Performance by Parties. Nothing contained herein shall operate as a waiver or an election of remedies by a Party should the other Party fail to perform any duty or obligation imposed upon it hereunder. Notwithstanding anything contained herein to the contrary, this Agreement and the duties and obligations of the Parties hereunder shall continue in full force and effect irrespective of any violation of any term or provision of this Agreement by the Parties. In the event that a Party violates any term or provision of this Agreement, then the violating Party shall pay any of the non-viOlating Party's reasonable attorneys' fees related to such violation.
Performance by Parties. All the terms, covenants, agreements and conditions of the Sale and Servicing Agreement, Purchase Agreement, each Assignment Agreement, each Transfer Agreement, the Trust Agreement, the Indenture, the Administration Agreement, the Custodian Agreement and this Certificate Purchase Agreement to be complied with and performed by the Seller, the Owner Trustee, AFL or ARFC II, as applicable, at or before the Closing shall have been complied with and performed in all material respects.
Performance by Parties. Each of the covenants and obligations that each party is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Performance by Parties. From the date of this Agreement to the Closing Date, neither Buyer nor Seller will not take any action that could reasonably be expected to cause any of their respective representations and warranties to be or become untrue in any material respect or cause any of the conditions to closing under this Agreement not be satisfied.
Performance by Parties. Except as otherwise provided in this Agreement, in the event of any dispute arising over the provisions of this Agreement, the parties shall proceed with the timely performance of their obligations during the pendency of any legal or other similar proceedings to resolve such dispute.
Performance by Parties. Each Party shall have performed and complied with all agreements, terms, and conditions required by this Agreement to be performed or complied with by each Party.
Performance by Parties. The Parties will make their best efforts to effect the completion of the Development Plan within the shortest possible timeframe, or in the event that the first Candidate Drug does not successfully complete POC Studies, to promptly bring forward a second Candidate Drug for POC Studies.
Performance by Parties. Seller and Buyer hereby acknowledge the terms and conditions of this Agreement and agree to take all reasonable steps to facilitate its performance. The Escrow Agent shall be under no obligation to expend or risk its own funds in connection with the execution of its duties hereunder.
Performance by Parties. Under this Agreement, Buyer and Seller shall act or perform consistent with, in furtherance of, or in accordance with, the following:
(a) Buyer will not direct Seller to take any action inconsistent with applicable Law, or otherwise adversely affecting the safety, health or protection of, or otherwise endangering any Persons or property, and Seller shall be under no obligation to follow any such direction by Xxxxx.
(b) Seller shall obtain and provide, and be solely responsible for, all workers compensation and other mandatory insurance applicable to employees of Seller.
Performance by Parties. The parties hereto, in performance of their obligations hereunder, shall conform to all Applicable Laws and such performance shall be subject to the terms of valid and applicable orders of any Governmental Authority, unless, in all cases, the validity thereof is being contested, or compliance therewith shall have been excused or exempted, by a test, challenge, appeal or proceeding unless such noncompliance creates any danger of (w) foreclosure, sale, forfeiture or loss of, or imposition of any Lien on the Facility or the Facility Site or any material portion thereof, (x) any material impairment of the operation of the Facility or any material portion thereof, or (y) any civil or criminal liability on the part of the Operator or the Trust.
