Parties’ Declarations Sample Clauses

Parties’ Declarations. 2.1 CLS declares that it is entitled pursuant to any law and agreement, including the Main Agreement, to enter into this Sub-Lease Agreement with MediWound, that there is no legal impediment to CLS’s execution and performance of this Sub-Lease Agreement with MediWound, and that CLS has received the consent of the Principal Lessor for this Sub-Lease Agreement, which consent is attached hereto as Annex C. 2.2 CLS declares that the Main Agreement is in full force and effect, and has not been amended. 2.3 MediWound declares that it is entitled pursuant to any law and agreement to enter into this Sub-Lease Agreement with CLS and that there is no legal impediment to MediWound’s execution and performance of this Sub-Lease Agreement with CLS. 2.4 MediWound declares that it has read the terms and conditions of the Main Agreement and that it has understood said terms and conditions. 2.5 MediWound declares that it has seen and inspected the Main Premises, the Premises, all parts and details thereof and their vicinity, has been advised by CLS to inspect the planning status of the Main Premises and the Premises with the city planning program (“Taba”), and MediWound certifies that it has found the Premises to be suitable for its purposes and objectives from every aspect whatsoever and it renounces any contention of any inconsistency, defect (excluding a “hidden defect”) and any other contention in connection therewith, subject to the validity of CLS’s declarations. 2.6 MediWound declares that it is aware that certain portions of the Main Premises (not including the Premises) are currently sub-leased to third parties, and that CLS may continue to sub-lease these or other portions of the Main Premises (not including the Premises) to any third party. 2.7 CLS declares that in case the office areas specified under Annex D in the first floor of the Main Premises and currently used by MediWound will have to be vacated for any reason, MediWound shall be entitled to receive an additional 90 sq.m. office space on the ground floor. In this case, an amount of $1,000 (one thousand US dollar) would be added to the current monthly fee (19,000$), and the monthly fee shall be $20,000 (twenty thousand US dollars)
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Parties’ Declarations. 2.1 The Lessor hereby declares that it is the sole holder and Owner of the Leasehold, that it is authorized to lease the Leasehold to the Lessee and that there is no impediment of whatever nature to leasing the Leasehold to the Lessee. 2.2 The Lessee hereby declares that it has viewed and examined the Leasehold, that following such examination it has found same fit for its purposes and objectives and that it waives any contention with respect to defect, the right to cancel the transaction due to a defect or incompatibility with respect to the Leasehold other than hidden defect, with respect to the location of the Leasehold and the identification thereof, and it agrees to accept the Leasehold in its condition on the date of entering into this Agreement, subject to the completions pursuant to the plans and technical specification attached hereto.
Parties’ Declarations. 8.1. Declarations common to all Parties (a) for any Party that is a legal entity, it has been duly registered and exists in accordance with the regulations in force and its constitutive documents; (b) that it has the legal capacity and all the powers and authorisations necessary for the signature and the execution of this BSA Air Investment Agreement and all other contracts, documents or instruments to be executed hereby are validly binding on each Party; (c) that the execution and enforcement of this BSA Air Investment Agreement has been duly authorized, where applicable, by its authorized bodies and does not and will not result in any breach, termination or modification of any contract or instrument to which it is a party and that this agreement does not conflict with any provision of such contract or instrument; and (d) for any Party that is a legal entity, that it is not in a state of cessation of payments or subject to a procedure under Book VI of the French Commercial Code (Code de commerce) (including the "mandat ad hoc" or the "surendettement des particuliers" procedure)and that there is no reason at this time for it to be subject to any such procedure; (e) in accordance with anti-money laundering and anti-terrorist financing regulations: (i) that the origin of the funds paid for any subscription of Shares pursuant to this BSA Air Investment Agreement is lawful and does not derive from an activity contrary to the applicable legislation and listed in particular in Title VI "Obligations relating to the fight against money laundering, terrorist financing and prohibited lotteries, games and betting" of Book V of the Code Monétaire et Financier, French Monetary and Financial Code; (ii) that they do not facilitate by any means the false justification of the origin of the assets or income of the perpetrator of a crime or an offense that has procured the latter a direct or indirect profit, nor have provided assistance to invest, conceal or convert the direct or indirect proceeds of a crime or offense.
Parties’ Declarations. 7.5.1 The Parties agreed that within a maximum of one year from creation of the Company, the aim is that the Projects Committee of the Company would have approved a Project Business Plan with an income to BB of not less than US dollars 100 000 (one hundred thousand) in the first year thereafter. Subsequent income for the future years would rise from the previous figure to not less than US dollars 300 000 (three hundred thousand). 7.5.1.1 BB may consider to approve any business plans with expected result smaller than a minimum income of US dollars 100 000 (one hundred thousand) to BB. 7.5.2 If the Company proposes to fund the capital of any project from other sources, than it should notify the source and get the agreement of Company’s Projects Committee on any new shareholding structure in a subsidiary. 7.5.3 In case if in one year from creation of the Company no Project Business Plan will be presented to Company Projects Committee, AA will pay the amount of US dollars 75 000 (seventy five thousand) to BB.
Parties’ Declarations. 2.1 The landlord hereby declares that it is the possessor and holder of the rights of long lease of the leased premises and that it is permitted to let the leased premises to the tenant and that there is no impediment of any kind to letting the leased premises to the tenant. 2.2 The tenant hereby declares that it has seen and inspected the leased premises and that after the inspection it has found the leased premises to be suitable for its needs and purposes and that it waives any claim of defect, choice or non-conformity with regard to the leased premises, the location of the leased premises, and the identification thereof and it agrees to accept the leased premises.

Related to Parties’ Declarations

  • Consents, Declaration and Directions Except as provided in Section 2.14.5, the Company, the Trustee and any Agent shall treat a person as the Holder of such principal amount of outstanding Securities of such Series represented by a Global Security as shall be specified in a written statement of the Depositary with respect to such Global Security, for purposes of obtaining any consents, declarations, waivers or directions required to be given by the Holders pursuant to this Indenture.

  • Summary of Policy and Prohibitions on Procurement Lobbying Pursuant to State Finance Law §139-j and §139-k, this Contract includes and imposes certain restrictions on communications between OGS and a Vendor during the procurement process. A Vendor is restricted from making contacts from the earliest notice of intent to solicit offers/bids through final award and approval of the Procurement Contract by OGS and, if applicable, the Office of the State Comptroller (“restricted period”) to other than designated staff unless it is a contact that is included among certain statutory exceptions set forth in State Finance Law §139-j(3)(a). Designated staff, as of the date hereof, is identified in Appendix G, Contractor and OGS Information, or as otherwise indicated by OGS. OGS employees are also required to obtain certain information when contacted during the restricted period and make a determination of the responsibility of the Vendor pursuant to these two statutes. Certain findings of non-responsibility can result in rejection for contract award and in the event of two findings within a four-year period; the Vendor is debarred from obtaining governmental Procurement Contracts. Further information about these requirements can be found on the OGS website: xxxx://xxx.xxx.xx.xxx/aboutOgs/regulations/defaultSFL_139j-k.asp.

  • Development Agreement As soon as reasonably practicable following the ISO’s selection of a transmission Generator Deactivation Solution, the ISO shall tender to the Developer that proposed the selected transmission Generator Deactivation Solution a draft Development Agreement, with draft appendices completed by the ISO to the extent practicable, for review and completion by the Developer. The draft Development Agreement shall be in the form of the ISO’s Commission-approved Development Agreement for its reliability planning process, which is in Appendix C in Section 31.7 of Attachment Y of the ISO OATT, as amended by the ISO to reflect the Generator Deactivation Process. The ISO and the Developer shall finalize the Development Agreement and appendices as soon as reasonably practicable after the ISO’s tendering of the draft Development Agreement. For purposes of finalizing the Development Agreement, the ISO and Developer shall develop the description and dates for the milestones necessary to develop and construct the selected project by the required in-service date identified in the Generator Deactivation Assessment, including the milestones for obtaining all necessary authorizations. Any milestone that requires action by a Connecting Transmission Owner or Affected System Operator identified pursuant to Attachment P of the ISO OATT to complete must be included as an Advisory Milestone, as that term is defined in the Development Agreement. If the ISO or the Developer determines that negotiations are at an impasse, the ISO may file the Development Agreement in unexecuted form with the Commission on its own, or following the Developer’s request in writing that the agreement be filed unexecuted. If the Development Agreement is executed by both parties, the ISO shall file the agreement with the Commission for its acceptance within ten (10) Business Days after the execution of the Development Agreement by both parties. If the Developer requests that the Development Agreement be filed unexecuted, the ISO shall file the agreement at the Commission within ten (10) Business Days of receipt of the request from the Developer. The ISO will draft, to the extent practicable, the portions of the Development Agreement and appendices that are in dispute and will provide an explanation to the Commission of any matters as to which the parties disagree. The Developer will provide in a separate filing any comments that it has on the unexecuted agreement, including any alternative positions it may have with respect to the disputed provisions. Upon the ISO’s and the Developer’s execution of the Development Agreement or the ISO’s filing of an unexecuted Development Agreement with the Commission, the ISO and the Developer shall perform their respective obligations in accordance with the terms of the Development Agreement that are not in dispute, subject to modification by the Commission. The Connecting Transmission Owner(s) and Affected System Operator(s) that are identified in Attachment P of the ISO OATT in connection with the selected transmission Generator Deactivation Solution shall act in good faith in timely performing their obligations that are required for the Developer to satisfy its obligations under the Development Agreement.

  • Foreign-Owned Companies in Connection with Critical Infrastructure If Texas Government Code, Section 2274.0102(a)(1) (relating to prohibition on contracts with certain foreign-owned companies in connection with critical infrastructure) is applicable to this Contract, pursuant to Government Code Section 2274.0102, Contractor certifies that neither it nor its parent company, nor any affiliate of Contractor or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2274.0103, or (2) headquartered in any of those countries.

  • HHSC Agreements A. To pay the Contractor for services provided under the Contract type specified in Section I of this Contract in amounts and under conditions determined by HHSC as defined in this Contract, the applicable Contractor manual, handbook, policy letter or program rules and standards and in accordance with applicable laws and regulations for all eligible persons receiving such services under Title XIX and or Title XX. B. To pay the Contractor within time limits set by HHSC and in accordance with applicable laws and regulations after a proper claim for payment is submitted and approved for payment in accordance with HHSC's Claims Administrator billing guidelines. C. To adjust payments to the Contractor to compensate for prior overpayment or underpayment. D. To give the Contractor reasonable notice of any impending change in its status as a participating Contractor, except that nothing in this section shall be construed to deny HHSC the right, for failure to comply with this Contract or regulations published in the Texas Register, to terminate this Contract, suspend payments or take any other legal remedy available to HHSC. E. To provide a hearing, in accordance with TAC, Title 1, Part 15, Chapter 357, Subchapter I, or its successor to the Contractor in the event HHSC imposes an adverse action on the Contractor under this Contract. F. To make available to the Contractor the applicable Contractor manual and any changes to that manual that change the requirements for participation. G. That a religious organization that contracts with HHSC does not by contracting with HHSC lose the exemption provided under Section 702 of the Civil Rights Act [42 U.S.C. §2000E-1(a)] regarding employment practices. A religious or charitable organization is eligible to be a Contractor on the same basis as any other private organization. The Contractor retains its independence from state and local governments, including the Contractor's control over the definition, development, practice and expression of its charitable or religious beliefs. Except as provided by federal law, HHSC shall not interpret this Contract to require a charitable or religious organization to alter its form of internal governance or remove religious art, icons, scripture or other symbols. Furthermore, if a religious or charitable organization segregates the government funds provided under this Contract, then only the financial assistance provided by these funds will be subject to audit. However, neither HHSC's selection of a charitable or faith-based Contractor nor the expenditure of funds under this Contract is an endorsement of the Contractor's charitable or religious character, practices or expression. The purpose of this Contract is the provision of community services. No state expenditures have as their objective the funding of sectarian worship, instruction or proselytization, and no state funds shall be expended for these purposes.

  • Condominium Documents (a) Borrower shall observe and perform each and every material term to be observed or performed by Borrower as the owner of Condominium Property under the Condominium Documents. (b) Subject to Borrower’s right to contest the same in accordance with the express terms and conditions hereof and of the other Loan Documents and of the Condominium Documents, if any, Borrower shall promptly pay all Assessments imposed pursuant to the Condominium Documents when the same become due and payable with respect to the Condominium Property. Borrower shall deliver to Lender, promptly upon request, evidence satisfactory to Lender that the Assessments have been so paid and are not delinquent with respect to the Condominium Property. (c) Lender shall have the rights and privileges which Borrower has as though Lender were in fact the owner of the Condominium Property, which rights and privileges shall include, without limitation, all voting rights accruing to Borrower under the terms of the Condominium Documents. Upon the occurrence and during the continuance of an Event of Default, Lender may vote in place of Borrower and may exercise any and all of said rights. Borrower hereby irrevocably appoints Lender as its attorney-in-fact, coupled with an interest to vote as Borrower’s proxy and to act with respect to all of said rights so long as such Event of Default continues hereunder. Notwithstanding anything contained herein to the contrary, nothing contained herein or otherwise shall render Lender liable for any Assessments. (d) The Trustee shall at all times be a financial institution or trust company having a long-term credit rating of not less than “A” or its equivalent by S&P and Xxxxx’x. (e) Borrower shall promptly deliver to Lender a true, complete and correct copy of all notices of default received by Borrower with respect to any obligation or duty of Borrower under the Condominium Documents.

  • Operating Agreements The Partnership has performed all of its obligations under each of the Operating Agreements and no fact or circumstance has occurred which, by itself or with the passage of time or the giving of notice or both, would constitute a material default under any of the Operating Agreements. The Partnership shall not enter into any new management agreement, maintenance or repair contract, supply contract, lease in which it is lessee or other agreements with respect to the Property, nor shall the Partnership enter into any agreements modifying the Operating Agreements, unless (a) any such agreement or modification will not bind the Acquiror or the Property after the date of Closing or (b) the Contributors have obtained the Acquiror's prior written consent to such agreement or modification, which consent shall not be unreasonably withheld or delayed.

  • APPLICATION AND PARTIES BOUND 5.1 The parties bound by this Agency Specific Agreement are the Civil Service Association of WA Inc and the Director General of the Department of Racing, Gaming and Liquor. 5.2 This Agency Specific Agreement does not replace the General Agreement. 5.3 This Agency Specific Agreement shall apply to all employees who are members or eligible to be members of the Union and who are covered by the General Agreement and the Award. 5.4 This Agency Specific Agreement shall be read in conjunction with the Award and the General Agreement. 5.5 Except where the General Agreement identifies conditions as core, the Agency Specific Agreement will prevail over the General Agreement and the Award to the extent of any inconsistencies. 5.6 At the date of registration the approximate number of employees covered by this Agency Specific Agreement is 16.

  • Project Agreements Provided that where the company commences work on a project where a site agreement exists to which the company is contractually obligated or where a site agreement exists between the union and the client or their agent that provides for higher rates of pay and conditions, the conditions contained in any such site agreement will take precedence over this Agreement for the duration of the project.

  • Operating Agreement The Borrower will not amend, modify, waive or terminate any provision of its operating agreement without the prior written consent of the Administrative Agent.

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