Retention of Developer Sample Clauses

Retention of Developer. Coach Legacy hereby retains Developer to act as Coach Legacy’s developer in connection with the Developer Work and to provide the services with respect to the Developer Work hereinafter set forth. Developer hereby accepts the undertakings and obligations set forth in this Agreement with respect to the performance and completion of the Developer Work. Developer shall act in good faith, shall use reasonable efforts and diligence and shall do all things necessary to perform its obligations and services under this Agreement.
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Retention of Developer. Customer hereby retains the services of Big Rig to host an Internet Web Site and Intranet named and located at [Site] (collectively, the “Web Site”) for Customer subject to the terms and conditions herein.
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Retention of Developer. Subject to the terms and conditions of this Agreement, the Company retains Developer, on an independent contractor - "contract-for-hire" basis (within the meaning of U.S. copyright law), to develop the "Contract Materials" (as defined in Section 2.7 below) for the Company's sole and exclusive benefit and use, and to deliver the same to the Company in accordance with the terms of this Agreement. Developer accepts the foregoing engagement with the Company. For purposes of this Agreement, the term "Project" shall mean the Developer's creation and delivery of the Contract Materials to the Company in accordance with this Agreement.
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Retention of Developer. The Authority hereby retains Developer, as its exclusive developer for the Project, to perform all required development services relating to the programming (including concept development), design, construction, equipping and staffing (pursuant to Section 8.8 below) of the Project, upon, and subject to, the terms and conditions, and in consideration of the payments, hereinafter set forth. Developer shall provide promptly and diligently the services as hereinafter set forth as necessary to facilitate the development of the Project and shall furnish, at its cost, a sufficient number of trained personnel, as mutually agreed upon by Developer and the Authority, with experience on projects of a scope and magnitude similar to the Project, at all times as necessary to accomplish the same. The organizational and reporting chart which describes the broad relationships and areas of responsibilities to be used in the development of the Project is attached hereto as Exhibit A. Within thirty (30) days of the full execution of this Development Agreement, Developer, at its own cost and expense, shall (a) appoint a senior executive with sufficient development, construction and project management experience in the gaming and resort industry to be in charge of coordinating the development, design and construction of the Project (the "Project Executive"), and (b) provide to the Authority an initial staff outline for the Project. The appointment of the Project Executive shall be subject to the prior written approval of the Authority, in its sole and absolute discretion. As soon as required (but in no event later than completion of the Schematic Design Drawings), the Project Executive shall maintain a full-time office and staff at the Property. Any substitution by Developer of the Project Executive shall be subject to the Authority's prior written approval, in its sole and absolute discretion.
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Retention of Developer. PE Member hereby retains Developer to act as PE Member’s developer in connection with the Developer Work and to provide the services hereinafter set forth. Developer hereby accepts the obligations set forth in this Agreement, including, without limitation, with respect to (a) the design, budgeting and scheduling of the Project, and (b) the performance of the Developer Work. Developer shall act in good faith, shall use Best Efforts and shall do all things necessary to perform its obligations and services under this Agreement. Notwithstanding anything to the contrary contained herein, all amounts required to be paid or contributed by PE Member pursuant to the provisions of this Agreement shall be deemed to be capital contributions to the LLC, and PE Member shall have no obligation to make any payments of the PE Member Total Development Cost or PE Member Additional Development Costs directly to Developer or any other Person, other than payments owed to Developer Indemnitees pursuant to any indemnification obligations of PE Member hereunder and other than payment of (i) the PE Unit Allocated Construction Loan Amount, which shall be paid directly to Construction Lender in accordance with the provisions of Section 12.01(b) below and (ii) the PE Member Fixed MTA Deed Payment which shall be paid to (or at the direction of) Developer in accordance with the provisions of Section 12.01(b) below.
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Retention of Developer. CREATION OF THE BUSINESS BOARD AND NON-COMPETE
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Retention of Developer. The Authority hereby retains the Developer, as its ---------------------- exclusive developer for the Project, to perform all required development services relating to the programming (including concept development), design, construction, equipping and staffing (pursuant to Section 8.6 below) of the Project upon, and subject to, the terms and conditions, and in consideration of the payments, hereinafter set forth. The Developer shall provide the services as hereinafter set forth as necessary to facilitate the development of the Project and shall furnish, at its cost, a sufficient number of trained personnel, with experience on projects of a scope and magnitude similar to the Project, including a senior executive with sufficient development, construction and project management experience in the gaming and resort industry to be in charge of coordinating the development, design and construction of the Project (the "Project Executive").
Sample 1
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Retention of Developer. The Coach Member hereby retains Developer to act as the Coach Member’s developer in connection with the Developer Work and to provide the services hereinafter set forth. Developer hereby accepts the undertakings and obligations set forth in this Agreement with respect to the performance of the Developer Work and, as applicable, the Base Building Work. Developer shall act in good faith, shall use reasonable efforts and diligence and shall do all things necessary to perform its obligations and services under this Agreement.
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Retention of Developer. The Authority hereby retains the Developer, as ---------------------- its exclusive developer for the Project, to perform all required development services relating to the programming (including concept development), design, construction, equipping and staffing (pursuant to Section 8.6 below) of the Project upon, and subject to, the terms and conditions, and in consideration of the payments, hereinafter set forth. The Developer shall provide the services as hereinafter set forth during the Term of this Agreement as necessary to facilitate the development of the Project and shall furnish, at its cost, a sufficient number of trained personnel, with experience on projects of a scope and magnitude similar to the Project, including a senior executive with sufficient development, construction and project management experience in the gaming and resort industry to be in charge of coordinating the development, design and construction of the Project (the "Project Executive"). The Developer shall not participate in nor shall it have any authority regarding the operation or management of the Facilities. Any and all decisions regarding the design, construction and equipping of the Project shall be made solely by the Authority.
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Related to Retention of Developer

  • RETENTION OF ULTIMUS The Trust hereby retains Ultimus to act as the fund accountant of the Trust and to furnish the Trust with the services as set forth below. Ultimus hereby accepts such employment to perform such duties.

  • Retention of Consultant The Company hereby retains the Consultant, and Consultant agrees to be retained by the Company, upon the terms in, and subject to the conditions of, this Agreement.

  • Retention of Data With regard to business transactions covered by this Agreement, Licensee must retain any records for a period of ten years starting on 1th of January of the year following the year during which the data were transmitted or otherwise transferred, or for the minimum period prescribed by applicable law, whichever is longer. In addition, Licensee must maintain current, complete and accurate reports on all of SAP’s Confidential Information in its possession or in the possession of its representatives.

  • Retention of Rights 36.1 Clauses 5.2(b),6,7,8,9,11,12, 13, 14, 15 16, 22, 23, 35.1, 37 and 38 of this Section 2 and any relevant clauses listed under Section 4 shall continue in force following the termination of this Contract.

  • Files Management and Record Retention relating to Grantee and Administration of this Agreement a. The Grantee shall maintain books, records, and documents in accordance with generally accepted accounting procedures and practices which sufficiently and properly reflect all expenditures of funds provided by Florida Housing under this Agreement. b. Contents of the Files: Grantee must maintain files containing documentation to verify all funds awarded to Grantee in connection with this Agreement, as well as reports, records, documents, papers, letters, computer files, or other material received, generated, maintained or filed by Grantee in connection with this Agreement. Grantee must also keep files, records, computer files, and reports that reflect any compensation it receives or will receive in connection with this Agreement.

  • Retention of Documents The Registrar shall retain copies of all letters, notices and other written communications received pursuant to this Article II. The Company shall have the right to inspect and make copies of all such letters, notices or other written communications at any reasonable time upon the giving of reasonable written notice to the Registrar.

  • Obligations and Compensation of Dealer Manager 3.1. The Company hereby appoints the Dealer Manager as its agent and principal distributor for the purpose of selling for cash up to a maximum of $2,975,000,000 in Shares (or such other amount as the Company allocates to the primary Offering of Shares as described in the first paragraph of this Agreement) through the dealers selected to participate in the distribution of Shares in the Offering who have executed Selected Dealer Agreements with the Dealer Manager (each, a “Dealer” and, collectively, the “Dealers”), all of whom shall be members of the Financial Industry Regulatory Authority, Inc. (“FINRA”). The Dealer Manager may also sell Shares for cash directly to its own clients and customers at the public offering price and subject to the terms and conditions stated in the Prospectus. The Dealer Manager hereby accepts such agency and distributorship and agrees to use its best efforts to sell the Shares on said terms and conditions. The Dealer Manager represents to the Company that (i) it is a member of FINRA; (ii) it and its employees and representatives have all required licenses and registrations to act under this Agreement; and (iii) it has established and implemented anti-money laundering compliance programs in accordance with applicable law, including applicable FINRA rules, SEC rules, and the USA PATRIOT Act of 2001, reasonably designed to detect and cause the reporting of suspicious transactions in connection with the sale of Shares of the Company. 3.2. The Dealer Manager and the Dealers shall commence the offering of the Shares for cash to the public only in jurisdictions in which the Shares are registered or qualified for sale or in which such offering is otherwise permitted. The Dealer Manager and the Dealers will suspend or terminate offering of the Shares upon request of the Company at any time and will resume offering the Shares upon subsequent request of the Company. 3.3. Except as provided in the “Plan of Distribution” section of the Prospectus, as compensation for the services rendered by the Dealer Manager, the Company agrees that it will pay to the Dealer Manager selling commissions in the amount of 7.0% of the gross proceeds of the Class A Shares sold and 3.0% of the gross proceeds of the Class T Shares sold, plus a dealer manager fee in the amount of 2.0% of the gross proceeds of the Shares sold to the public; provided, however, that there shall be no selling commissions and no dealer manager fees paid for sales of Shares under the Company’s distribution reinvestment plan. In addition, the Company agrees that it will pay to the Dealer Manager a monthly distribution and stockholder servicing fee that will accrue daily in an amount equal to 1/365th of 0.8% of the Company’s per share NAV of Class T Shares sold, excluding Class T Shares sold pursuant to the distribution reinvestment plan. The Company will cease paying the distribution and stockholder servicing fee with respect to Class T Shares sold in the Offering at the earliest of (i) the end of the month in which the transfer agent, on behalf of the Company, determines that total selling commissions and distribution and stockholder servicing fees paid by a stockholder within his or her individual account would be equal to 7.0% of the stockholder’s total gross investment amount at the time of the purchase of the primary Class T shares held in such account; (ii) the date on which the aggregate underwriting compensation from all sources equals 10.0% of the gross proceeds from the sale of Shares, excluding Shares sold pursuant to the distribution reinvestment plan; (iii) the fifth anniversary of the last day of the month in which the Offering (excluding the offering of shares pursuant to the Company’s distribution reinvestment plan offering) terminates; (iv) the date such Class T share is no longer outstanding; and (v) the date the Company effects a liquidity event. The distribution and stockholder servicing fee relates to the share or shares sold. Payments to the Dealer Manager shall be made by the end of the week following the week in which Shares are sold by wire transfer of immediately available funds to an account designated by the Dealer Manager. Notwithstanding the foregoing, the Dealer Manager will reallow all of the selling commissions to Dealers. The Dealer Manager also may reallow all or a portion of the dealer manager fee and the distribution and stockholder servicing fee to Dealers; provided, however, that with respect to any individual investment, the Dealer Manager will not re-allow the related distribution and stockholder servicing fee to a Dealer if such Dealer ceases to hold the account related to such investment. In addition, the Dealer Manager will not reallow the distribution and stockholder servicing fee to any Dealer if such Dealer has not executed a Participating Dealer Agreement with the Dealer Manager or if the Dealer’s previously executed Selected Dealer Agreement with the Dealer Manager is terminated. In any instance in which the Dealer Manager does not re-allow the distribution and stockholder servicing fee to a Dealer, the Dealer Manager will return such fee to the Company. If, for any reason, a sale is cancelled or rescinded, the Dealer Manager shall return to the Company the selling commission, the dealer manager fee and the distribution and stockholder servicing fee paid to it with respect to such sale. The Company will not be liable or responsible to any Dealer for direct payment of commissions to such Dealer, it being the sole and exclusive responsibility of the Dealer Manager to make payment of commissions to Dealers. Notwithstanding the above, at its discretion, the Company may act as agent of the Dealer Manager by making direct payment of commissions to such Dealers without incurring any liability therefore. 3.4. The Dealer Manager shall use and distribute, in conjunction with the offer and sale of any Shares, only the Prospectus and such sales literature and advertising as shall have been previously approved in writing by the Company. 3.5. The Dealer Manager acknowledges that the Company may reimburse its advisor for underwriting expenses not covered by the selling commissions, dealer manager fee and distribution and stockholder servicing fee set forth in Section 3.3, but only to the extent that the total of such reimbursements for underwriting expenses and the selling commissions, dealer manager fee and distribution and stockholder servicing fee set forth in Section 3.3 is no more than 10.0% of the gross offering proceeds of the Shares sold in the Offering, excluding proceeds from the distribution reinvestment plan. In no event will total underwriting compensation exceed 10.0% of the gross proceeds of the Shares sold in the Offering, excluding proceeds from the distribution reinvestment plan.

  • General Conduct The BSC has specific policies governing conduct in the units, including, but not limited to, assault, harassment, sexual harassment, host, alcohol, party and substance abuse policies. Member agrees to read and abide by these policies. Failure to follow BSC conduct policies will lead to a range of sanctions up to and including termination of this contract and BSC membership.

  • Retention Rights This Agreement and the grant evidenced hereby do not give you the right to be retained by the Company (or any Affiliate) in any capacity. Unless otherwise specified in an employment or other written agreement between the Company (or any Affiliate) and you, the Company (and any Affiliate) reserve the right to terminate your Service at any time and for any reason.

  • Retention of Legal Obligations 22.5.1 Notwithstanding the Supplier's right to sub-contract pursuant to this Clause 22, the Supplier shall remain responsible for all acts and omissions of its Sub-Contractors and the acts and omissions of those employed or engaged by the Sub-Contractors as if they were its own.

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