Obligations preserved Sample Clauses

Obligations preserved. Where disclosure is permitted under clause 7.2, other than clauses 7.2(c) and 7.2(d), the Party making such disclosure shall ensure that the recipient of the information is subject to the same obligation of confidentiality as that contained in this Agreement.
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Obligations preserved. Where disclosure is permitted under Clause 10.2 (Disclosure of Confidential Information), other than Clauses 10.2.1(v) and 10.2.1(vi), the Party making such disclosure shall ensure that the recipient of the information is subject to the same obligation of confidentiality as that contained in this Agreement.
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Obligations preserved. Where disclosure is permitted under clause 69.2 (Permitted Disclosure) (other than clauses 69.2(b), 69.2(d), 69.2(e), 69.2(h) and 69.2(j)) the party providing the information shall use reasonable endeavours to procure that the recipient of the information shall be subject to the same obligation of confidentiality as that contained in this Contract.
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Obligations preserved. Subject to Clause 16.3.2 and Clause 16.4 if a Party is required to disclose confidential information in a manner permitted by Clause 16.2.1(a), Clause 16.2.1(b), or Clause 16.2.1(i) then it shall: inform the person to whom confidential information is to be disclosed of the restrictions contained in this contract; and ensure that such person shall observe such restrictions notwithstanding that such person is not party to this contract. For the avoidance of doubt, a party is deemed to have satisfied its obligation in Clause 16.3.1(a)(b) if, prior to the disclosure of the Confidential Information, it enters into a contract with the person referred to in Clause 16.3.1(a)(b) which contains an equivalent confidentiality arrangement to this Clause 16.
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Obligations preserved. 3.1 Subject to Clause 21.3.2 and Clause 21.4 (Consultation ), if a Party is required to disclose Confidential Information in a manner permitted by Clause 21.2(a), Clause 21.2(b), Clause 21.2(c), Clause 21.2(l), Clause 21.2(e), Clause 21.2(l) or Clause 21.2(m) then it shall: (a) inform the person to whom Confidential Information is to be disclosed of the restrictions contained in this Agreement; and (b) ensure that such person shall observe such restrictions notwithstanding that such person is not Party to this Agreement.
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Obligations preserved. Where disclosure is permitted under clause 35.2 (Permitted Disclosure) (other than clauses 35.2.4, 35.2.6, 35.2.8, 35.2.10 and 35.2.11) the recipient of the information shall be subject to the same obligation of confidentiality as that contained in this Agreement.
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Obligations preserved. Subject to Clause 18.3.2, if a Party is required to disclose Confidential Information in a manner permitted by Clause 18.2.1, Clause 18.2.2, Clause 18.2.9, Clause 18.2.10 or Clause 18.2.11 it shall:-
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Related to Obligations preserved

  • Conditions Precedent to the Obligations of Seller The obligations of Seller under this Agreement are subject to the each of the following conditions being met:

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF DEVELOPER The obligations of Developer under this Agreement are conditioned upon the following:

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF SELLER The obligation of Seller to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction, on or before the Closing Date hereunder, of each of the following conditions, all or any of which may be waived, in whole or in part, by Seller.

  • Conditions Precedent to the Obligations of Sellers The obligations of Sellers to consummate the Transactions are also subject to the satisfaction at or prior to the Closing Date of each of the following conditions, unless waived by the Seller Representative in writing: (a) Each representation and warranty of Buyer contained in this Agreement shall, if specifically qualified by materiality or Material Adverse Effect, be true and correct in all respects and, if not so qualified, be true and correct in all material respects, in each case as of the date of this Agreement and on and as of the Closing Date, as though made on and as of such date (other than those representations and warranties made as of a specific date, which shall be true and correct or true and correct in all material respects, as the case may be, as of such date). (b) Buyer shall have performed in all material respects all of its obligations and agreements, and complied in all material respects with all covenants and conditions, contained in this Agreement shall to be performed or complied with by it prior to or on the Closing Date; provided, that, with respect to obligations and agreements that are qualified by materiality, Buyer shall have performed such obligations and agreements, as so qualified, in all respects. (c) Buyer shall have delivered to Seller a certificate, dated the Closing Date, signed by a duly authorized officer of Buyer certifying as to (i) the fulfillment of the conditions specified in Sections 8.2(a) and (b), and (ii) the incumbency of each Person having authority to execute and deliver this Agreement and the Transaction Documents to which Buyer is party. (d) There shall not have been any material statute, rule, regulation, order, judgment or decree proposed, enacted, promulgated, entered, issued, enforced or deemed applicable by any foreign or United States federal, state or local Governmental Authority, and there shall be no action, suit or proceeding pending or threatened, which: (i) makes or may make any Transaction Document or any of the Transactions illegal, or imposes or may impose material damages or penalties in connection therewith; or (ii) otherwise prohibits or unreasonably delays, or may prohibit or unreasonably delay the Transactions. (e) Since the date hereof, nothing shall have occurred, and Sellers shall not have become aware of any circumstance, change or event having occurred prior to such date, which individually or in the aggregate, has had or could reasonably be expected to have, a Material Adverse Effect on the consummation of the Transactions. (f) Since the date hereof, there shall not have been any Material Adverse Effect on Buyer, or any event, change, or effect that would, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Buyer. (g) Buyer shall have delivered to Sellers such other documents or instruments as Sellers reasonably request and are reasonably necessary to consummate the Transactions.

  • Conditions Precedent to Obligations of Each Party The obligations of each Party to effect the Merger and otherwise consummate the Contemplated Transactions to be consummated at the Closing are subject to the satisfaction or, to the extent permitted by applicable Law, the written waiver by each of the Parties, at or prior to the Closing, of each of the following conditions:

  • Conditions Precedent to the Obligations of the Company to sell Shares at the Closing. The Company’s obligation to sell and issue to the Purchaser the Allocated Shares at the Closing is subject to the fulfillment to the satisfaction of the Company on or prior to the Closing Date of the following conditions, any of which may be waived by the Company:

  • Conditions Precedent to Obligations of the Seller The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;

  • Conditions Precedent to Obligations of Sellers The obligations of Sellers to consummate the transactions contemplated by this Agreement are subject to the satisfaction (or waiver by Sellers’ Representative in writing) of the following conditions as of the Closing Date:

  • Conditions Precedent to Obligations of the Sellers The obligations of the Sellers under this Agreement at the Closing and the consummation by the Sellers of the transactions contemplated hereby are subject to the satisfaction or fulfillment by the Buyer, prior to or at the Closing, of each of the following conditions, unless waived in writing by the Sellers:

  • Obligations Supplemental The obligations of the Receiver, and the Corporation as guarantor in accordance with Section 12.7, to provide indemnification under this Article XII are to supplement any amount payable by any Primary Indemnitor to the Person indemnified under this Article XII. Consistent with that intent, the Receiver agrees only to make payments pursuant to such indemnification to the extent not payable by a Primary Indemnitor. If the aggregate amount of payments by the Receiver, or the Corporation as guarantor in accordance with Section 12.7, and all Primary Indemnitors with respect to any item of indemnification under this Article XII exceeds the amount payable with respect to such item, such Person being indemnified shall notify the Receiver thereof and, upon the request of the Receiver, shall promptly pay to the Receiver, or the Corporation as appropriate, the amount of the Receiver's (or Corporation's) payments to the extent of such excess.

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