Manufacturer Obligations Sample Clauses

Manufacturer Obligations. A. MANUFACTURER shall maintain a policy of engaging in Product merchandising and advertising on a worldwide basis to provide a continuing demand for MANUFACTURER Products. MANUFACTURER will, at its sole discretion, include DISTRIBUTORS name in such advertising from time to time, with prior approval. B. MANUFACTURER shall furnish DISTRIBUTOR with price lists, sales literature, books, catalogues, product briefs, advanced product information, data sheets, and the like, as MANUFACTURER may prepare for national distribution at no cost to DISTRIBUTOR. MANUFACTURER shall also provide DISTRIBUTOR with such technical and sales support as may be necessary to assist DISTRIBUTOR in effectively carrying out its activities under this Agreement. C. MANUFACTURER agrees that its facilities will be regularly and actively employed to the mutual benefit of MANUFACTURER and DISTRIBUTOR and to assist DISTRIBUTOR in whatever manner is deemed proper by MANUFACTURER for the sale of Products. D. MANUFACTURER shall ship, mark and pack all Military Products in accordance with the relevant sxxxxfications. E. MANUFACTURER shall refer to DISTRIBUTOR: customers and potential customers for quantities of the Products customarily handled by distributors. F. MANUFACTURER shall establish and maintain such quality control procedures, electrostatic discharge sensitivity procedures, testing of Products and other customary programs as are necessary to ensure that the Products, as manufactured and sold to DISTRIBUTOR, are of the highest quality and reliability.
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Manufacturer Obligations. State Supplemental Rebate Payment: The Pharmaceutical Manufacturer agrees to provide a State Supplemental Rebate for each of its Covered Products that is paid by the Department and dispensed to Medicaid Members by Pharmacies for each calendar quarter that Covered Products are included in the Preferred Drug List. The Pharmaceutical Manufacturer will pay to the Department the State Supplemental Rebate amount in accordance with the formula set forth in Attachment B. Nothing in this Agreement shall be construed to relieve the Pharmaceutical Manufacturer from its obligation to pay Medicaid Drug Rebates for utilization by the Department Medicaid Members. The Department shall remit the appropriate share of the State Supplemental Rebate payments made under the Agreement to CMS as required under its approved State plan.
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Manufacturer Obligations. 4.1. Marketing Materials. Manufacturer shall furnish to Distributor without charge a reasonable supply of price lists, sales literature, books, catalogs, specification sheets, promotional plans and similar printed material and shall provide Distributor with such training, technical and sales support and assistance (including sales forecasting and planning assistance) as may be reasonably necessary, and requested by Distributor, to assist Distributor in effectively carrying out its activities under this Agreement.
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Manufacturer Obligations. A Manufacturer will process the Specified Instructions in accordance with Applicable Laws, the standard settlement cycle and the electronic instructions, including instructions as to electronic transfers of funds, it receives through the Network from the Distributor as agent for its client. The Manufacturer will acknowledge receipt of instructions to carry out the Specified Instructions by means of an electronic response in the currently accepted and approved industry standard format.
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Manufacturer Obligations. 5.1 Marketing Materials As promptly as possible after execution of the Agreement, Manufacturer shall furnish, to Distributor without charge a reasonable supply of price lists, sales literature, books, catalogs, specification sheets, promotional plans and similar printed material and shall provide Distributor with such training, technical and sales support and assistance (including sales forecasting and planning assistance) as may be necessary, and requested by Distributor, to assist Distributor in effectively carrying out its activities under this Agreement. 5.2 Training Manufacturer shall coordinate with Distributor to conduct training seminars either at Manufacturer’s facilities or in the Territory as may be necessary to assist Distributor in supporting the Product, at no charge to Distributor. 5.3 Other Technical Support Manufacturer shall provide Distributor with such other technical and sales assistance as may be necessary to assist Distributor in effectively carrying out its activities under this Agreement, at no charge to Distributor. 5.4 Promotion Manufacturer shall obtain Distributor’s prior written approval if Manufacturer wishes to issue a press release describing the relationship of the Parties or use the name of Distributor in a press release, website or any other promotional materials.
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Manufacturer Obligations. Unless otherwise agreed to by the parties in writing, it is solely Manufacturer’s responsibility to: (i) provide complete and accurate scientific data and specifications for the goods and services; (ii) if applicable, review and approve all in-process and finished product test results to ensure conformity of such results with the product specifications, regardless of which party is responsible for finished product release; (iii) prepare all submissions to regulatory authorities; and (iv) perform such other obligations of Manufacturer set forth in the Agreement. Manufacturer agrees that all orders from Manufacturer to label and package Manufacturer’s products and supply Manufacturer with the packaged products are placed under this Agreement. Sharp has not solicited nor received approval from the Food and Drug Administration (“FDA”) to package the products. Manufacturer shall secure proper FDA approvals to use Sharp as its packager.
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Manufacturer Obligations. Subject to the terms and conditions of this Agreement, Manufacturer agrees: 3.1 To use commercially reasonable efforts to provide Products complying substantially with the Specs, without defects in workmanship or materials. 3.2 To provide Distributor with such marketing and technical assistance as Manufacturer may, in its discretion, consider necessary to assist Distributor with the promotion of the Products. 3.3 To inform Distributor of any changes in prices of Products at least thirty (30) days prior to the effective date of any such change. 3.4 To inform Distributor as soon as practicable of any significant change in the specifications for any Product sold to Distributor. 3.5 To use commercially reasonable efforts to ensure that Manufacturer has adequate manufacturing capacity to satisfy Distributor's annual Minimum Purchase Volume requirements. 3.6 To pay Distributor a rebate for every pound of Product purchased from Manufacturer over Distributor's Minimum Purchase Volume requirements in accordance with the rebate formula set forth in Table 3 on Exhibit D hereto. 3.7 To use the basis weights and weight tolerances, and lengths and length tolerances as referenced in the Specs.
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Manufacturer Obligations 
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Related to Manufacturer Obligations

  • Supplier Obligations 7.1 The Supplier shall: 7.1.1 at all times allocate sufficient resources to supply the Services in accordance with the Contract; 7.1.2 provide and fulfil any ancillary or incidental service, function or responsibility not specified in the Service Specification where such service, function or responsibility is necessary for the proper performance of the relevant Services; 7.1.3 obtain, and maintain throughout the duration of the Contract, all the consents, approvals, licences and permissions (statutory, regulatory, contractual or otherwise) it may require and which are necessary for the provision of the Services or performance of any other obligation under this Contract; 7.1.4 ensure the Supplier Assets used in the performance of the Services will be free of all encumbrances (except as agreed in writing with the Authority); 7.1.5 ensure that in the performance of its obligations under the Contract it does not disrupt the operations of each Commissioning Body and their respective Personnel; 7.1.6 ensure that any documentation, information and training provided to each Commissioning Body under this Contract (including in relation to the use of the Website) is comprehensive, accurate and prepared in accordance with Good Industry Practice; 7.1.7 co-operate with the Other Supplier(s) and provide reasonable information (including any documentation), advice and assistance in connection with the Services to the Other Supplier(s) including to enable such Other Supplier(s) to provide services to the respective Commissioning Bodies and, on the expiry or termination of this Contract for any reason, to enable the timely transition of the Services (or any of them) to the respective Commissioning Bodies and/or to any Replacement Supplier; 7.1.8 to the extent it is legally able to do so, hold on trust for the sole benefit of the Authority, all warranties and indemnities provided by third parties or any Sub- contractor in respect of any Deliverables and/or the Services and, where any such warranties are held on trust, at its cost enforce such warranties in accordance with any reasonable directions that the Authority may notify from time to time to the Supplier; 7.1.9 unless it is unable to do so, assign to the Authority on the Authority’s written request and at the cost of the Supplier any such warranties and/or indemnities as are referred to in Clause 7.1.8; 7.1.10 provide each Commissioning Body with such advice and assistance as that Commissioning Body may reasonably require during the Contract Period in respect of the supply of the Services; 7.1.11 gather, collate and provide such information and co-operation as the Authority may reasonably request for the purposes of ascertaining the Supplier’s compliance with its obligations under the Contract; 7.1.12 notify the Authority of any circumstances suggesting that a change of Control of the Supplier is planned, in contemplation or has taken place; 7.1.13 notify the Authority in writing of any material detrimental change in the financial standing and/or any change in the credit rating of the Supplier; 7.1.14 subject to Clause 33.6, notify the Authority in writing within ten (10) Working Days of their occurrence, of any actions, suits or proceedings or regulatory investigations before any court or administrative body or arbitration tribunal pending or, to its knowledge, threatened against it that might affect its ability to perform its obligations under the Contract; and 7.1.15 ensure that neither it, nor any of its Affiliates or Personnel, bring any Commissioning Body into disrepute by engaging in any act or omission which is reasonably likely to diminish the trust that the public places in that Commissioning Body, regardless of whether or not such act or omission is related to the Supplier’s obligations under this Contract.

  • Customer Obligations 41.1. The Customer undertakes to use the Services strictly in accordance with the Contract and such other conditions as may be notified in writing to the Customer by Comtact from time to time and in accordance with the relevant provisions of the Communications Xxx 0000 with any other applicable laws and regulations, any directions given by the Director General of the office of Telecommunications or other competent authority. 41.2. The Customer will ensure that neither the Customer nor anyone under their control may use the Services:- o as a means of communication for a purpose other than that for which the Services are provided or in a manner in which constitutes a violation or infringement of the rights of any other party; o to make offensive, indecent, menacing, nuisance or hoax calls or calls of a defamatory character or fraudulently or in connection with a criminal offence. 41.3. The Customer hereby indemnifies and shall keep indemnified Comtact against all liabilities, claims, damages, losses and expenses arising from any breach of the Customer’s obligations in clause 41.2 and against any claim which is made against Comtact and/or the TSP because the Services are misused in any way by the Customer. Comtact or TSP reserve the right to take further action as specified in clause 46. 41.4. In respect of LCR Services the Customer is responsible for checking that the Customer is not currently in a contract with any other supplier(s) before changing over the line rental or LCR services to Comtact. Comtact will not be liable for any cancellation charges or other fees charged by the Customer’s previous supplier. 41.5. The Customer will comply with current regulations for NGNs which includes but is not limited to the following: o the Customer will provide the caller pricing information for each number wherever the number is printed or published. o the Customer will notify callers of undue delays between a call being connected and the caller accessing the service o where required the Customer will obtain prior permission for premium rate numbers 41.6. Comtact cannot be held responsible for any costs, consequential or otherwise, incurred by the Customer in preparation for the commencement of services until such time that Comtact confirms the activation of NGN number(s). The Customer should not undertake any marketing activities or publication of numbers until an order confirmation has been received from Comtact.

  • Developer Obligations In accordance with applicable NYISO requirements, Developer shall maintain satisfactory operating communications with Connecting Transmission Owner and NYISO. Developer shall provide standard voice line, dedicated voice line and facsimile communications at its Large Generating Facility control room or central dispatch facility through use of either the public telephone system, or a voice communications system that does not rely on the public telephone system. Developer shall also provide the dedicated data circuit(s) necessary to provide Developer data to Connecting Transmission Owner and NYISO as set forth in Appendix D hereto. The data circuit(s) shall extend from the Large Generating Facility to the location(s) specified by Connecting Transmission Owner and NYISO. Any required maintenance of such communications equipment shall be performed by Developer. Operational communications shall be activated and maintained under, but not be limited to, the following events: system paralleling or separation, scheduled and unscheduled shutdowns, equipment clearances, and hourly and daily load data.

  • USER OBLIGATIONS As a user of the Website or Services, You may be asked to register with Us. When You do so, You will choose a user identifier, which may be Your email address or another term, as well as a password. You may also provide personal information, including, but not limited to, Your name. You are responsible for ensuring the accuracy of this information. This identifying information will enable You to use the Website and Services. You must not share such identifying information with any third party, and if You discover that Your identifying information has been compromised, You agree to notify Us immediately in writing. Email notification will suffice. You are responsible for maintaining the safety and security of Your identifying information as well as keeping Us apprised of any changes to Your identifying information. Providing false or inaccurate information, or using the Website or Services to further fraud or unlawful activity is grounds for immediate termination of this Agreement.

  • Provider Obligations A. PROVIDER will perform the Services in accordance with the standards of care, skill, and diligence expected of a qualified, competent and experienced professional in the provision of the type of services required under this Agreement. B. PROVIDER will obtain, maintain in effect, and pay the cost for all licenses, permits, or certifications that may be necessary for PROVIDER’s performance of this Agreement. C. PROVIDER represents and warrants that there are no obligations, commitments, third party rights, or impediments of any kind that will limit or prevent PROVIDER’s performance of the Services.

  • Third Party Obligations 3.1. The THIRD PARTY shall:- 3.1.1. not divulge the Confidential Information to any party other than as provided for in this Confidentiality Agreement; 3.1.2. use the Confidential Information only for the purposes necessary in providing the services for which he is engaged by the AUTHORITY; and 3.1.3. make no commercial use of the Confidential Information or any part thereof. 3.2. Notwithstanding the foregoing, the THIRD PARTY shall be entitled to make any disclosure required by law of the Confidential Information and shall notify the AUTHORITY of so doing in accordance with the provisions of paragraph 6.

  • Buyer Obligations During the Delivery Term, Buyer shall arrange and be responsible for transmission service, including risk of transmission outage or curtailment, from the Delivery Point and bear all risks and costs associated with such transmission service, including, but not limited to, any transmission outages or curtailment. During the Delivery Term, Buyer shall Schedule or arrange for Scheduling Coordinator services with its Transmission Providers to receive the Product at the Delivery Point. During the Delivery Term, Buyer shall be responsible for all CAISO costs and charges, electric transmission losses and congestion from the Delivery Point.

  • Contractor Obligations After receipt of the Notice of Termination and except as otherwise directed by the State, the Contractor shall immediately proceed to: a. To the extent specified in the Notice of Termination, stop work under the Contract on the date specified. b. Place no further orders or subcontracts for materials, services, and/or facilities except as may be necessary for completion of such portion(s) of the work under the Contract as is (are) not terminated. c. Terminate and cancel any orders or subcontracts for related to the services, except as may be necessary for completion of such portion(s) of the work under the Contract as is (are) not terminated. d. Transfer to the State all completed or partially completed plans, drawings, information, and other property which, if the Contract had been completed, would be required to be furnished to the State. e. Take other action as may be necessary or as directed by the State for the protection and preservation of the property related to the contract which is in the possession of the contractor and in which the State has or may acquire any interest. f. Make available to the State all cost and other records relevant to a determination of an equitable settlement.

  • Seller Obligations Seller shall (A) arrange and pay independently for any and all necessary costs under any Generator Interconnection Agreement with the Participating Transmission Owner; (B) cause the Interconnection Customer’s Interconnection Facilities, including metering facilities, to be maintained; and (C) comply with the procedures set forth in the GIP and applicable agreements or procedures provided under the GIP in order to obtain the applicable Electric System Upgrades and (D) obtain Electric System Upgrades, as needed, in order to ensure the safe and reliable delivery of Energy from the Project up to and including quantities that can be produced utilizing all of the Contract Capacity of the Project.

  • Purchaser Obligations EXPIRATION. Upon expiration of this Participating Addendum, Purchaser shall accept and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor the price as set out in the Master Agreement. Notwithstanding any provision to the contrary, in no event shall a Purchaser’s Purchase Order pursuant to this Participating Addendum that is executed prior to expiration of this Participating Addendum allow for Contractor to provide Goods and/or Services more than twelve (12) months beyond the expiration date of the Master Agreement.

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