Use and dealings Sample Clauses

Use and dealings. (a) During the Agreement Period, the Recipient must use any Asset only for the purposes of the Project, or other purposes consistent with the Outcomes.
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Use and dealings. (a) During the Agreement Period, the Recipient must use any Asset only for the purposes of the Activity, or other purposes consistent with the Outcomes approved by DFAT.
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Use and dealings. During the Agreement Period, the Recipient must use any Asset only for the purposes of the Activity, or other purposes consistent with the Outcomes approved by DFAT. During the Agreement Period, the Recipient must: obtain good title to all Assets (other than Assets which the Recipient leases); hold all Assets securely and safeguard them against Fraud, theft, loss, damage, or unauthorised use; maintain all Assets in good working order; maintain all appropriate insurances in respect of any Assets; if required by Law, maintain registration and licensing of all Assets; be fully responsible for, and bear all risks relating to, the use or disposal of all Assets; and maintain an Asset Register containing the details as described in Clause 13.3 (Asset Register) and provide a copy of the Assets Register to DFAT on request. The Recipient must reconcile the Asset Register with the Assets annually and include the results of that reconciliation in the annual report to be provided to DFAT set out in Clause 15.3 (Annual Reports). The Asset Register and other relevant documents such as import papers and manufacturers' warranties relating to the Assets must be available for audit or review as required by DFAT. Sale or disposal The Recipient must not: dispose (including any write-offs) of Assets unless: the disposal is conducted on an arms-length basis; and any conflicts of interest relevant to the disposal are disclosed to DFAT pursuant to Clause 26 (Conflict of Interest). If the Recipient sells or otherwise disposes of an Asset during the Agreement Period, the proceeds of any sale or disposal of the Assets forms part of the Funds. If the Recipient sells or otherwise disposes of an Asset during the Agreement Period, DFAT is entitled, at its discretion, to recover from the Recipient: the value of the Asset obtained from the sale or disposal of the Asset; or the market value of the Asset.
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Use and dealings. During the Agreement Period, the Recipient must use any Asset only for the purposes of the Project, or other purposes consistent with the Outcomes. During the Agreement Period, the Recipient must: obtain good title to all Assets (other than Assets which the Recipient leases); not encumber or dispose of any Asset without ARENA's prior approval; hold all Assets securely and safeguard them against theft, loss, damage, or unauthorised use; maintain all Assets in good working order; maintain all appropriate insurances in respect of any Assets; if required by Law, maintain registration and licensing of all Assets; be fully responsible for, and bear all risks relating to, the use or disposal of all Assets; and if specified in item 15 of Schedule 1, maintain an Assets register containing the details as described in item 15 of Schedule 1 and provide a copy of the register to ARENA on request. Sale or disposal If the Recipient sells or otherwise disposes of an Asset during the Agreement Period, ARENA, at its discretion: is entitled to recover from the Recipient the proportion of the value of the Asset following Depreciation calculated as at the date of sale or disposal which is equivalent to the proportion of the purchase price of the Asset that was funded from the Funds; or is entitled to recover from the Recipient the proportion of the market value of the Asset which is equivalent to the proportion of the purchase price of the Asset that was funded from the Funds.
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Use and dealings. (a) During the Term, the Grantee must use any Asset only for the purposes of the Project, or other purposes consistent with the Objectives
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Use and dealings. During the Agreement Period, the Recipient must use any Asset only for the purposes of the Activities, or other purposes consistent with the Outcomes. During the Agreement Period, the Recipient must: not encumber, dispose or deal with any Asset valued at $50,000 (excluding GST) or above other than in accordance with this clause 15, without the Department's prior approval; hold all Assets securely and safeguard them against theft, loss, damage, or unauthorised use and ensure they are adequately insured as described in clause 19; maintain all Assets in good working order; and be fully responsible for, and bear all risks relating to, the use or disposal of all Assets. Intellectual Property Rights
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Use and dealings. (a) During the Agreement, the Recipient (or other Group entities) must use an Asset in accordance with this Agreement, for the purposes of the Project, and for purposes consistent with the Deliverables.
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Use and dealings. (a) Subject to the approval of the Commonwealth, the Recipient can use the Funds in whole or in part to purchase an Asset.
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Related to Use and dealings

  • Exclusive Dealings For so long as this Agreement remains in ------------------ effect, neither Seller nor any person acting on Seller's behalf shall, directly or indirectly, solicit or initiate any offer from, or conduct any negotiations with, any person or entity concerning the acquisition of all or any interest in any of the Purchased Assets or the Stations, other than Buyer or Buyer's permitted assignees.

  • Other Dealings The Custodian shall otherwise act as directed by Instruction, including without limitation effecting the free payments of moneys or the free delivery of securities, provided that such Instruction shall indicate the purpose of such payment or delivery and that the Custodian shall record the party to whom the payment or delivery is made.

  • Exclusive Dealing (a) From and after the date hereof until the earlier of the Effective Time or the Termination Date, if any, the Company shall not take, and shall not permit any of its Subsidiaries, and its and their respective officers, directors or employees to take, and shall use its reasonable best efforts to cause its Representatives not to take, any action to solicit, encourage, initiate or engage in discussions or negotiations with, or provide any information to or enter into any agreement with any Person or facilitate, any inquiries or submission of proposals or offers from any Person (other than Parent, Merger Sub and/or their respective Affiliates) concerning any Alternative Transaction. The Company shall, and shall cause each of its Subsidiaries to, immediately cease and cause to be terminated any existing activities, discussions or negotiations by the Company, any Subsidiary of the Company or any Representative of the Company or its Subsidiaries with any Persons (other than Parent and Merger Sub) conducted heretofore with respect to any Alternative Transaction and request from each Person that has executed a confidentiality agreement with the Company in connection with an Alternative Transaction the prompt return or destruction of all confidential information previously furnished to such Person or its representatives and terminate access by each such Person and its representatives to any online or other data rooms containing any information in respect of the Company or any of its Subsidiaries. In addition, the Company shall not, and shall cause its Subsidiaries and its and their respective Representatives not to take any action to exempt any Person (other than Parent or its Subsidiaries) or any action taken by any such Person from any state takeover statute or similarly restrictive provisions of the Company Organizational Documents, or except with respect to Parent and its Affiliates, grant any waiver or release under, or terminate, amend or otherwise modify any standstill, confidentiality or similar agreement with respect to any equity or debt securities of the Company or any of its Subsidiaries, or otherwise take any action that would render the provisions thereof ineffective. Notwithstanding the foregoing, the Company may respond to any unsolicited proposal regarding an Alternative Transaction by indicating that the Company is subject to a definitive agreement regarding a transaction and, except as provided in such definitive agreement, is unable to provide any information related to the Company or any of its Subsidiaries or entertain any proposals or offers or engage in any negotiations or discussions concerning an Alternative Transaction for as long as such definitive agreement remains in effect. Except as expressly permitted by this Section 5.4, in no event shall the Company endorse, recommend, make a public statement or support in any manner any Alternative Transaction, other than the transactions contemplated by this Agreement.

  • Good Faith and Fair Dealing The Parties agree to act in accordance with the principles of good faith and fair dealing in the performance of the Agreement.

  • Dealings NCPS and any stockholder, director, officer or employee of NCPS may buy, sell, and deal in any of the securities of the Issuer and become pecuniary interested in any transaction in which the Issuer may be interested, and contract and lend money to the Issuer and otherwise act as fully and freely as though it were not NCPS under this Escrow Agreement. Nothing herein shall preclude NCPS from acting in any other capacity for the Issuer or any other entity.

  • Self-Dealing Unless entered into in bad faith, no contract or transaction between the Company and one or more of its Members, officers, or employees, or between the Company and any other entity or organization in which one or more of its Members, officers, or employees have a financial interest or are owners, managers, partners, directors, officers, or employees, shall be voidable solely for this reason or solely because such Member, officer, or employee was present or participated in the authorization of such contract or transaction. No Member, officer, or employee interested in such contract or transaction, because of such interest, shall be considered to be in breach of this Agreement or liable to the Company or any other Person for any loss or expense incurred by reason of such contract or transaction or shall be accountable for any gain or profit realized from such contract or transaction. While not required, approval or ratification by a majority of the Members having no interest in the transaction constitutes conclusive evidence that such transaction is permitted under this section.

  • Course of Dealing No course of dealing, nor any failure to exercise, nor any delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof.

  • Trustee Dealings with Company The Trustee, in its individual or any other capacity, may make loans to, accept deposits from, and perform services for the Company or its Affiliates, and may otherwise deal with the Company or its Affiliates, as if it were not the Trustee.

  • Dealings with Grantors Upon any application or demand by the Borrower or any Grantor to any Representative to take or permit any action under any of the provisions of this Agreement or under any Collateral Document (if such action is subject to the provisions hereof), at the request of such Representative, the Borrower or such Grantor, as appropriate, shall furnish to such Representative a certificate of a Responsible Officer (an “Officer’s Certificate”) stating that all conditions precedent, if any, provided for in this Agreement or such Collateral Document, as the case may be, relating to the proposed action have been complied with, except that in the case of any such application or demand as to which the furnishing of such documents is specifically required by any provision of this Agreement or any Collateral Document relating to such particular application or demand, no additional certificate or opinion need be furnished.

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