The Franchisee.
3.10.1 acknowledges that the decisions by the Secretary of State:
(i) not to extend the EMA beyond 20 September 2020; and/or
(ii) to enter into this XXXX; and/or
(iii) to offer this XXXX on the terms set out herein and conditional on the termination of the underlying Franchise Agreement, including the policy and procedure adopted by the Secretary of State to reach and implement these decisions (together, the "Decisions") are reasonable; and
3.10.2 covenants that it will not, and will procure that none of its Related Parties will, make, maintain, support, assist or encourage any Claim of any kind against the Secretary of State or any other party in connection with or arising out of the Decisions.
The Franchisee. (a) acknowledges that it is vicariously liable for the actions of its employees and will be responsible in the event of any breach of Clause 3.15 and 3.16 by its employees; and
(b) covenants and declares that Clauses 3.15 to 3.17 inclusive will survive any termination or discharge of this Agreement.
The Franchisee. (a) authorises the Franchisor or the National Franchisor, on the Franchisee’s behalf, to take any action required to:
(i) register, amend, renew, de-register or cancel the Business Name as required under this Agreement, by ASIC or by Law;
(ii) invoice the ASIC fees (if any) associated with the actions in Clause 7.46(a)(i) to the Franchisee as required (either directly or through the Franchisor);
(b) will, prior to signing this Agreement or at any other relevant time during the Term:
(i) execute a Business Name Authority Agreement (or such equivalent agreement or authorisation), in the form acceptable to the National Franchisor or as required by ASIC, and as updated from time to time; or
(ii) provide such information to the Franchisor, the National Franchisor or ASIC as required to enable the actions in Clause 7.46(a) to be completed by the National Franchisor.
The Franchisee.
(i) not to extend the EMA beyond 20 September 2020; and/or
(ii) to enter into this XXXX; and/or
(iii) to offer this XXXX on the terms set out herein and conditional on the termination of the underlying Franchise Agreement,
The Franchisee. Franchisee(s) agree not to involve himself in any manner either directly or indirectly in any business or activity which is in competition with the business or activities of the BSNL. He will not be the Franchisee of any other Telecom/IT/ Internet Service Provider in the area for which the BSNL has been licensed to provide the BSNL services. The Franchisee acknowledges that the adherence to this provision is a material obligation of this Agreement.
The Franchisee. Franchisee(s) shall not during the continuance of this Agreement or for a period of after its termination (whether alone or directly or indirectly) be interested or concerned in any business or activity which is in competition with the business or activities of BSNL. The Franchisee acknowledges that the adherence to this provision is a material obligation of this Agreement.
The Franchisee. (i) warrants it has power under the trust to enter into this Agreement;
(ii) warrants it has a right of indemnity under the trust;
The Franchisee. (a) shall complete the Crossrail Transfer Agreements such that they are effective from 01.59 on 10 December 2017 (or such other date as the Secretary of State shall specify) including by entering into the Crossrail Business Transfer Agreement;
(b) act fairly, reasonably and in good faith for the purpose of agreeing the transfer of any other Franchise Assets to the Crossrail Operator and TfL as may be reasonably required by the Secretary of State or (if directed by the Secretary of State) by TfL prior to 10 December 2017 at a cost which reflects the net book value of such Franchise Assets);
(c) shall not without the prior written permission of the Secretary of State enter into any contracts, agreements or arrangements in relation to Xxxxx Xxxx Station (including the Station Lease) where such contracts are not capable of being terminated on or before the Crossrail Transfer Date; and
(d) prior to the Crossrail Transfer Date, shall act reasonably and in good faith and co-operate with the Crossrail Operator's reasonable requirements to facilitate the mobilisation of the Crossrail Operator including permitting reasonable access by the Crossrail Operator to relevant employees for briefing and training purposes.
The Franchisee acknowledges that:
The Franchisee. (a) assigns to Aussie all existing and future rights (including, but not limited to, copyright and the right to keep information confidential) and waives and will procure a waiver from its Employees in relation to any moral rights, in any alteration of the Aussie System suggested by the Franchisee (whether created alone or jointly with Aussie, a Related Body Corporate of Aussie or its personnel); and
(b) acknowledges that by virtue of this clause all such existing rights vest in Aussie, and on their creation, all such future rights will vest in Aussie.
