Maintaining. Status Quo Up until the Completion Date or termination of this Heads of Agreement in accordance with its terms, the Controlling Shareholders shall procure that Physimax does not do any of the following without the prior written consent of the Purchaser (other than as contemplated in this Heads of Agreement):
(a) enter into any material contract or incur any material liability or commitment to any material expenditure, unless specifically approved in writing by the Purchaser’s CEO;
(b) sell, assign or dispose of any legal or beneficial interest in Physimax’s business, intellectual property or other material assets;
(c) declare any dividends;
(d) vary its capital structure;
(e) vary, terminate or fail to renew any of its contracts, authorisations or commitments, except in the ordinary course of business;
(f) issue, or agree to issue, any equity or debt securities or hybrid securities, or grant or agree to grant any rights
(g) (h) (i) over existing issued capital, or rights to be issued securities in the capital of Physimax; alter or agree to alter its constituent documents; create or permit the creation of any encumbrance over any of the assets or undertaking of Physimax; and enter into a buy-back agreement or resolve to approve the terms of a buy-back agreement.
Maintaining. The Protocol does not define “maintained.” This raises a more complex issue for Mozambique and for SADC. Treaty interpretation practices, however, construe deviations from a provision narrowly. Provisions such as Article 27 have been examined under the GATT. The GATT has treated authority to continue grandfathered provisions narrowly. For example, the GATT Panel on Newsprint, L/5680, paragraphs 50, 52, narrowly construed the GATT’s permission for contracting parties to continue preferences (and margins of preference). These authorized deviations from a GATT obligation were referred to in GATT Article I and the preferences themselves were contained in annexed schedules. The Newsprint Panel was addressing permitted deviation from Most Favored Nation (MFN) treatment as provided in GATT Article I. The panel determined that deviation was permitted only for “maintenance” of preferences (margins of preference) not “modification.” This was interpreted as meaning that “even purely formal changes” to tariff schedules (that did not impair GATT obligations) were “modifications” of preferences requiring renegotiation. Similarly, the GATT Panel on the Manufacturing Clause found that “the Protocol of Provisional Application” (an authority to maintain certain GATT-inconsistent legislation) did not authorize contracting parties to lessen inconsistency and then enact legislation increasing GATT inconsistency even if the extent of inconsistency was only brought back to the level of the grandfathered “existing legislation.” This has been referred to as a “one way street” away from inconsistency. In the Manufacturing Clause case, the United States legislated a termination date for a grandfathered provision, allowed it to terminate, and then extended it after only a gap of several days. This means that “existing” “preferential trade and other arrangements” modified after the Protocol on Trade entered into force might not qualify as having been “maintained.” Therefore, as “modified” arrangements they could be considered “new,” and not qualify for Article 27, paragraph 1.
Maintaining repairing, and replacing, as necessary, the roof of the Building;
Maintaining. Buyer shall keep the Property in good order and in as good condition as when received, normal wear and tear of the Property excepted.
Maintaining repairing and cleansing and when the Landlord in its discretion thinks it appropriate so to do amending, altering, reinstating, renewing and rebuilding the Structure and the Conduits save insofar as the same are the responsibility of tenants in the Building
Maintaining. APPROVAL Without prejudice to Clause 15.1 (MAINTENANCE OF LEGAL VALIDITY), the Guarantor will use its reasonable endeavours to obtain and maintain and cause Parent and Purchaser to obtain and maintain all material authorisations, approvals, consents, licenses and exemptions and it will make all necessary filings and registrations as may be required under any applicable law or regulation (which expression shall include, without limitation, the Regulations and applicable federal and state securities laws) to enable it to perform its obligations under this Agreement and to enable it, Parent and Purchaser to perform their respective obligations under each of the Transaction Documents, or required for the validity or enforceability of this Agreement or any of the Transaction Documents and will comply with the terms of the same.
Maintaining proficiency The trainee shall discuss why a law enforcement officer is morally, ethically, and legally (Section 13518 Penal Code) required to maintain proficiency in first aid techniques.
Maintaining separate records for each Contract owner, which shall reflect the Portfolio shares purchased and redeemed with respect to and Portfolio share balances attributable to such Contract owners. Firm will maintain an omnibus account with each Portfolio on behalf of Contract owners, and such accounts shall be in the name of Firm (or its nominee) as the record owner of Portfolio shares attributable to such Contract owners.
Maintaining. There is no obligation of ProBioGen to maintain the ProBioGen Patent Rights, save that ProBioGen shall notify ValenzaBio in the event that either ProBioGen omits to perform any act required to prosecute and/or maintain any of the ProBioGen Patent Rights or ProBioGen intends to allow any one or more of the ProBioGen Patent Rights to lapse.
Maintaining. The Concessionaire shall:
12. Maintain or cause to maintain the Location pursuant to Department standards, which may be promulgated from time to time.
13. Coordinate and maintain general oversight of deliveries of goods and products for the concession operations from any designated on or off-Airport storage area.
14. Shall take such corrective action as necessitated to maintain Location in an acceptable condition as required by the Department.
