Master Services Agreements. Promptly after consummation of the Closing, Seller will, to the extent so requested by Buyer in writing, use its commercially reasonable efforts to assign to KGS all or that portion of any master services agreement to which Seller or any of its subsidiaries is a party and that is applicable to KGS or any of the Subsidiaries (each, a “Master Services Agreement”). Seller shall not be required to assign all or any portion of a Master Services Agreement if such assignment, without the consent of a third party thereto, would constitute a breach or other contravention of such Master Services Agreement or in any way adversely affect the rights of Seller, KGS or any of their respective Affiliates thereunder. Seller will, and Buyer will cause KGS to, use their respective commercially reasonable efforts (but without any payment of money by Seller or Buyer) to obtain the consent of the other parties to the assignment, in whole or in part, of any Master Services Agreement. If such consent is not obtained, or if an attempted assignment thereof would be ineffective or would adversely affect the rights of Seller thereunder so that KGS would not in fact receive all such rights, to the extent requested by Buyer in writing, Seller and Buyer will cooperate in a mutually agreeable arrangement under which Buyer would cause KGS to obtain the benefits and assume the obligations under the Master Services Agreements, including sub-contracting, sub-licensing, or sub-leasing to KGS, or under which Seller would enforce for the benefit of KGS, with Buyer causing KGS to assume Seller’s obligations and any and all rights of Seller against a third party thereto.
Master Services Agreements. No Credit Party will, or will permit any Subsidiary to enter into any Master Services Agreement or similar document or agreement (or amend an existing Master Services Agreement or similar document) (i) that includes or could reasonably be expected or interpreted to create an “interline arrangement” or constructive trust, (ii) requires any Credit Party segregate, reserve or otherwise set aside or agree to segregate, reserve or otherwise set aside proceeds of such Credit Party’s customer payments or other funds to be paid onwards to waste haulers, or (iii) provides that a Person other than the relevant Credit Parties is responsible for payment of fees and charges or other obligations thereunder, (iv) that provides the waste hauler recourse to such Credit Party’s customer for non-payment by the relevant Credit Party or that conditions payment to the hauler on the Credit Party’s receipt of payment by such Credit Party’s customer.
Master Services Agreements. Except as specified in Schedule 6.1(ff) (as such Schedule may be amended from time to time by written notice from the Borrower Agent to the Agent), no Loan Party is party to (A) any Designated Closing Date MSA or (B) any Master Services Agreement entered into after the Closing Date, in any such case, which provides that (i) any payments contemplated under such Master Services Agreement in respect of the purchase from any Loan Party of the right to place advertisements on one or more Media Outlets are payable to any Person other than such Loan Party, or (ii) any portion of the amounts payable from the Advertiser or one or more of its agents to any Loan Party under such Master Services Agreement is required to be held in escrow or in trust, or otherwise turned over to, or held for the benefit of, any Advertiser, any Publisher, any SSP or any other Person.
Master Services Agreements. Schedule 2.19 lists all master service agreements to which Sellers or their Affiliates are parties and pursuant to which the MDL Group Companies are provided with material goods or services (“Master Services Agreements”).
Master Services Agreements. 11.1 The MSA is a commonly used "pay for services rendered” contract type that is especially useful in the early stages of a development when all tasks or services that might be needed are not yet readily apparent. An MSA establishes the working agreement between the Company and a service provider and provides needed development services that the Company may require while allowing the service provider the flexibility to either directly provide or subcontract such service.
11.2 An MSA provides a detailed fee schedule for services the Company requires and eliminates having to execute individual agreements for each task and/or service as they become needed. It identifies a range of services while remaining sufficiently open-ended to accommodate unforeseen requirements as they arise. As the Omagine Project becomes more defined, MSA Agreements will become less necessary as specific detailed contracts will be developed based on definitive scopes of work.
Master Services Agreements. The Company shall enter into a Master Services Agreement with each Member (other than the TCCC Member) on terms and conditions to be mutually agreed upon by the Company and such Member. The Master Services Agreement of each Founding Member will contain [***].
Master Services Agreements. The parties shall, and shall cause each of their Affiliates to, use their respective reasonable best efforts to negotiate and enter into the Master Services Agreements within 45 days of the Execution Date, with such Master Services Agreements to be in form and substance reasonably satisfactory to the respective parties thereto. The parties shall conduct such negotiations in good faith and agree that the final terms of the Master Services Agreements shall be consistent in all material respects with the ongoing discussions held among the parties through the date hereof.
Master Services Agreements. The Master Services Agreements shall have been entered into by the respective parties thereto.
Master Services Agreements. Dell is pleased to provide this Service Description in connection with Customer’s separate signed master services agreement with Dell or, in the absence of such agreement, the following agreement is incorporated in its entirety by reference:
