Quality and Approval Sample Clauses

Quality and Approval. Licensee shall use the Trademarks only so long as the Services meet with the Standards and Quality approved by the Licensor, as reflected in EXHIBIT C. Licensee recognizes that the manner in which Licensee uses the license herein granted could have a significant effect on the quality image of Licensor's Trademarks. Licensee promises to maintain the same quality in the Services provided under the Trademarks as reflected in EXHIBIT C and as may thereafter be proposed by Licensee and approved in writing by Licensor.
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Quality and Approval. 8.1. Biobest guarantees that the quality of each of its Products and Services is in line with the specifications. 8.2. All Goods must be thoroughly inspected on arrival with respect to quantity and quality, on the basis of apparent defect, and before use. Between the time of arrival of the Goods and the time they are put into use, the Products must be carefully stored in such a way that no damage can occur to them, in compliance with the instructions provided by Biobest and written on the labels and the packaging of the Products. 8.3. The Company shall not be liable for a breach of the warranty in Condition 8.1 unless: 8.3.1. In the case of visible defects: (i) the Buyer notifies the Company before noon the day following the receipt and gives written notice of the damage or defect to the Company within 48 hours of the date of delivery and (ii) either the Company is given a reasonable opportunity after receiving the notice for examining such Goods or the Buyer (if asked to do so by the Company) returns such Goods to the Company’s place of business (at the Company’s expense) for such examination to take place there. If the Buyer does not give written notice to the Company that the Goods are rejected within 48 hours of the date of delivery, the Buyer shall be deemed to have accepted the Goods. 8.3.2. In the case of non-visible defects (e.g. poor viability of living Products): the Buyer gives written notice of the damage or defect to the Company within 5 days from the date of discovery of such damage or defect, 8.4. If the Goods have been delivered in a damaged or defective condition, the Company shall at its option replace such Goods (or the damaged or defective part) or refund the price of such Goods at the pro-rata Contract rate. If the Company so requests, the Buyer shall (at the Company’s expense) return to the Company those Goods which are damaged or defective. 8.5. If at any time total demand for Goods shall for any reason exceed the Company’s total available supply through its normal sourcing arrangements the Goods to be supplied under the Contract shall be such quantity as the Company shall in its sole discretion allocate to be supplied under the Contract, and the Company shall not be in breach of the Contract, negligent or otherwise liable to the Buyer if such quantity is less than that ordered by the Buyer.
Sample 1
Quality and Approval. Wxxxxx Brewing hereby agrees that the Products and the Other Products shall be of a high quality at least comparable to the quality of Wxxxxx Brewing’s Products and the Other Products and the wines and wine coolers sold by Widmer’s Wine, as of the date of this Agreement. Wxxxxx Brewing agrees it will take reasonable steps to comply with all federal, state, local and other applicable governmental laws, rules and regulations, and in the event of a violation, Wxxxxx Brewing can cure such violation by taking additional steps to comply in the future. Wxxxxx Brewing, every six months, will supply Widmer’s Wine at the address provided in Section 17 for notice, one case of samples of the Products and the Other Products as sold to Wxxxxx Brewing’s customers so that Widmer’s Wine may verify the quality of the Products and the Other Products.
Sample 1
Quality and Approval. Licensee agrees that the nature and quality of all of the Covered Services offered with the Trademarks shall conform to the standards set by and under the control of Licensor (hereinafter, “Quality Standard”). Such Quality Standard shall be reasonable, shall be no greater than the quality standards imposed by Licensor’s customers in general, and shall be at least equal in quality to the services provided by Licensor under the Trademarks prior to the date hereof. Licensee will cooperate with Licensor in the monitoring and control of Licensee’s activities and Licensee’s use of the Trademarks, including as to trademark design standards and other like guidelines provided by Licensor. Licensor shall have the right to impose on the Licensee, as necessary, other specifications or requirements not provided for herein to maintain the Quality Standard of the Covered Services. The Licensee shall, upon Licensor’s reasonable request, supply reasonable access to information about the Covered Services sold under the Trademarks. Any inspections conducted by Licensor to ensure that the Quality Standard provided herein has been satisfied shall be at the expense of Licensor.
Sample 1
Quality and Approval. 1. In order to maintain the quality reputation of the Products, all product packaging and formulations relating to the Products must have Licensor’s approval, which approval shall not be unreasonably withheld. In that regard, Licensee shall submit to Licensor for approval any new pre-production sample for any proposed Products or promotional or packaging material relating to the Products. Licensee shall use reasonable commercial efforts to not permit the manufacture, sale, marketing or distribution of any products or materials relating to the Products unless it obtains Licensor’s approval of all required submittals, which approval will not be unreasonably withheld. Licensor’s failure to approve within five (5) days after receipt of Licensee’s submission shall constitute an approval. Licensee shall use commercially reasonable efforts to cause any subcontractor to submit, at its own cost, two (2) sets of any new or reformulated or new batch samples of the Products and/or promotional packaging as well. 2. Licensee shall use its best efforts to ensure that neither it, nor its subcontractors will sell, market, distribute or use for any purpose or knowingly permit any third party to sell, market or distribute Products which are defective, damaged or otherwise fail to meet Licensor’s specifications or reasonable quality control standards, including approved trademark and copyright usage and notice requirements.
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Quality and Approval. 3.2.2.1 Without limiting any other term of this Agreement, DRM Provider shall maintain the quality of the DRM bearing any of the Marks, consistent with the DRM Provider’s Submission.11
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Quality and Approval 
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Related to Quality and Approval

  • Review and Approval The Supplier confirms and agrees that it shall apply to receive ISR's written consent, wherever ISR's consent, explicitly or implied, is required according to this Agreement. This requirement and the provision of ISR consent, shall not derogate in any way from Supplier's responsibilities and liabilities under this Agreement, and ISR shall bear no responsibility or liability whatsoever in connection with the review (whether or not there are objections) and/or with any approval given to, or denied from, Supplier, with respect to any matter and/or document, including but without limitation, drawings, designs (at all phases), plans, tests or otherwise.

  • Authority and Approval (a) Each of the Partnership Parties has full limited partnership or limited liability company power and authority, as applicable, to execute and deliver this Agreement, to consummate the transactions contemplated hereby and to perform all of the terms and conditions hereof to be performed by it. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby and the performance of all of the terms and conditions hereof to be performed by the Partnership Parties have been duly authorized and approved, by all requisite limited partnership action or limited liability company action, as applicable, of each of the Partnership Parties. This Agreement has been duly executed and delivered by or on behalf of each of the Partnership Parties and constitutes the valid and legally binding obligation of each of them, enforceable against each of the Partnership Parties in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors’ rights and remedies generally and by general principles of equity (whether applied in a proceeding at law or in equity). (b) Each of the Partnership Parties has full limited partnership or limited liability company power and authority, as applicable, to execute and deliver each Partnership Ancillary Document to which it is a party, to consummate the transactions contemplated thereby and to perform all of the terms and conditions thereof to be performed by it. The execution and delivery of each of the Partnership Ancillary Documents, the consummation of the transactions contemplated thereby and the performance of all of the terms and conditions thereof to be performed by each of the Partnership Parties which is a party thereto have been duly authorized and approved, by all requisite limited partnership action or limited liability company action, as applicable, of each such party. When executed and delivered by each of the Partnership Parties party thereto, each Partnership Ancillary Document will constitute a valid and legally binding obligation of each of the Partnership Parties that is a party thereto, enforceable against each such Partnership Party in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors’ rights and remedies generally and by general principles of equity (whether applied in a proceeding at law or in equity).

  • Term and Approval This Agreement shall become effective with respect to a Fund after it is approved in accordance with the express requirements of the 1940 Act, and executed by the Trust, Adviser and Sub-Adviser and shall thereafter continue from year to year, provided that the continuation of the Agreement is approved in accordance with the requirements of the 1940 Act, which currently requires that the continuation be approved at least annually: (a) (i) by the Trust's Board of Trustees or (ii) by the vote of "a majority of the outstanding voting securities" of the Fund (as defined in Section 2(a)(42) of the 1940 Act), and (b) by the affirmative vote of a majority of the Trust's Trustees who are not parties to this Agreement or "interested persons" (as defined in the 0000 Xxx) of a party to this Agreement (other than as Trustees of the Trust), by votes cast in person at a meeting specifically called for such purpose.

  • Quality- and Cost-Based Selection Except as ADB may otherwise agree, the Borrower shall apply quality- and cost-based selection for selecting and engaging consulting services.

  • Requisite Regulatory Approvals All Consents required to be obtained from or made with any Governmental Authority in order to consummate the transactions contemplated by this Agreement shall have been obtained or made.

  • Authority and Compliance Borrower has full power and authority to execute and deliver the Loan Documents and to incur and perform the obligations provided for therein, all of which have been duly authorized by all proper and necessary action of the appropriate governing body of Borrower. No consent or approval of any public authority or other third party is required as a condition to the validity of any Loan Document, and Borrower is in compliance with all laws and regulatory requirements to which it is subject.

  • Governing Law, Regulatory Authority, and Rules The validity, interpretation and enforcement of this Agreement and each of its provisions shall be governed by the laws of the state of New York, without regard to its conflicts of law principles. This Agreement is subject to all Applicable Laws and Regulations. Each Party expressly reserves the right to seek changes in, appeal, or otherwise contest any laws, orders, or regulations of a Governmental Authority.

  • Authorization and Approvals No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority is required for the due execution, delivery and performance by the Borrower, the Parent, or any Guarantor of the Credit Documents to which it is a party or the consummation of the transactions contemplated thereby. At the time of each Borrowing, no authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required for such Borrowing or the use of the proceeds of such Borrowing the absence of which could reasonably be expected to cause a Material Adverse Change.

  • Regulatory Approvals (a) Each Party shall, and shall cause its ultimate parent entity (as such term is defined in the HSR Act) to, use reasonable best efforts to file or otherwise submit, as soon as practicable after the date of this Agreement, all applications, notices, reports, filings and other documents reasonably required to be filed by such Party or its ultimate parent entity with or otherwise submitted by such Party or its ultimate parent entity to any Governmental Body with respect to the Contemplated Transactions, and shall file no later than ten (10) Business Days thereafter the Notification and Report Forms required by the HSR Act. Each Party shall (i) promptly supply the other with any information which may be required in order to effectuate such filings, (ii) submit promptly any additional information which may be reasonably requested by any such Governmental Body, and (iii) coordinate with the other Party in making any such filings or information submissions pursuant to and in connection with the foregoing that may be necessary, proper, or advisable in order to consummate and make effective the Contemplated Transactions. (b) Without limiting the generality of anything contained in this Section 5.4, in connection with its efforts to obtain all requisite approvals and authorizations, and the expiration or termination of all applicable waiting periods for the Contemplated Transactions under any Antitrust Law, each Party hereto shall use its reasonable best efforts to (i) cooperate with the other with respect to any investigation or other inquiry; (ii) promptly provide to the other a copy of all communications received by such Party from, or given by such Party to, any Governmental Body, in each case regarding the Contemplated Transactions; and (iii) to the extent not prohibited under applicable Antitrust Law, permit the other to review in advance any communication given by it to any Governmental Body concerning the Contemplated Transactions, consider in good faith the views of the other in connection with any proposed written communications by such Party to any Governmental Body concerning the Contemplated Transactions, and consult with each other in advance of any meeting or telephone or video conference with, any Governmental Body, and give the other or its outside counsel the opportunity to attend and participate in such meetings and conferences unless prohibited by the applicable Governmental Body; provided, that materials required to be provided pursuant to this Section 5.4(b) may be restricted to outside counsel and redacted to (A) remove references concerning the valuation of either Party, (B) comply with contractual arrangements, and (C) preserve attorney-client privilege. Neither Party shall commit to or agree with any Governmental Body to stay, toll or extend any applicable waiting period under applicable Antitrust Law, or pull and refile under the HSR Act, without the prior written consent of the other. Parent and the Company shall each pay one-half of the filing fee under the HSR Act relating to the HSR filing required for the Merger; provided, however, that each Party shall bear its own legal fees. (c) Except as required by this Agreement, prior to Closing, neither the Company nor Parent shall, and shall cause its Affiliates not to, acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial portion of the assets of or equity in, or by any other manner, any Person or portion thereof, or otherwise acquire or agree to acquire any assets, if the entering into of an agreement relating to or the consummation of such acquisition, merger or consolidation would reasonably be expected to (i) impose any delay in the obtaining of, or significantly increase the risk of not obtaining, any authorizations, consents, orders, declarations or approvals of any Governmental Body necessary to consummate the Contemplated Transactions or the expiration or termination of any applicable waiting period, or (ii) increase the risk of any Governmental Body entering an order prohibiting the consummation of the Contemplated Transactions.

  • Regulatory Matters and Approvals Each of the Parties will give any notices to, make any filings with, and use its reasonable best efforts to obtain any necessary authorizations, consents, and approvals of governments and governmental agencies in connection with the transactions contemplated by this Agreement. Without limiting the generality of the foregoing:

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