Performance of Master Lease Sample Clauses

Performance of Master Lease a. Subject to IDC’s performance under this Sublease, University hereby agrees to perform all of its obligations under the Master Lease as and when due (including payment of Base Rent and all other sums due under the Master Lease) and to keep the Master Lease in good standing. University shall provide IDC with copies of all notices received from Master Landlord under the Master Lease that pertain to the Sublease Premises or this Sublease or which could affect IDC, such as any notices of default from Master Landlord. b. University agrees that so long as IDC is not in default under this Sublease after notice and expiration of any applicable cure period, University will: (i) not affirmatively undertake any act or omission that will alter or impair IDC’s right of quiet enjoyment; (ii) pay rent to Master Landlord under the Master Lease; (iii) promptly deliver to IDC a copy of any and all notices relating to the Sublease Premises or which could affect IDC received by University from Master Landlord or otherwise delivered to University; (iv) not amend the Master Lease in a manner that would adversely affect IDC’s quiet enjoyment and use of the Sublease Premises without the prior written consent of IDC (which shall not be unreasonably withheld, delayed or conditioned); (v) not voluntarily terminate the Master Lease without the prior written consent of IDC (which may be withheld in IDC’s sole discretion), notwithstanding any termination right contained within the terms of the Master Lease; and (vi) upon IDC’s reasonable request and when required by this Sublease, the Master Lease or applicable law, take reasonable actions to promptly seek at IDC’s expense the consent, approval and/or cooperation of Master Landlord to any actions taken by IDC that are permitted under the terms of this Sublease including seeking consents and estoppels from Master Landlord in connection with any planned sub-subleases by IDC. c. University shall exercise reasonable efforts to obtain the performance of Master Landlord under the Master Lease for the benefit of IDC under this Sublease including operating services such as after-hours HVAC, maintenance and repairs; provided that IDC acknowledges that University shall have no liability to IDC for any failure of Master Landlord to perform as required under the Master Lease and IDC hereby waives and releases all claims against University with respect to the same. Upon IDC’s written request and provided that IDC is not in default under this Subl...
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Performance of Master Lease. (a) The respective terms, covenants, provisions and conditions of the Master Lease on the part of Owner to be performed, which have been incorporated herein by reference, are to be performed by Owner or its successors and assigns, and, subject to Section S(a) hereof, Sublessee shall look solely to Owner for such performance. Sublessor shall not be liable or responsible to Sublessee for any failure or default on the part of Owner, its successors or assigns, with respect to any of the terms, covenants, provisions and conditions of the Master Lease. (b) If Sublessee shall default in the payment of Rent hereunder or in the performance or observance of any of the terms, covenants or conditions of this Sublease on the part of Sublessee to be performed or observed, Sublessor shall have the right (but not the obligation) to exercise all of the same rights and remedies provided to or reserved by Owner in the Master Lease with respect to such default and at law and in equity; provided, however, the foregoing shall in no way be deemed to limit or impair the rights and privileges of Owner under the Master Lease, or to impose any obligations on the part of Sublessor by reason of the exercise by Owner of any of such rights or privileges with respect to the Sublease Premises or to the use and occupation thereof by Sublessee. Without limiting the foregoing, Sublessor shall have the same rights and remedies in the event of non-payment by Sublessee of Rent hereunder as are available to Owner under the Master Lease and at law and in equity for the non-payment of Rent and/ or of any installment thereof. (c) Sublessee or Sublessor, as applicable, shall, within three (3) days after receipt thereof, notify the other Party of any notice applicable to the Sublease Premises served by Owner upon such Party. Wherever Owner requires Sublessor, as tenant under the Master Lease (except in respect of any provision which has not been incorporated herein), to take any action or to cure any default (other than a default in the payment of Base Rent or Additional Rent) applicable to the Sublease Premises within a period of time stated therein or in the Master Lease, Sublessee shall complete such action or cure such default not later than three (3) days prior to the expiration of such period and shall promptly furnish notice of compliance to Sublessor, unless the nature of such cure cannot reasonably be completed within five (5) business days, in which case, Sublessee shall have an additional ...
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Performance of Master Lease. Sublessor will timely perform all --------------------------- of the terms, conditions and obligations of Sublessor as tenant under the Master Lease.
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Performance of Master Lease 
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Related to Performance of Master Lease

  • Performance of Agreement Seller and its Affiliates shall have performed in all material respects all of their covenants, agreements and obligations required by this Agreement to be performed or complied with by them prior to or upon the Closing.

  • Performance of Agreements Buyer shall have performed in all material respects all of its covenants, agreements and obligations required by this Agreement and each of the other Documents to be performed or complied with by it prior to or upon the Closing Date.

  • Performance of Material Contracts Perform and observe all the terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time requested by the Administrative Agent and, upon request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Loan Party or any of its Subsidiaries is entitled to make under such Material Contract, and cause each of its Subsidiaries to do so, except, in any case, where the failure to do so, either individually or in the aggregate, could not be reasonably likely to have a Material Adverse Effect.

  • Performance of Covenants The Company shall have performed or complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Time.

  • PERFORMANCE OF THE CONTRACT II.1.1. The Contractor shall perform the Contract to the highest professional standards. The Contractor shall have sole responsibility for complying with any legal obligations incumbent on him, notably those resulting from employment, tax and social legislation. II.1.2. The Contractor shall have sole responsibility for taking the necessary steps to obtain any permit or licence required for performance of the Contract under the laws and regulations in force at the place where the tasks assigned to him are to be executed. II.1.3. Without prejudice to Article II.3 any reference made to the Contractor’s staff in the Contract shall relate exclusively to individuals involved in the performance of the Contract. II.1.4. The Contractor must ensure that any staff performing the Contract have the professional qualifications and experience required for the execution of the tasks assigned to them. II.1.5. The Contractor shall neither represent the Agency nor behave in any way that would give such an impression. The Contractor shall inform third parties that he does not belong to the European public service. II.1.6. The Contractor shall have sole responsibility for the staff who execute the tasks assigned to him. II.1.7. In the event of disruption resulting from the action of a member of the Contractor's staff working on Agency premises or in the event of the expertise of a member of the Contractor's staff failing to correspond to the profile required by the Contract, the Contractor shall replace him without delay. The Agency shall have the right to request the replacement of any such member of staff, stating its reasons for so doing. Replacement staff must have the necessary qualifications and be capable of performing the Contract under the same contractual conditions. The Contractor shall be responsible for any delay in the execution of the tasks assigned to him resulting from the replacement of staff in accordance with this Article. II.1.8. Should any unforeseen event, action or omission directly or indirectly hamper execution of the tasks, either partially or totally, the Contractor shall immediately and on his own initiative record it and report it to the Agency. The report shall include a description of the problem and an indication of the date on which it started and of the remedial action taken by the Contractor to ensure full compliance with his obligations under the Contract. In such event the Contractor shall give priority to solving the problem rather than determining liability. II.1.9. Should the Contractor fail to perform his obligations under the Contract in accordance with the provisions laid down therein, the Agency may - without prejudice to its right to terminate the Contract - reduce or recover payments in proportion to the scale of the failure. In addition, the Agency may impose penalties or liquidated damages provided for in Article II.16.

  • Performance of Agreements and Covenants Each and all of the agreements and covenants of Buyer to be performed and complied with pursuant to this Agreement and the other agreements contemplated hereby prior to the Effective Time shall have been duly performed and complied with in all material respects.

  • Performance of the Agreement 2.1 The Designer must make every effort to perform the work commissioned carefully and independently, to promote the client’s interests to the best of his or her ability and to aim to achieve a result that is useful to the client, as can and may be expected of a reasonably and professionally acting designer. To the extent necessary the Designer must keep the client informed of the progress of the work. 2.2 The client must do any and all things that are reasonably necessary or required to enable the Designer to deliver punctually and properly, such as supplying (or causing the supply of) complete, sound and clear data or materials in a timely manner of which the Designer states or of which the client understands or should reasonably understand that they are necessary for the performance of the agreement. 2.3 Terms stated by the Designer for the performance of the work commissioned are approximations only, unless otherwise agreed in writing. 2.4 Unless otherwise agreed, the following do not form part of the work commissioned to the Designer: a. performing tests, applying for permits and assessing whether the client’s instructions comply with statutory or quality standards; b. investigating any existing rights, including patents, trademarks, drawing or design rights or portrait rights of third parties; and c. investigating the possibility of the forms of protection referred to in (b) for the Client. 2.5 Prior to performance, production, reproduction or publication, the parties must give each other the opportunity to check and approve the final draft, prototypes or galley proofs of the result. 2.6 Differences between the (final) result and the agreements made cannot serve as grounds for rejection, discount, damages or dissolution of the agreement if those differences are reasonably of minor importance, taking all the circumstances into account. 2.7 Any complaints must be filed with the Designer in writing at the earliest possible time but no later than ten business days after completion of the work commissioned, failing which the client is deemed to have accepted the result of the work commissioned in its entirety.

  • Performance of Covenants and Agreements The Buyer and Buyer Sub each shall have performed and complied in all material respects with all covenants and agreements contained in this Agreement required to be performed or complied with by it on or prior to the Closing.

  • Covenants and Conditions; Construction of Agreement All provisions of this Lease to be observed or performed by Lessee are both covenants and conditions. In construing this Lease, all headings and titles are for the convenience of the Parties only and shall not be considered a part of this Lease. Whenever required by the context, the singular shall include the plural and vice versa. This Lease shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if both Parties had prepared it.

  • Performance of Contracts The Company shall not materially ------------------------ amend, modify, terminate, waive or otherwise alter, in whole or in part, any of the Employee Nondisclosure and Developments Agreements without the consent of the Company's Board of Directors.

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