Common use of Responsibility of Manager for Specific Activities Clause in Contracts

Responsibility of Manager for Specific Activities. In the course of fulfilling its responsibilities pursuant to this Agreement, TP shall carry out the following activities on behalf of the Company. 2.3.1 Cause the Company to comply with the terms of the Joint Venture Agreement and the Ancillary Agreements; 2.3.2 Acquire such materials, supplies, equipment, services and technical assistance as may be necessary, desirable or appropriate for the conduct of the Company’s Business; 2.3.3 Procure from outside experts, consultants and professionals such engineering, legal, advertising, promotional, and, except for accounting services (which shall be provided in accordance with the Joint Venture Agreement), other advisory and professional services as may be necessary, desirable or appropriate for the conduct of the Company’s Business; 2.3.4 Protect, keep and maintain the properties and assets of the Company and such properties and assets of the Parties to the Joint Venture Agreement as are in the Company’s actual possession; 2.3.5 Hire, train and supervise such personnel as may be necessary, desirable or appropriate for the conduct of the Company’s Business; 2.3.6 Provide all executive and administrative responsibilities and services necessary, desirable or appropriate for the conduct of the Company’s Business; 2.3.7 Cause the Company to comply with all laws applicable to the Company’s Business; 2.3.8 Process all customer orders, provide xxxxxxxx to customers and make adjustments with customers as appropriate; 2.3.9 Manage the credit risk of the Company including making inquiries regarding the creditworthiness of potential customers; 2.3.10 Manufacture or cause the manufacture of the Product by Submanufacturers (as hereinafter defined) in the Territory At Cost as far as the Manager and its affiliates are concerned; 2.3.11 Maintain the books and records of the Company in accordance with the normal practices of similar businesses in the Territory; 2.3.12 Prepare and file with governmental authorities all required reports and returns relating to the Company’s Business; 2.3.13 Procure on behalf of the Company product liability, public liability and other liability, casualty, and general insurance, necessary, desirable and appropriate for the conduct of the Company’s Business the Territory; 2.3.14 Establish and maintain a segregated bank account or accounts in the name of the Company for the deposit and disposition of all funds generated by and disbursed for the Company’s Business; 2.3.15 Apply standards for the extension of credit and establish and maintain systems for the collection of all accounts, including overdue accounts in accordance with the normal practices of similar businesses in the Territory; 2.3.16 Coordinate the pricing and discount structure for the sale of Product to customers and/or distributors in the Territory, which will result in a reasonable profit to the Company, subject to the provisions of Article 7.3.q. of the Joint Venture Agreement; 2.3.17 Arrange for the preparation and delivery of the Company’s financial statements as required by the Joint Venture Agreement; and 2.3.18 Do or cause the Company to do all other acts and things as may be necessary, desirable or appropriate in connection with the conduct of the Company’s Business within its corporate authority as stated in its Articles of Incorporation, subject to the Joint Venture Agreement, the Ancillary Agreements and Resolutions of the Board of Directors.

Responsibility of Manager for Specific Activities. In the course of fulfilling its responsibilities pursuant to this Management Agreement, TP Fibrobeton shall carry out the following activities on behalf of the CompanyFibro-NTI. 2.3.1 2.3.1. Cause the Company Fibro-NTI to comply with the terms of the Shareholders Joint Venture Agreement and the Ancillary Agreements; 2.3.2 2.3.2. Acquire such materials, supplies, equipment, services and technical assistance as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.3 2.3.3. Procure from outside experts, consultants and professionals such engineering, legal, advertising, promotional, and, except for accounting services (which shall be provided in accordance with the Shareholders Joint Venture Agreement), other advisory and professional services as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.4 2.3.4. Protect, keep and maintain the properties and assets of the Company Fibro-NTI and such properties and assets of the Parties to the Shareholders Joint Venture Agreement as are in the CompanyCorporation’s actual possession; 2.3.5 2.3.5. Hire, train and supervise such personnel as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.6 2.3.6. Provide all executive and administrative responsibilities and services necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.7 2.3.7. Cause the Company Fibro-NTI to comply with all laws applicable to the Company’s Businessit; 2.3.8 2.3.8. Process all customer orders, provide xxxxxxxx to customers and make adjustments with customers as appropriate; 2.3.9 2.3.9. Manage the credit risk of the Company Corporation including making inquiries regarding the creditworthiness of potential customers; 2.3.10 2.3.10. Manufacture or cause the manufacture of the Product by Submanufacturers (as hereinafter defined) and Other Agreed Upon Technologies in the Territory At Cost Territory, and, as far as the Manager Fibrobeton and its affiliates are concerned, At Cost; 2.3.11 2.3.11. Maintain the books and records of the Company Corporation in accordance with the normal practices of similar businesses in the Territory; 2.3.12 2.3.12. Prepare and file with governmental authorities all required reports and returns relating to the CompanyCorporation’s Business; 2.3.13 2.3.13. Procure on behalf of the Company Corporation such product liability, public liability and other liability, casualty, and general insurance, as may be necessary, desirable and appropriate for the conduct of the CompanyCorporation’s Business in the Territory; 2.3.14 2.3.14. Establish and maintain a segregated bank account or accounts in the name of the Company Corporation for the deposit and disposition of all funds generated by and disbursed for the CompanyCorporation’s Business; 2.3.15 2.3.15. Apply standards for the extension of credit and establish and maintain systems for the collection of all accounts, including overdue accounts in accordance with the normal practices of similar businesses in the Territory; 2.3.16 2.3.16. Coordinate the pricing and discount structure for the sale of Product and Other Agreed Upon Technologies to customers and/or distributors in the Territory, which will result in a reasonable profit to the CompanyCorporation, subject to the provisions of Article 7.3.q7.3.17. of the Shareholders Joint Venture Agreement; 2.3.17 2.3.17. Arrange for the preparation and delivery of the CompanyCorporation’s financial statements as required by the Shareholders Joint Venture Agreement; 2.3.18. Cause Agents of the Corporation to execute appropriate Trade Secrecy Agreements for the benefit of NTI and/or NTI ASEAN, substantially in the form of Appendix IV hereto; and to execute Trade Secrecy Agreements for the benefit of Fibrobeton, substantially in the form of Appendix V hereto; and 2.3.18 Do 2.3.19. Perform or cause the Company Corporation to do perform all other acts and things functions as may be necessary, desirable or appropriate in connection with the conduct of the CompanyCorporation’s Business within its corporate authority as stated in its Fibro-NTI’s Articles of IncorporationAssociation, subject to the Shareholders Joint Venture Agreement, the Ancillary Agreements and duly adopted Resolutions of the Board of Directors.

Responsibility of Manager for Specific Activities. In the course of fulfilling its responsibilities pursuant to this Consulting Services Agreement, TP CMG shall carry out the following activities on behalf of the CompanyTIANJIN ZERUST. 2.3.1 Cause the Company TIANJIN ZERUST to comply with the terms of the Shareholders Joint Venture Agreement and the Ancillary Agreements; 2.3.2 Acquire such materials, supplies, equipment, services and technical assistance as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.3 Procure from outside experts, consultants and professionals such engineering, legal, advertising, promotional, and, except for accounting services (which shall be provided in accordance with the Shareholders Joint Venture Agreement), other advisory and professional services as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.4 Protect, keep and maintain the properties and assets of the Company TIANJIN ZERUST and such properties and assets of the Parties to the Shareholders Joint Venture Agreement as are in the CompanyCorporation’s actual possession; 2.3.5 Hire, train and supervise such personnel as may be necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.6 Provide all executive and administrative responsibilities and services necessary, desirable or appropriate for the conduct of the CompanyCorporation’s Business; 2.3.7 Cause the Company TIANJIN ZERUST to comply with all laws applicable to the Company’s Businessit; 2.3.8 Process all customer orders, provide xxxxxxxx to customers and make adjustments with customers as appropriate; 2.3.9 Manage the credit risk of the Company Corporation including making inquiries regarding the creditworthiness of potential customers; 2.3.10 Manufacture or cause the manufacture of the Product by Submanufacturers (as hereinafter defined) and Other Agreed Upon Technologies in the Territory At Cost Territory, and, as far as the Manager CMG and its affiliates are concerned, At Cost; 2.3.11 Maintain the books and records of the Company Corporation in accordance with the normal practices of similar businesses in the Territory; 2.3.12 Prepare and file with governmental authorities all required reports and returns relating to the CompanyCorporation’s Business; 2.3.13 Procure on behalf of the Company Corporation such product liability, public liability and other liability, casualty, and general insurance, as may be necessary, desirable and appropriate for the conduct of the CompanyCorporation’s Business the Territory; 2.3.14 Establish and maintain a segregated bank account or accounts in the name of the Company Corporation for the deposit and disposition of all funds generated by and disbursed for the CompanyCorporation’s Business; 2.3.15 Apply standards for the extension of credit and establish and maintain systems for the collection of all accounts, including overdue accounts in accordance with the normal practices of similar businesses in the Territory; 2.3.16 Coordinate the pricing and discount structure for the sale of Product and Other Agreed Upon Technologies to customers and/or distributors in the Territory, which will result in a reasonable profit to the CompanyCorporation, subject to the provisions of Article 7.3.q7.3.17. of the Shareholders Joint Venture Agreement; 2.3.17 Arrange for the preparation and delivery of the CompanyCorporation’s financial statements as required by the Shareholders Joint Venture Agreement; 2.3.18 Cause Agents of the Corporation to execute appropriate Trade Secrecy Agreements for the benefit of NTI and/or NTI ASEAN, substantially in the form of Appendix I hereto; and to execute Trade Secrecy Agreements for the benefit of CMG, substantially in the form of Appendix II hereto; and 2.3.18 Do 2.3.19 Perform or cause the Company Corporation to do Perform all other acts and things functions as may be necessary, desirable or appropriate in connection with the conduct of the CompanyCorporation’s Business within its corporate authority as stated in its TIANJIN ZERUST’s Articles of Incorporation, subject to the Shareholders Joint Venture Agreement, the Ancillary Agreements and duly adopted Resolutions of the Board of Directors.