2) the prior written permission of PayPal and (if not PayPal) the issuer of the credit to do so. • Suffer (or cause us to determine that there is a reasonable likelihood of) a security breach of your website or systems that could result in the unauthorized disclosure of customer information. You agree that engaging in the above restricted activities diminishes your or our other customers' safe access and/or use of your account and our services generally.

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

  • CONCERTED ACTIVITIES It is agreed and understood that there will be no strike, work stoppage, slowdown, picketing or refusal or failure to fully and faithfully perform job functions and responsibilities, or other interference with the operation of the District by the Association or by its officers, agents, or workers covered by this Agreement, during the term of this Agreement, including compliance with the request of other labor organizations to engage in such activity.

  • 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.

  • Development Period The Contractor may commence pre-construction activities like utility shifting, boundary wall construction or any other activity assigned to the Contractor by the Authority to enable construction of the Project Highway immediately after signing of the Agreement, to the extent that such work is ready for execution. The Parties agree that these works may be taken up and completed to the extent feasible by the Contractor, before declaration of the Appointed Date, but no claim against the Authority for delay shall survive during this period and that the undertaking of these works by the Contractor shall not count towards the Scheduled Construction Period of the project which starts counting only from the Appointed Date. No construction activity of the Project Highway shall be undertaken during the development period.

  • Services to Other Clients; Certain Affiliated Activities (a) The relationship between the Asset Manager and the Series is as described in this Agreement and nothing in this Agreement, none of the services to be provided pursuant to this Agreement, nor any other matter, shall oblige the Asset Manager to accept responsibilities that are more extensive than those set forth in this Agreement. (b) The Asset Manager’s services to the Series are not exclusive. The Asset Manager may engage in other activities on behalf of itself, any other Managing Party and other clients (which, for the avoidance of doubt, may include other series of the Company). The Series acknowledges and agrees that the Asset Manager may, without prior notice to the Series, give advice to such other clients. The Asset Manager shall not be liable to account to the Series for any profits, commission or remuneration made or received in respect of transactions effected pursuant to the Asset Manager’s advice to another client and nor will the Asset Manager’s fees be abated as a result.

  • 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.

  • Market Activities The Company will not, directly or indirectly, (i) take any action designed to cause or result in, or that constitutes or would reasonably be expected to constitute, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of Common Stock or (ii) sell, bid for, or purchase Common Stock in violation of Regulation M, or pay anyone any compensation for soliciting purchases of the Placement Shares other than the Agent.

  • 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

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