Owner’s Duties and Obligations. Owner shall be responsible for the following: A. Provide certification of ownership where the work will be carried out. B. Allow access to the Project site portion of the Owner’s property for the USWCD, its authorized personnel, employees, agents, contractors and consultants, and funding partners to conduct only necessary activities related directly to the Project site, monitor and evaluate the project during and after construction, and maintain effective restoration conditions that sustain the value of the Project following implementation. C. Allow the construction of fish passage improvement designs developed by the USWCD in coordination with Owner review and meet local, state, and federal regulations. D. Allow necessary maintenance and operation of the constructed project to meet passage requirements. Maintenance shall be achieved in accordance with the operations and maintenance plan. E. Allow the establishment and installation of physical modifications and plantings to the Little Creek channel and associated floodplain within established easement areas for the purposes of minimizing erosion, restoring natural floodplain conditions, and improving fish passage. F. Maintain all riparian fences constructed by USWCD, its partners, or Owner for the purpose of protection and conservation of the riparian corridor for the duration of this Agreement. G. As part of the rehabilitation effort, for the term of this Agreement be responsible for control of Class A and B weeds, as defined by Union County, Oregon Weed Control (xxxx://xxxxxxxxxxxxxxxxxxxxxx.xxx/index.html), within the fenced area. H. The Owner and Owner’s agents or lessees are restricted from the following activities (“Restricted Activities”) within the Project area or contained within the Conservation Easement Area (if defined) unless prior written consent is obtained from USWCD, which consent shall not be unreasonably withheld. ▪ Burning, removing or damaging planted or natural vegetation (non-invasive and not on the Union County weed list) in any way, including intentional livestock or domestic animal grazing. ▪ Removing or altering dead and down trees, EXCEPT in the case of fallen trees that damage project-related structure (i.e. livestock exclusion fencing) or create a flood or safety hazard. ▪ Constructing buildings, bridges, fences or other structures. ▪ Constructing trails, roads or stream fords. ▪ Placing fill materials (rock, concrete, logs, soils, etc.) and/or removal of such materials. ▪ Dra...

Owner’s Duties and Obligations. 7.1 During the continuance of this Agreement the Owner shall: (a) Make all payments as required in respect of any mortgage or financial charge secured over the Property; (b) pay the Insurance Premium for the Insured Policy to cover all Insured Risks and keep in place adequate insurance and observe the terms of such insurance policies and note the Manager as an interested party on the same; (c) pay all council taxes which are imposed on the Property; (d) pay all service charges associated with the Property; (e) pay all costs arising from Services carried out in respect of the Property; (f) at the direction of the Manager, provide such assistance as is reasonably required to allow the Manager to comply with their obligations pursuant to clause 3 and no liability shall attach to the Manager by reason of their having acted or omitting to act where such action or omission resulted directly or indirectly from any failure or delay by the Owner in providing such information and assistance; (g) immediately forward to the Manager any monies received by the Owner direct from residents/occupiers/tenants of the Property which relates to the period after the Commencement Date; (h) assist the Manager to comply with all laws and regulations in relation to the Property; 7.2 Where required, the Owner will give the Manager or their agent permission to refit new locks on each door throughout the Property and the Manager will supply the Owner with a set of keys for the front and rear door within 48 hours of the locks being changed. 7.3 The Owner agrees not to sell or market the Property for sale or rent during the Term of this Agreement. 7.4 The Owner will be responsible for maintaining the exterior and structure of the Property and will be responsible for repairs to the structure of the Property including any problems with the roof, chimneys, walls, guttering and drains save for where the damage to the Property has been caused by an Insured Risk or is the responsibility of the Freeholder under the terms of the Lease. 7.5 The Owner will remain responsible for the maintenance and repair of the Property together with any decoration work to be carried out at the Property. All works carried out shall ensure that the Property at all times complies with statutory obligations in regards to the current safety requirements at that time. 7.6 The Owner will carry out all works promptly and in good workmanlike manner and shall replace any furniture fixtures fittings and equipment with ite...

Owner’s Duties and Obligations. Owner shall be responsible for the following: A. Allow access to the Owner’s Property for the USWCD, its authorized personnel, employees, agents, contractors and consultants, and its partners to conduct survey activities related to the Project site, monitor the project during and after construction, and maintain effective restoration conditions that sustain the value of the Project following implementation. B. Enter into agreements to accomplish the following: 1. Collect survey data of the stream bed, terraces, and banks to inform fish passage designs. 2. Maintain or improve access to water for irrigation purposes. 3. Develop fish passage improvement designs that meet Owner requirements as well as local, state and federal regulations. C. Allow the establishment and installation of physical modifications and plantings to the Willow Creek channel and associated floodplain within established easement areas for the purposes of enhancing fish passage and natural floodplain processes to be conducted during future project stages. D. Maintain all riparian fences constructed by USWCD or its partners or Owner along the riparian corridor for the duration of this Agreement. E. As part of the rehabilitation effort, for the term of this Agreement be responsible for control of Class A and B weeds, as defined by Union County, Oregon Weed Control (xxxx://xxxxxxxxxxxxxxxxxxxxxx.xxx/index.html), within the fenced area. F. The Owner and Owner’s agents or lessees are restricted from the following activities (“Restricted Activities”) within the Project area or contained within the Conservation Easement Area (if defined) unless prior written consent is obtained from USWCD, which consent shall not be unreasonably withheld. ▪ Burning, removing or damaging planted or natural vegetation (non-invasive and not on the Union County weed list) in any way, including intentional livestock or domestic animal grazing. ▪ Removing or altering dead and down trees, except in the case of fallen trees that damage project-related structure (i.e. livestock exclusion fencing) or create a flood or safety hazard. ▪ Constructing buildings, bridges, fences or other structures. ▪ Constructing trails, roads or stream fords. ▪ Placing fill materials (rock, concrete, logs, soils, etc.) and/or removal of such materials. ▪ Draining, altering or otherwise disturbing wetland areas. In the event the Owner is ordered by a governmental entity authorized to issue such an order to engage in a Restricted Activity on a...

Owner’s Duties and Obligations. 6.1 Owner shall, before August 1st of each calendar year that the Agreement is in effect, certify in writing to City that it is in compliance with each term of the Agreement, using the Certificate of Compliance form attached hereto as Exhibit ‘‘C”. The submission of these reports shall be the responsibility of Owner and shall be signed by an officer of Owner. Current year paid tax receipts shall be attached to the form as an exhibit. 6.2 Owner shall annually render the value of new Real Property and Tangible Personal Property to BCAD and shall provide a copy of the same to the City upon written request. 6.3 It shall be the responsibility of Owner, pursuant to Section 11.43 of the Tax Code, to file, on or before April 30, an annual exemption application form for the new Property with the Brazos County Chief Appraiser using the form attached hereto as Exhibit “D”. A copy of the respective exemption application shall be submitted to the City upon request. 6.4 During the Term of this Agreement, Owner shall not allow the ad valorem taxes owed to the City on the Property owned by Owner, or any other property owned by Owner and located within the City to become delinquent beyond the date when due, as such date may be extended to allow for any protest of valuation or appeal. Nor shall Owner fail to render for taxation any property owned by Owner and located within the City. 6.5 During the Term of this Agreement, Owner shall not convey all or part of the Improvements to the Texas A&M University System or other third party, with the exception of Owner’s Affiliate, without the prior written consent of the City, which written consent will not be unreasonably withheld, conditioned or delayed. 6.6 During the Term of this Agreement, Owner shall not default on the Land Lease. 6.7 Owner shall allow City reasonable access, during normal business hours, and with reasonable notice, to examine its records and books and all other relevant records related to Owner's compliance with the performance requirements of this Agreement. 6.8 Owner shall keep the Premises insured against loss or damage by fire or any other casualty at full replacement value by purchasing insurance or through a self-insurance program. Owner shall furnish the City with either a certificate of insurance or documentation of its self- insurance program. 6.9 As an inducement for the City to enter into the Agreement, during each year in which City taxes are abated, Owner shall make certain payments in lieu of ta...

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Duties and Obligations The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated by the Loan Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02), and, (c) except as expressly set forth in the Loan Documents, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to any Loan Party or any Subsidiary that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall not be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02) or in the absence of its own gross negligence or willful misconduct as determined by a final nonappealable judgment of a court of competent jurisdiction. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and the Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with any Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or in connection with any Loan Document, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth in any Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of any Loan Document or any other agreement, instrument or document, (v) the creation, perfection or priority of Liens on the Collateral or the existence of the Collateral, or (vi) the satisfaction of any condition set forth in Article IV or elsewhere in any Loan Document, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.
Liabilities and Obligations 33 6.8 Conformity with Law; Litigation.................................33 6.9 No Violations...................................................33 6.10
Duties and Obligations of Employee The Employee shall serve as the Chief Credit Officer of the Employer and shall perform the customary duties of such office in the commercial banking industry, including those listed below. Employee shall also perform such other duties and in such other positions as are requested of him by the Employer. (a) Providing leadership in planning and implementing the conduct of the business and affairs of the Employer, subject to the direction of the Chief Executive Officer of the Employer, and carrying out responsibilities of the position as outlined in any job description approved by the Chief Executive Officer. (b) Participating in community affairs which are beneficial to the Employer. (c) Maintaining a good relationship with the Board of Director, the Chief Executive Officer, the management officers and the shareholders of the Employer. (d) Maintaining a good relationship with regulatory agencies and governmental authorities having jurisdiction over the Employer and its related and affiliated entities.
Survival of Rights, Duties and Obligations Termination of this Agreement for any cause shall not release a Party from any liability which at the time of termination has already accrued to such Party or which thereafter may accrue in respect of any act or omission prior to such termination.
Rights and Obligations of the Parties 5.2.1. The client is obliged to: 5.2.1.1. Check for an SMS at the moment of issuance of a card, by which means they will receive a pin code, or check the integrity of the envelope in which the pin code is given; 5.2.1.2. Regularly review and abide by card usage and security regulations developed by the Bank, and not allow disclosure of the card and/or pin-code to the third persons; 5.2.1.3. Reimburse those bank expenses which are related to additional service costs of VISA and Mastercard (if any); 5.2.1.4. Use the card to pay the Bank any commission fee related to card servicing (producing, renewal, including in the international stop-list, etc.) and processing card transactions consistent with the tariff established by the Bank and/or international payment systems; 5.2.1.5. Perform transactions on the card account only within the limits of the available balance. The Bank shall impose a penalty on an intentionally or erroneously overspent amount in excess of the available balance according to the tariff established by the Bank for each day of using the surcharge amount; 5.2.1.6. Promptly fill surcharged amount; 5.2.1.7. Promptly notify the Bank about loss of the card; 5.2.1.8. Shall process card payment transaction in the internet only through the web pages having secure payment certifications (web pages where MasterCard SecureCode or Verified by VISA logos are depicted, allowing for making payment with 3D security code). The bank shall bear no responsibility for the transactions of the client made at the web-pages having no secure payment certifications. 5.2.2. The client is authorized to: 5.2.2.1. At any time obtain information on transactions held at the card account and request statements reflecting such transactions. The client is authorized to become familiar with the transactions made at the card accounts in the internet banking and/or address JSC “Pasha Bank Georgia” telephone services center – contact center and/or any branch of the bank to obtain such information. Card transactions statements shall be issued in a form requested by the client in the timelines established by the bank, however no later than 2 (two) banking days after the request of the client has been made. The bank is entitled to establish the commission for issuing the transaction statement made for the card account. 5.2.2.2. Submit a justified claim on transactions performed on the card account consistent with clause 5.4 of the present agreement. 5.2.3. The client acknowledges that: 5.2.3.1. Cards produced by the Bank are equipped with contactless technology; 5.2.3.2. Throughout the territory of Georgia, contactless card transactions without a pin code are permitted to the amount of up to 100 (one hundred) GEL. The Bank does not bear responsibility and does not accept claims from clients for contactless transaction(s) performed with the card account of a client up to 100 GEL throughout Georgia (notwithstanding the number of such transactions performed with the card).
Expenses and Obligations Except as otherwise expressly provided in this Agreement, all costs and expenses incurred by the parties hereto in connection with the transactions contemplated by this Agreement shall be borne solely and entirely by the party that has incurred such expenses.
Finance Parties’ rights and obligations (a) The obligations of each Finance Party under the Finance Documents are several. Failure by a Finance Party to perform its obligations under the Finance Documents does not affect the obligations of any other Party under the Finance Documents. No Finance Party is responsible for the obligations of any other Finance Party under the Finance Documents. (b) The rights of each Finance Party under or in connection with the Finance Documents are separate and independent rights and any debt arising under the Finance Documents to a Finance Party from an Obligor shall be a separate and independent debt. (c) A Finance Party may, except as otherwise stated in the Finance Documents, separately enforce its rights under the Finance Documents.
Assumption of Liabilities and Obligations (a) At the Closing, ATS shall assume and agree to pay, discharge and perform the following obligations and liabilities of BEA (collectively, the "BEA Assumed Obligations"): (i) all of the obligations and liabilities of BEA under the BEA Assumable Agreements, and (ii) all obligations and liabilities of BEA with respect to the ownership and operation of the BEA Assets and the conduct of the BEA Business, on and after the Closing Date; provided, however, that notwithstanding the foregoing, ATS shall not assume and agree to pay, and shall not be obligated with respect to, the BEA Nonassumed Obligations. (b) ATS shall not assume or become obligated to perform any debt, liability or obligation of BEA relating to any of the following matters (collectively, the "BEA Nonassumed Obligations"): (i) the ownership or operation of the BEA Assets or the conduct of the BEA Business prior to the Closing Date, including without limitation Taxes, unfunded pension costs, any Employment Arrangement of BEA (including without limitation any obligation to any BEA Employee for severance benefits, vacation time or sick leave), and any of the following to the extent same arise from Events occurring prior to or existing on the Closing Date: products liability, Legal Actions or other Claims, and obligations and liabilities relating to Environmental Law; (ii) any obligations or liabilities under the BEA Assumable Agreements relating to the period prior to the Closing; (iii) any insurance policies of BEA; (iv) those required to be disclosed in the BEA Disclosure Schedule which are not so disclosed or which, if disclosed, Section 2.2(b)(iv) of the BEA Disclosure Schedule indicates that such obligation or liability will not be assumed; (v) any liability or obligation from or relating to breach of any warranty or any misrepresentation by BEA under this Agreement or any Collateral Document; (vi) any liability or obligation from or relating to breach or violation of, or failure to perform, any of BEA's obligations, covenants, agreements or undertakings set forth in this Agreement or any Collateral Document, including without limitation Article 5 of this Agreement; (vii) any obligation or liability relating to any asset of BEA not included in the BEA Assets. (viii) any obligation or liability with respect to capitalized lease obligations or Indebtedness for Money Borrowed; (ix) any Taxes, fees, expenses or other amounts required to be paid by BEA pursuant to the provisions of this Agreement or any Collateral Document; and (x) any Contract with any Affiliate of BEA, other than those, if any, set forth in Section 2(b)(x) of the BEA Disclosure Schedule. All BEA Nonassumed Obligations shall remain and be the obligations and liabilities solely of BEA. (c) Notwithstanding anything contained in this Agreement to the contrary, except as set forth in Section 2.2(c) of the BEA Disclosure Schedule, all items of income and expense (including without limitation with respect to rent, utility charges, Pro Ratable Taxes and wages, salaries and accrued but unused vacation of BEA employees) arising from the ownership or operation of the BEA Assets or the conduct of the BEA Business shall be prorated as of 12:01 a.m., Eastern time, on the Closing Date, with BEA entitled to and responsible for any such items on or prior to the Closing Date and ATS entitled to and responsible for any such items relating to any subsequent period. For these purposes, Pro Ratable Taxes attributable to a period that begins before and ends after the Closing Date shall be treated on a "closing of the books" basis as two partial periods, one ending at the close of the Closing Date and the other beginning on the day after the Closing Date, except that Pro Ratable Taxes (such as property Taxes) imposed on a periodic basis shall be allocated on a daily basis. If either party shall have received any such revenues or paid any such expenses or charges which, pursuant to the terms hereof, the other party is entitled to or responsible for, it shall furnish the other party with a detailed statement of any such items as soon as practicable after receipt or payment thereof. The parties shall use their best efforts to agree upon such items and other adjustments prior to the Closing Date and, in any event, except as set forth in Section 2.2(c) of the BEA Disclosure Schedule, within sixty (60) days thereafter. If the parties are unable within such period to agree upon such items and other adjustments, BEA and ATS shall, within the following ten (10) days, jointly designate a nationally known independent public accounting firm to be retained to review such items and other adjustments. The fees and other expenses of retaining such independent public accounting firm shall be borne equally by BEA and ATS. Such firm shall report its conclusions as to such items and other adjustments pursuant to this Section and such report shall be conclusive on all parties to this Agreement and not subject to dispute or review. Upon such agreement or determination by such independent accounting firm, BEA or ATS, as the case may be, shall promptly reimburse the other party for any income received or expenses paid by the other party and not previously reimbursed or any other adjustment required by this Section. Nothing contained in this Section 2.2(c) is intended or shall be deemed to amend or modify the indemnification provisions of Article 8 nor to reallocate responsibility for the matters set forth therein.
Parties' Rights and Obligations If during the Term there is any Condemnation of all or any part of the Leased Property or any interest in this Lease, the rights and obligations of Lessor and Lessee shall be determined by this Article 15.
Duties and Obligations of Administrative Agent The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing (the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law; rather, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties), (b) the Administrative Agent shall have no duty to take any discretionary action or exercise any discretionary powers, except as provided in Section 11.03, and (c) except as expressly set forth herein, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or under any other Loan Document or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or in any other Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, (v) the satisfaction of any condition set forth in Article VI or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent or as to those conditions precedent expressly required to be to the Administrative Agent’s satisfaction, (vi) the existence, value, perfection or priority of any collateral security or the financial or other condition of the Borrower and its Subsidiaries or any other obligor or guarantor, or (vii) any failure by the Borrower or any other Person (other than itself) to perform any of its obligations hereunder or under any other Loan Document or the performance or observance of any covenants, agreements or other terms or conditions set forth herein or therein. For purposes of determining compliance with the conditions specified in Article VI, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received written notice from such Lender prior to the proposed closing date specifying its objection thereto.

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