Review Standards Sample Clauses

Review Standards. (a) Buyer shall at all times conduct its due diligence reviews, inspections, and examinations in a manner so as to not cause liability, damage, lien, loss, cost, or expense (other than normal and customary costs or expenses incurred by either Seller in facilitating Buyer’s due diligence investigations in accordance with the terms of this Agreement) to either Seller or any Constituent Property, so as to not unreasonably interfere with or disturb any tenant or either Seller’s operation of its Constituent Properties, and so as to comply with each Seller’s or any such tenant’s reasonable security requirements. (b) Buyer will indemnify, defend, and hold Sellers harmless from and against any reasonable out-of-pocket losses, costs, damages, liens, claims, liabilities or expenses (including, but not limited to, reasonable out-of-pocket attorneys’ fees) actually incurred by Sellers arising from or by reason of Buyer's and/or Buyer’s Representatives’ access to, or inspection of, the Properties or the Property Information, or any tests, inspections or other due diligence conducted by or on behalf of Buyer in connection with the transactions contemplated in this Agreement, except to the extent such losses, costs, damages, liens, claims, liabilities or expenses arise from (i) the mere discovery of existing conditions or are otherwise caused by any existing conditions at any of the Properties that are not exacerbated by Buyer or Buyer's Representatives or (ii) the gross negligence or willful misconduct of either Seller, or Seller's affiliates or agents. (c) Prior to entry upon any Constituent Property, Buyer shall provide Sellers with copies of certificates of insurance evidencing the following insurance coverages (naming Sellers as additional insureds) that shall be maintained by Buyer and by any consultants and other third parties engaged by Buyer in connection with Buyer’s and such third parties’ investigations upon the Property: (a) general liability insurance, from an insurer with an A.M Best rating of no less that A- VII, in the amount of not less than Two Million Dollars ($2,000,000) aggregate liability, which insurance shall provide coverage against claim for personal liability or physical property damage caused by Buyer and Buyer's Representatives in connection with such inspections and tests and/or the entry or activities of Buyer and Buyer's Representatives upon the Property, (b) worker’s compensation insurance having limits no less than those required by sta...
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Review Standards. Landlord shall provide Tenant with one set of consolidated comments in response to each Tenant submission of plans or change requests, accompanied by marked plans and drawings showing its objections. Landlord shall not be permitted submit comments addressing aspects of the design and construction of the Tenant Improvements that are solely stylistic in nature.
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Review Standards. In order to ensure consistency and fairness in the grievance process, the Grievance Panel and the Grievance Appeal Panel will apply the following standards in deciding grievances and appeals.
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Review Standards. The GASB 87 lease review and associated reports and journal entries performed pursuant to the Scope of Services shall be performed using the most current version of each of the following: i. Generally accepted auditing standards as set forth by the American Institute of Certified Public Accounts. ii. Guidance and requirements of Government Accounting Standards Board.
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Review Standards. Except as may be expressly provided by this Lease, if Landlord's consent or approval to any act or request by Tenant is required by this Lease, Xxxxxxxx's consent will not be unreasonably withheld or delayed. For the purpose of this Lease, any references to "working days" shall mean only Monday through Friday and shall exclude Saturday, Sunday, and all legal holidays recognized or observed by the federal government. In the event the scheduled date for the performance of any duty or obligation required to be performed by Tenant under this Lease or in the event the scheduled date for the exercise of any right or option contained therein shall fall on a Saturday, Sunday, or legal holiday, such performance or exercise by Tenant shall be timely if given or exercised on the next following working day.
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Review Standards. Buyer shall use its commercially reasonable efforts at all times to conduct its due diligence reviews, inspections and examinations in a manner so as to not cause Liability to any Seller or any Property, or create any Lien on any Property, and so as to not unreasonably interfere with or disturb any tenant or any Seller’s operation of the applicable Property, and Buyer will indemnify, defend (with counsel reasonably acceptable to Sellers), and hold Sellers and the Properties harmless from and against any such Liability or Lien (including any such Liability or Lien caused by Buyer’s employees, agents, advisors, partners, independent contractors, members, direct and indirect owners, officers, directors, clients and representatives, 00 Xxx Xxxxxxxxxx, Xxxx Xxxx Xxxx, Xxxx Xxxxxxxxxx Xxxxx, Xxxx Xxxx Xxxx, Xxxx The Charleston Cedar Hills, Utah but excluding any Liability or Lien suffered by any Seller or any Property as a result of the mere discovery of an existing condition at such Property that is not exacerbated by Buyer or any of its employees, agents, advisors, partners, independent contractors, members, direct and indirect owners, officers, directors, clients and representatives). Buyer shall maintain a commercial general liability insurance policy (containing a waiver of subrogation) to cover Buyer’s activities on the Properties pursuant to this Section 6.3 in an amount not less than One Million Dollars ($1,000,000) per occurrence, Two Million Dollars ($2,000,000) general aggregate. Sellers shall be named as additional insureds on such policy. Buyer shall deliver to Sellers an insurance certificate evidencing compliance with such insurance requirements prior to entering any Property for the purpose of conducting any physical inspections of such Property. In the event of any termination hereunder, Buyer shall return all documents and other materials furnished by Sellers hereunder and shall provide Seller with copies of all third party reports (other than Excluded Materials) obtained by Buyer in connection with the transactions contemplated by this Agreement. In connection with any permitted testing, sampling or other work performed hereunder, Buyer shall promptly dispose of (or cause to be disposed of) at its sole cost in accordance with all applicable Laws any waste, samples or other materials generated or removed by Buyer or by its agents or contractors arising from or in connection with the investigations, samplings or testing hereunder and shall resto...
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Review Standards. Approval shall be based, among other things, on adequacy of Site dimensions; storm drainage considerations; conformity and harmony of external design with neighboring structures, improvements, operations and uses; relation of topography, grade and finished ground elevation of the Site being improved to that of neighboring Sites; proper facing of main elevation with respect to nearby streets; general guidelines as established by Declarant from time to time; the Proffers; and conformity of the plans and specifications to the use purpose and general plan and intent of these covenants.
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Review Standards i. Any street that will have a dead end shall provide a turnaround approved by the City Engineer and the Fire Chief for adequacy to support and accommodate maintenance and emergency vehicles. ii. The road shall be constructed such that a grade of +/-3.0% from the existing edge of pavement will allow the generated stormwater flows to be handled by the drainage system. iii. Private ways need to be inspected by the City’s engineering staff during the construction process. iv. Open Space: (Not sure if we want to include or not) Where the proposed construction or improvement of a private way or streets shall exceed one hundred fifty (150) feet in total combined length, the applicant shall set aside as open space an area that is at least ten (10) percent of the total area of the lots fronting on the private way or streets being constructed or improved, excluding the area of the lots fronting on the first one hundred fifty (150) feet. Such land either shall be set aside within the area of those lots or shall be in close proximity to those lots. For the purpose of the section “close proximity” shall mean land that is located within two thousand two hundred fifty (2,250) feet from those lots and that is not separated from those lots by a street that is more than two lanes in total width or that has a posted speed limit of more than thirty-five (35) miles per hour. Land to be set aside as open space shall either be deeded to an organization or an entity that is authorized as a holder of conservation easements as defined in 33 M.R.S.A. & 476, or it shall be protected by deed restrictions, which shall be reviewed and approved by the City for compliance with the requirements set forth herein. No structures other than small structures accessory to the recreational use shall be permitted on the open space land and no pavement shall be allowed, except for the creation of trails. Any open space provided off-site shall be usable for active or passive recreation purposes or shall include areas that are identified by the Department of Inland Fisheries and Wildlife as significant wildlife habitat. Wetland areas as defined in 38 M.R.S.A. & 436-A shall not be included in open space under this section. An applicant may elect to pay a fee in lieu of provision of open space. That fee shall equal $1,500.00 for every fifty (50) feet of private street that is constructed or improved, excluding the first one hundred fifty (150) feet. v. Where the proposed construction or improvement in...
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Related to Review Standards

  • OMB Standards Unless specified otherwise within this agreement, the Subrecipient shall procure all materials, property, or services in accordance with the requirements of 24 CFR 84.40−48.

  • Technical Standards The Generation System shall be installed and operated by the Interconnection Customer consistent with the requirements of this Agreement; the Technical Requirements; the applicable requirements located in the National Electrical Code (NEC); the applicable standards published by the American National Standards Institute (ANSI) and the Institute of Electrical and Electronic Engineers (IEEE); and local building and other applicable ordinances in effect at the time of the installation of the Generation System.

  • Safety Standards Performance of the Contract for all commodities or contractual services must comply with requirements of the Occupational Safety and Health Act and other applicable State of Florida and federal requirements.

  • Content Standards You agree that you will not upload or provide content or otherwise post, transmit, distribute, or disseminate through the Zelle® Payment Service any material that: (1) is false, misleading, unlawful, obscene, indecent, lewd, pornographic, defamatory, libelous, threatening, harassing, hateful, abusive, or inflammatory; (2) encourages conduct that would be considered a criminal offense or gives rise to civil liability; (3) breaches or infringes any duty toward or rights of any person or entity, including rights of publicity, privacy or intellectual property; (4) contains corrupted data or any other harmful, disruptive, or destructive files; (5) advertises products or services competitive with Zelle®, as determined by Zelle® in its sole discretion; or (6) in Zelle®’s or our sole judgment, is objectionable, restricts or inhibits any person or entity from using or enjoying any portion of the Zelle® Payment Service, or which may expose us, Zelle® or our respective affiliates or customers to harm or liability of any nature.

  • Procurement Standards For projects being managed by the Local Government and on the State highway system or that include state funding, the Local Government must obtain approval from the State for its proposed procurement procedure for the selection of a professional services provider, a contractor for a construction or maintenance project, or a materials provider.

  • Professional Standards The Contractor agrees to maintain the professional standards applicable to its profession and to Contractors doing business in the United States Virgin Islands.

  • Ethical Standards ‌ 7.8.1 Within ninety (90) days after the Effective Date, Developer shall adopt written policies establishing ethical standards of conduct for all Developer-Related Entities, including Developer’s supervisory and management personnel, in dealing with (a) IFA and the Department and (b) employment relations. Such policy shall be subject to review and comment by IFA prior to adoption. Such policy shall include standards of ethical conduct concerning the following: 7.8.1.1 Restrictions on gifts and contributions to, and lobbying of, IFA, the Department and any of their respective members, commissioners, directors, officers and employees, and elected State officials; 7.8.1.2 Protection of employees from unethical practices in selection, use, hiring, compensation or other terms and conditions of employment, or in firing, promotion and termination of employees; 7.8.1.3 Protection of employees from retaliatory actions (including discharge, demotion, suspension, threat, harassment, pay reduction or other discrimination in the terms and conditions of employment) in response to reporting of illegal (including the making of a false claim), unethical or unsafe actions or failures to act by any Developer-Related Entity; 7.8.1.4 Restrictions on directors, members, officers or supervisory or management personnel of any Developer-Related Entity engaging in any transaction or activity, including receiving or offering a financial incentive, benefit, loan or other financial interest, that is, or to a reasonable person appears to be, in conflict with or incompatible with the proper discharge of duties or independence of judgment or action in the performance of duties, or adverse to the interests of the Project or employees; 7.8.1.5 Restrictions on use of office or job position for a purpose that is, or would to a reasonable person appear to be, primarily for the private benefit of a director, member, officer or supervisory or management person, rather than primarily for the benefit of Developer or the Project, or primarily to achieve a private gain or an exemption from duty or responsibility for a director, member, officer or supervisory or management person; and 7.8.1.6 Restrictions on directors, members, officers or employees of any Developer-Related Entity performing any of the Work if the performance of such services would be prohibited under IFA’s conflict of interest rules and policies. 7.8.2 Developer shall cause its directors, members, officers and supervisory and management personnel, and require those of all other Developer-Related Entities, to adhere to and enforce the adopted policy on ethical standards of conduct. Developer shall establish reasonable systems and procedures to promote and monitor compliance with the policy. 7.8.3 Notwithstanding the foregoing in this Section 7.8, Developer has an affirmative obligation under this Agreement to disclose to IFA and to the Indiana State Ethics Commission when an interested party is or becomes an employee of IFA or the State. This obligation extends only to those facts that Developer knows or reasonably could know. For purposes of this Section 7.8.3, “interested party” means (a) the individual executing this Agreement, (b) an individual who has an interest of three percent (3%) or more of Developer, (c) any member of the immediate family of an individual specified in clause (a) or (b). For purposes of the preceding sentence, “immediate family” means the spouse and the unemancipated children of an individual.‌

  • Quality Standards Each Party agrees that the nature and quality of its products and services supplied in connection with the other Party's Marks will conform to quality standards set by the other Party. Each Party agrees to supply the other Party, upon request, with a reasonable number of samples of any Materials publicly disseminated by such Party which utilize the other Party's Marks. Each Party will comply with all applicable laws, regulations, and customs and obtain any required government approvals pertaining to use of the other Party's marks.

  • Operating Standards (A) Distributor and its Dealer(s) shall conduct the operation of their respective businesses related to the resale of the Product(s) in a clean and safe manner and shall otherwise conduct no business which could interfere with the sale of Product(s) or damage the goodwill of the Valero brand or the Marks. Without limiting the foregoing, Distributor and its Dealer(s) shall, at all times during the term of this Agreement, fully comply with VMSC’s then current “Basic Operational Requirements” which Distributor acknowledges have been received and reviewed by Distributor. Furthermore, without limiting any provision to the contrary herein, Distributor and its Dealer(s) shall fully comply with VMSC’s “Commitment to Excellence Requirements”, which Distributor acknowledges have been received and reviewed by Distributor. As of the Commencement Date, Distributor and its Dealer(s) agree to participate in the Commitment to Excellence Program (“CTE Program”). The CTE Program provides that each Station meets the established Commitment to Excellence Requirements which consists of requirements from each of the following VMSC documents: VMSC’s Basic Image Requirements, Wholesale Branding Manual, and Basic Operational Requirements. VMSC reserves the right to amend, change, or otherwise modify the “Basic Operational Requirements”, “Commitment to Excellence Requirements” and the “CTE Program” from time to time, in VMSC’s sole and absolute discretion. (B) Distributor and its Dealer(s) shall comply with all Laws of any governing authority or agency having jurisdiction or purporting to have jurisdiction relating to the handling, storage, testing, sale, distribution, transportation, and/or use of the Product(s) and shall further comply with all rules, guidelines, and procedures of VMSC in connection with the loading, transportation, handling, storing, testing, selling, dispensing, and/or use of the Product(s). (C) Subject to Paragraph 12 of this Agreement, Distributor and its Dealer(s) shall continuously offer at least three grades of “Valero” branded gasoline at each Station. (D) Distributor and its Dealer(s) will utilize and maintain updated point of sale systems as required by VMSC. VMSC also reserves the right to install, and Distributor and its Dealer(s) agree to utilize, update and maintain, other automated systems, at Distributor’s cost, as required by VMSC, including but not limited, such systems necessary to poll, at frequencies determined by VMSC, each Station’s Product sales. (E) VMSC may inspect or review compliance by Distributor and its Dealer(s) with the requirements of this Paragraph 8 in any reasonable manner that VMSC determines, including, but not limited to, announced and unannounced visits. (F) Distributor expressly understands and agrees that a confidential relationship is established between VMSC and Distributor under this Agreement and that, as a result thereof, VMSC will be disclosing and transmitting to Distributor certain confidential and proprietary information in connection with the Distributor’s operation of the Station. Distributor hereby agrees that Distributor shall not, during the term of this Agreement or thereafter, communicate, divulge or use for the benefit of any other person, persons, partnership, association or corporation and, following the expiration or termination of this Agreement, shall not use for the benefit of Distributor, or any of its principals, any confidential information, knowledge or know-how concerning the methods of operation (including pricing) of the Station which may be communicated to Distributor or its principals or of which they may be apprised in connection with the operation of the Station(s) under the terms of this Agreement. Distributor shall divulge such confidential information only to such of Distributor’s employees as must have access to it in order to operate the Station(s). Any and all information, knowledge, know-how, techniques and any materials used in or related to the Station which VMSC provides to Distributor in connection with this Agreement shall be deemed confidential for purposes of this Agreement. Such confidential information does not include information that, at the time it was disclosed to or learned by Distributor, was part of the public domain, nor information that, after the time it was disclosed to or learned by Distributor, became part of the public domain through disclosure, publication or communication by persons other than Distributor or its employees. Distributor shall not at any time, without VMSC’s prior written consent, copy, duplicate, record or otherwise reproduce such materials or information, in whole or in part, nor otherwise make the same available to any unauthorized person. (G) Distributor acknowledges that strict compliance with the terms and conditions of this Paragraph 8 is a material and important part of the consideration for this Agreement.

  • General Standards An Assistant Professor will be competent to teach in a particular field, will be current in the literature of that field, and will seek to meet student needs in both the classroom and in non-classroom environments. However, an Assistant may be a junior member of the academic community, with little professional and/or teaching experience. Furthermore, an Assistant may have little experience in curriculum development, committee work, governance, professional and/or community service, etc. In short, an Assistant Professor generally will be new to tenure-track college teaching. For eligibility for promotion from Assistant to Associate Professor, the candidate must have served a minimum of four (4) years at the rank of Assistant Professor, and must show evidence that he/she has grown professionally and consistently has sought to meet student needs, in both the classroom and in non-classroom environments. A successful candidate for the rank of Associate Professor will have remained current in the field, and will have improved his/her teaching in some demonstrable way. He/she also will have demonstrated professional growth in one or more of the following ways: completion of additional appropriate course work (if applicable), attendance at professional conferences, service on campus and/or District committees, professional and/or community service, or, the production of some creative work. Evidence of professional growth will be drawn from a careful analysis of student evaluations and peer evaluations over a period of time, and from a critical reading of materials submitted by the candidate. For promotion from Associate to Professor, the candidate must have served a minimum of four (4) years at the rank of Associate Professor, and must show evidence that he/she has grown professionally to a point where he/she has mastered both a particular field of knowledge and the teaching of that knowledge. A successful candidate must show evidence that he/she consistently has sought to meet student needs, in both the classroom and non-classroom environments. A Professor should be a senior member of the faculty, one who has such substantial experience, knowledge, and skill that he/she could mentor junior faculty in his/her area of expertise. A Professor will have demonstrated all the same kinds of achievements and attributes necessary for promotion to the Associate Professor rank, but in addition will demonstrate that he/she is a leader in some appropriate sense. Evidence of professional growth and leadership will be drawn from a careful analysis of student evaluations and peer evaluations over a period of time, and from a critical reading of materials submitted by the candidate.

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