Transferee’s Obligations Sample Clauses

Transferee’s Obligations. The obligation of Transferee to pay the Purchase Price and assume the Assumed Liabilities is subject to the satisfaction (or waiver by Transferee) on the Closing Date of the following conditions:
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Transferee’s Obligations. 2.1 The Transferee undertakes to the Counterparty to observe and perform the Contract and be bound by its terms from the Novation Date, and accordingly all the obligations and liabilities of the Transferor owed to the Counterparty under the Contract arising on or after the Novation Date shall become the obligations and liabilities of the Transferee owed to the Counterparty.
Transferee’s Obligations. 7.1. The Transferee shall pay the Transfer Price to the Transferor on time and in full in the manner and amount as set forth herein. In case of special circumstances, payment may be extended by 10 days. Thereafter, the Transferee shall pay the Transferor an overdue fine at a daily rate of 0.021% of overdue amount.
Transferee’s Obligations. Each Transfer to which Landlord has consented shall be evidenced by a written instrument in form reasonably satisfactory to Landlord, and executed by Tenant and the Transferee. Each such Transferee shall agree in writing for the benefit of Landlord to assume, be bound by, and perform the terms, covenants and conditions of this Lease to be performed, kept or satisfied by Tenant, including the obligation to pay to Landlord all amounts coming due under this Lease. One fully executed copy of such written instrument shall be delivered to Landlord. Failure to obtain in writing Landlord's prior consent or otherwise comply with the provisions of this Article 19 shall prevent any Transfer from becoming effective.
Transferee’s Obligations. The Transferee hereby agrees that the Transferred Shares are subject to the restrictions and obligations as set forth in that certain Securities Subscription Agreement dated October 13, 2021 (the “Subscription Agreement”) between the Transferor and the Company. The Transferee hereby agrees to be a party to that certain letter agreement between the Company and the Transferee dated October 13, 2021 (the “Letter Agreement”) and the Registration Rights Agreement dated October 13, 2023 (the “Registration Rights Agreement”) by way of the Joinder Agreement, a form of which is attached as Exhibit B to the Securities Purchase Agreement. In addition, the Transferee agrees that if, in connection with an initial business combination of the Company, the Transferor agrees to forfeit, transfer, exchange or amend the terms of all or any portion of the Transferred Shares, or to enter into any other arrangements with respect to the Transferred Shares to facilitate the consummation of the Company’s initial business combination, including voting in favor of any amendment to the terms of the Transferred Shares (any of the foregoing, a “Change in Investment”), the Transferred Shares awarded to the undersigned shall be similarly forfeited, transferred, exchanged, amended or subjected to any such Change in Investment, in each case pro rata in proportion to the number of Transferred Shares held by the Transferor, automatically and without consent of the Transferee.
Transferee’s Obligations. 7.2.1 The Transferee shall make nominations with respect to the subleased Hourly Capacity directly towards the Transporter and according to the nominations procedures of the Transporter as agreed by the Transferee by signing the MTSA. For the avoidance of doubt, the Transferor is not liable towards the Transferee for any damages which may result from the nomination procedure between the Transferee and the Transporter.
Transferee’s Obligations. In consideration of the present transfer, the Transferee undertakes:
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Transferee’s Obligations. A. The Transferee shall meet the provisions of Section 7.5-40 of the Cable Television Regulations and all other provisions of the Franchise Documents regarding service requirements. In addition, the Transferee hereby agrees that the operation of the System shall meet or exceed the FCC standards contained in 47 CFR Part 76.309, entitled Customer Service Obligations, and the requirements of the Franchise Documents. Nothing in this paragraph shall relieve the Transferee from meeting its obligations under the Franchise Documents. B. By January 1, 1997, the Transferee shall inspect all subscriber drops in the City for compliance with the NEC and other applicable laws and regulations. For all drops which do not meet such Code, laws and regulations, the Transferee shall repair the drops, as needed, and provide to the City Manager quarterly written reports beginning on March 1, 1996, documenting such inspections and repairs. 6 8 C. The Transferee shall use employees of the Transferee, and not independent contractors, to perform all System installation and all System maintenance, which is a Franchise requirement. Without waiving this requirement, upon a showing of business need and with prior written approval of the City Manager, the Transferee shall be permitted to use independent contractors on a limited basis, provided that all individuals performing installation and maintenance work on the System, whether employees of the Transferee or independent contractors, shall be properly supervised by the Transferee and shall have been certified, upon successful completion of the Transferee's Qualified Installer Program. D. Upon receipt of a customer complaint or a request for service from any person or entity indicating that any of the Transferee's cables on such customer's, person's or entity's property are buried at depths of less than 18 inches, the Transferee shall, weather permitting and subject to the completion of customary locating procedures, begin to bury the cable to a depth of at least 18 inches as soon as practicable but in any event no later than (i) within twenty four (24) hours after receipt of such notice if the affected cable presents a safety risk or (ii) otherwise within ten (10) business days after receipt of such notice, and shall complete the rebury promptly. E. The Transferee shall incorporate the customers of the System into its centralized computer billing system, which billing system is currently acceptable to the City. The City's acceptance o...
Transferee’s Obligations. 4.2.1 The Transferee shall promptly:
Transferee’s Obligations. 12.1 The Transferee agrees with the Transferor that the Transferee and the Transferee's sucessors in title shall at all times hereafter comply with the covenants, conditions and matters referred to in the title registers of the above title number and shall indemnify and keep indemnified the Transferor against all actions, costs, claims, demands, losses and proceedings in respect of any non-compliance. ---------------------------------------------------------------------------
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