Obligations of Xxxxx. Except as otherwise expressly provided herein, the obligations of Xxxxx to make the deposits and other payments contemplated by this Agreement are absolute and unconditional and all payments to be made by Xxxxx under or in connection with this Agreement shall be made free and clear of, and Xxxxx hereby irrevocably and unconditionally waives all rights of, any counterclaim, set-off, deduction or other analogous rights or defenses, in connection with such obligations, which it may have against the Purchaser. All stamp, documentary, registration or similar duties or taxes, including withholding taxes and any penalties, additions, fines, surcharges or interest relating thereto, which are imposed or chargeable in connection with this Agreement shall be paid by Xxxxx; provided that the Purchaser shall be entitled, but not obliged, to pay any such duties or taxes whereupon Xxxxx shall on demand indemnify such party against those duties or taxes and against any costs and expenses so incurred by it in discharging them.
Obligations of Xxxxx. Upon the termination of his position with the Company, or upon the Company’s earlier request, Xxxxx shall promptly deliver to the Company all documents and other tangible items comprising or referring to any confidential information of the Company or its affiliates, together with all copies, summaries and records thereof. Xxxxx shall forward to the Company all electronic copies of documents comprising or referring to confidential information of the Company or its affiliates held by or under the employee’s control, and thereupon delete the same.
Obligations of Xxxxx. Xxxxx will provide to Bellingham the following Public Health Nursing services, to be furnished and performed through the Upton Public Health Nurse, to and for the Town of Bellingham and its Board of Health:
A. Communicable Disease Investigations
1. Upton will be responsible for all required communicable disease follow-up investigations, including the completion and submission of the investigation reports to the Massachusetts Department of Public Health (MDPH), counseling and education, testing, and screening for communicable diseases as identified by MDPH. All communicable diseases will be reported via the MAVEN system.
2. Upton will provide Bellingham with telephone on call access to a knowledgeable public health nurse. Information and guidance will be provided to Bellingham regarding emerging public health diseases and concerns.
Obligations of Xxxxx. Xxxxx will provide to Northbridge the following Conservation Agent services, to be furnished and performed through the Upton Conservation Agent, to and for the Town of Northbridge and its Conservation Commission:
A. Wetlands Protection Act 1. Conduct site visits to determine applicability and compliance with the Act.
Obligations of Xxxxx. Xxxxx hereby agrees that its Obligations under the Credit Agreement and the Loan Documents shall not be affected by this Joinder and shall remain in full force and effect.
Obligations of Xxxxx. As a material term of this Agreement, Xxxxx ---------------------- agrees to the following:
Obligations of Xxxxx. XXXXX commits to put into operation all the necessary means for the regular office of the phone traffic specified in the corresponding Annex, and you will guarantee the PST a quality of equivalent service to that of your commuted net and the opportune transmission of the CDR. Nevertheless, XXXXX won't be responsible for the shortcomings caused by facts unaware to your will, and in short: - By reason of more force, for the shortcomings caused by third, and especially for blame, deceit or negligence on the part of the PST with relationship to the conditions in general and technical specifications of access to the service in particular defined presently contract. XXXXX doesn't become responsible for the content of the informations transmitted during the encaminamiento of the traffic, and you is it to the title that fuere. XXXXX won't be responsible in any case of the information transmitted through the net used by the PST for the users of your services. The PST gives up explicitly through the signature of the present Contract all your reclamation rights against XXXXX in connection with any damage caused in or for any information, electronic file, database or any other element related with the above-mentioned. The compensations that XXXXX should carry out the PST in the event of failure of the provoked service by reason of XXXXX, will correspond to the direct damages and certain ligatures to the failure in question, with expressed exclusion of the damages for indirect damages, and especially the losses corresponding to the volume of business, the commercial and moral damages, as well as with exclusion of any compensation foreseen by a contract that relates the PST with your own Clients. In the case of the indirect damages, the PST, for if or by means of your insurers, you gives up expressly to present any reclamation, except in the case of unquestionable deceit on the part of XXXXX. You won't be considered to XXXXX responsible for the conformity and adaptation to the applicable legislation of the material provided by the PST. XXXXX commits to put to disposition of the PST those evolutions and technical improvements of your Net as they go taking place. XXXXX commits to activate and to disable the CLI of the clients of the PST. XXXXX commits to put to disposition of the PST, the registrations of data of calls (CDR) of the CLI of the Clients of this last, lapsed two working days from the date of the communications. You will surrender the information of the whole ...
Obligations of Xxxxx. 5.1 XXXXX will deliver the Products on the basis of confirmed orders placed by IBC and XXXXX, provided, however, that the orders have been made according to the regulations of this Agreement.
5.2 XXXXX will deliver the Products according to the specifications in Annex 3 and in accordance to all other written technical agreements between both parties.
5.3 XXXXX will deliver the Products on a very high quality-level. XXXXX will at every time do his best efforts to improve quality and reliability of the Products. Especially XXXXX will work on a high relative power-output of the solar-modules at lower insolation compared to the nominal power at nominal insolation to ensure a high energy-production of these modules per year.
5.4 XXXXX will deliver the Products certified according to international rules, esp. IEC 61215:2005, IEC 00000-0, XXX 60904-3 and TÜV-safety-class II in the actual and valid version. If the certifications are still in the testing procedure, Xxxxx provides IBC a confirmation from the testing institute that Xxxxx has applied for the both tests. When IEC 61730-1 becomes mandatory in Europe IBC will only accept modules according to this standard.
5.5 XXXXX will acknowledge any official test-result from a first-class international research-institute such as Fraunhofer ISE in Freiburg or TÜV-Rheinland in Cologne (or any other reputable institute) concerning the Products. If in any case discrepancy is found between TRINA’s specification and institute test-result, XXXXX ensures to take action to supply Products according to the specification and to replace the originated damage.
5.6 XXXXX will support IBC in customer and warranty services for the Products in accordance with the warranty-terms in Annex 2. XXXXX will bear all costs for warranty-services according to TRINA’s obligation as set forth in Annex 2 once both parties reach mutual agreement.
5.7 XXXXX will receive IBC’s representatives from time to time and grant such representative any assistance required in assessing the Products, the quality and the manufacturing of the Products.
5.8 XXXXX will observe at all times any and all applicable rules and regulations regarding fair competition and the avoidance of corruption and other illicit business practices. Furthermore, XXXXX shall inform IBC about any unfair competition practices of third parties with regard to the Products as well as possible infringements of patents, trade-marks and other intellectual property rights of IBC without undue d...
Obligations of Xxxxx. Xxxxx shall be liable as a primary obligor -------------------- (and not merely as a guarantor) for all obligations of Seller under this Agreement and each certificate, agreement or other document delivered by Seller pursuant to this Agreement. With respect to any right that Buyer may have to take any action or commence any proceeding against Seller under this Agreement or any certificate, agreement or other document delivered by Seller pursuant to this Agreement, Buyer may, at its sole option, in addition to or in lieu of such action or proceeding against Seller, take such action or commence such proceeding directly against Xxxxx, and Seller shall not be a necessary party in connection with any such action or proceeding.
Obligations of Xxxxx. Xxxxx agrees to timely notify Business Associate of any changes to Emory’s privacy or security practices and any individual restrictions on the use or disclosure of PHI applicable to or accepted by Emory to the extent that such changes or restrictions may impact Business Associate’s use and/or disclosure of any PHI.
