Obligations of the Subscriber. In connection with the registration of the Registrable Securities, the Subscriber shall have the following obligations;
(a) It shall be a condition precedent to the obligations of the Company to complete the registration pursuant to this Agreement with respect to the Registrable Securities of the Subscriber that the Subscriber shall timely furnish to the Company such information regarding itself, the Registrable Securities held by it, and the intended method of disposition of the Registrable Securities held by it, as shall be reasonably required to effect the registration of such Registrable Securities and shall timely execute such documents in connection with such registration as the Company may reasonably request.
(b) The Subscriber by such Subscriber's acceptance of the Registrable Securities agrees to cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of the Registration Statement hereunder; and
(c) The Subscriber agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3(g) or 3(h) above, the Subscriber will immediately discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until the Subscriber receives the copies of the supplemented or amended prospectus contemplated by Section 3(g) or 3(h) and, if so directed by the Company, the Subscriber shall deliver to the Company (at the expense of the Company) or destroy (and deliver to the Company a certificate of destruction) all copies in the Subscriber's possession, of the prospectus covering such Registrable Securities current at the time of receipt of such notice.
Obligations of the Subscriber. 4.1 The Subscriber acknowledges that the System is operated under License and by agreement with the Service Operators and that the provisions of the said Licenses and agreements apply to the use of the Service. The Subscriber hereby undertakes:
4.1.1 Not to use or permit the use of the System for any unlawful, immoral or improper purpose including the use of unlawful GSM SIM gateways or any purpose not recommended by the equipment manufacturer or the Service Operators or AdEPT;
4.1.2 To comply with any reasonable instructions issued by AdEPT relating to the System, the equipment or the Service and to use only the Subscriber Apparatus approved by the Service Operators and the British Approvals Board of Telecommunications;
4.1.3 Not to reverse, or permit anyone else to reverse, the charges on any telephone call;
4.1.4 Not to act, or omit to act, in any way which may injure or damage any persons, property or the System or cause the quality of the Service to be impaired.
4.1.5 Not to directly or indirectly be involved, or knowingly, recklessly or negligently permit any other person to be involved, in any fraud, illegal or immoral activity and shall notify AdEPT immediately upon becoming aware of any such activity.
4.2 Should AdEPT incur additional claims, damages, losses (including loss of profit, other economic loss or legal fees) due to Subscriber breach of this Agreement the Subscriber will be liable for these.
4.3 The tariff chosen at the acceptance of this Agreement will remain the minimum tariff selected for the initial contract term and the terms and conditions of the selected tariff apply.
4.5 The rates/tariffs/cashback/equipment subsidies that AdEPT makes available to the Subscriber are subject to the length of contract chosen and its terms and are based upon the predicted or anticipated revenue over the contract term including notice period. The Subscriber is therefore expected to honour the contract, revenue and its terms. In the event that the Subscriber fails to do so, AdEPT reserves the right to either request the safe return of the hardware or raise an invoice charge for the cost of the hardware or cashback as detailed in Clause 6.2.
Obligations of the Subscriber. 2.1 The Subscriber shall deliver to the Issuer:
(a) a cashier order in the sum of HK$31,000 issued by a licensed bank in Hong Kong and made payable in favour of the Issuer being the subscription moneys for the Warrants.
Obligations of the Subscriber. It shall be a condition precedent to the obligations of the Company to register the shares of Common Stock subscribed for under this Subscription Agreement that the Subscriber furnish to the Company such information regarding the Subscriber, the shares of Common Stock subscribed for under this Subscription Agreement and the intended method of disposition of the shares of Common Stock subscribed for under this Subscription Agreement as shall be reasonably required to effect the registration of the shares of Common Stock subscribed for under this Subscription Agreement and shall execute such documents and agreements in connection with such registration as the Company may reasonably request. Subscriber shall cooperate as reasonably requested by the Company in connection with the preparation of the registration statement with respect to such registration, and for so long as the Company is obligated to file and keep effective such registration statement, shall provide to the Company, in writing, for use in the registration statement, all such information regarding the Subscriber and its plan of distribution of the Registrable Securities included in such registration as may be reasonably necessary to enable the Company to prepare such registration statement, to maintain the currency and effectiveness thereof and otherwise to comply with all applicable requirements of law in connection therewith. At least ten (10) Business Days (as hereinafter defined) prior to the first anticipated filing date of the Registration Statement, the Company shall notify the Subscriber of the information the Company requires from him (the “Requested Information”) to have the shares of Common Stock subscribed for under this Subscription Agreement included in the Registration Statement. If within three (3) Business Days of the filing date the Company has not received the Requested Information from the Subscriber, then the Company may file the Registration Statement without including the shares of Common Stock subscribed for under this Subscription Agreement by the Subscriber. Subscriber shall furnish to the Company or the underwriter, as applicable, such information regarding the Subscriber and the distribution proposed by it as the Company may reasonably request in connection with any registration or offering referred to in this Section 6. For the purposes of this Subscription Agreement, the term “Business Day” means any day other than a Saturday, a Sunday or a day on which banks are r...
Obligations of the Subscriber. On each Issue Date, the Subscriber shall:
(a) against compliance with Article 5.1(a) and 5.1(b) above by the Issuer, pay (or procure to be paid) the Subscription Price by electronic wire transfer to the bank account designated by the Issuer by notice in writing delivered to the Subscriber at least five (5) Business Days prior to the Issue Date. Evidence of such payment shall be satisfied by the delivery to the Issuer of an irrevocable wiring instruction giving effect to the above, and
(b) execute and deliver to the Issuer a Subscription Notice; or
(c) on each Conversion Date execute and deliver to the Issuer a Conversion Notice.
Obligations of the Subscriber a. The Subscriber shall use the Galileo System as one of its GDS for making bookings from its operations in India during the Term.
b. The training program and schedule for such training programs shall be mutually decided by ITQ and the Subscriber. The Subscriber shall make its staff available for training as may be agreed from time to time.
c. The Subscriber shall not without the prior written consent of ITQ, (i) modify, enhance or make copies of the whole or any part of the Galileo System; or (ii) permit the whole or any part of the Galileo System to be combined with or incorporated in any other computer program or software; or (iii) reverse compile or adapt the whole or any part of the Galileo System.
d. The Subscriber shall take all precautions to prevent any unauthorised use of the Galileo System, and any user sign-on identity assigned to the Subscriber. ITQ Signature Subscriber Signature Confidential Treatment Requested The portions of this document marked by XXXX have been omitted pursuant to a request for confidential treatment under Rule 24b-2 under the Securities and Exchange Act of 1934, as amended, and have been filed separately with the Securities and Exchange Commission.
e. The Subscriber shall maintain and use appropriate and up-to-date virus protection procedures and software and shall establish and maintain reasonable safeguards against the destruction, loss or unauthorized alteration of the Galileo System.
f. The Subscriber agrees to access the principal display i.e. a comprehensive neutral display of data concerning air services (and rail carriers where applicable) between city-pairs within a specified time period, for each individual transaction involving air carriers or rail carriers, as applicable, and agrees not to manipulate data supplied by the Galileo System in a manner that would result in the inaccurate, misleading or discriminating presentation of information to its respective customers.
g. The Subscriber shall not intentionally make any flight, hotel, rail, cruise, rental car or other reservation on the Galileo System without a specific customer request made in good faith and shall not make any reservations which are abusive, speculative, fictitious or duplicative.
h. The Subscriber shall comply with all regulations of the International Air Transport Association including the Billing and Settlement Plan, and other travel industry, governmental and regulatory laws, regulations and rules relevant to this Agreement.
i. The Subscri...
Obligations of the Subscriber. 1. The Subscriber shall provide PacHosting for examination and verification proof of identity and constitution (whichever is applicable) and particulars of registered office or residential address (whichever is applicable) of the Subscriber as PacHosting shall request including but not limited to (whenever applicable) invoice(s) for utilities, identification card(s), and driver’s licence(s), valid and current business registration certificate, latest annual return, certificate of incorporation, certificate of good standing (issued within one month), certificate of incumbency (issued within one month), memorandum and articles of association, and any other documents of identity and/or constitution of the Subscriber, and (where the Subscriber is not a natural person) of its authorized contact person for purpose of administration in respect of the Services, as PacHosting shall reasonably request, and shall deliver to PacHosting true and complete copies thereof upon request.
2. The Subscriber will allow PacHosting's personnel full and complete access to the premises of the Subscriber for the purposes of installing and providing the Services or any of them. The Subscriber shall at its own cost prepare the installation site and make all other necessary preparations in accordance with PacHosting’s specifications.
3. The Subscriber will provide PacHosting with all necessary co-operation, information, equipment, data and support which PacHosting may reasonably require for the provision of the Services at such times as PacHosting requests.
4. The Subscriber warrants and undertakes that it will not make use of the Services in any manner which may infringe any Intellectual Property Rights or any applicable laws or regulations or which is otherwise in the sole and absolute opinion of PacHosting immoral, improper, inappropriate, or objectionable, or to copy, reproduce, distribute, publish, transmit, or otherwise deal with any unsolicited advertising or promotional material or any material which is obscene, indecent, seditious, offensive, defamatory, discriminatory, immoral, improper, inappropriate, or objectionable, or the publication or distribution of which is in breach of the confidence of PacHosting or any third party, or as a forum for viewing, posting up of messages or information, and discussion by the public or any section thereof (whether membership or registration is required or not and whether anonymous or otherwise) or forum of a similar nature, or allow the ...
Obligations of the Subscriber. 3.1. The Subscriber shall ensure that it has a valid legal basis, and all necessary rights, consents, and authorisations, to provide the Personal Data to Leya and to authorise Leya to process that Personal Data in accordance with this DPA, the Agreement and/or other processing instructions provided by the Subscriber to Leya.
3.2. The Subscriber shall comply with all Applicable Data Protection Laws that are applicable to it as controller of the Personal Data.
3.3. The Subscriber shall not provide Personal Data to Leya except through agreed mechanisms. For example, the Subscriber shall not include Personal Data, other than technical contact information, in technical support tickets.
Obligations of the Subscriber. The Subscriber will nominate a Contract Manager and a Service Manager as set out in the Contract Schedule, and the Subscriber will notify Citizens Advice within two working days of any changes to these details;
Obligations of the Subscriber. (a) The Subscriber shall deliver or procure delivery to the Issuer payment by way of cashier order or such other method as notified by the Issuer for 100% of the face value of the Note in the principal amount of USD200,000 to the following bank account (the “Bank Account”) Name of the bank account holder: OUI GLOBAL Bank account no.: FTN29004099910032379 Name of the bank: CHINA ZHESHANG BANK Address: Xx.000 Xxxxxx Xxxx, Xxxxxxxx, Xxxxx XXXXX XXX: XXXXXX0X
(b) The Subscriber shall deliver to the Issuer a certified copy of its board resolution approving and authorising the execution of this Agreement (if applicable).
