Engagement Agreements definition
Examples of Engagement Agreements in a sentence
The Company and the Owners will use their best efforts to obtain all licenses, permits, approvals or other authorizations required under any law, statute, rule, regulation or ordinance, or otherwise necessary or desirable, to provide the services of the Group Practice, the Owners and the Physician Employees contemplated by the Management Agreement, the Physician Engagement Agreements and the Physician Employment Agreements and to conduct the intended business of the Group Practice.
This Agreement constitutes the entire agreement of the parties to this Agreement and supersedes all prior written or oral and all contemporaneous oral agreements, understandings and negotiations with respect to the Offering, except for those specific provisions of the Engagement Agreements between the Company and the Representative that are not related to the Offering, each of which provisions shall remain in full force and effect for the term of the Engagement Agreements.
This Agreement constitutes the entire agreement of the parties to this Agreement and supersedes all prior written or oral and all contemporaneous oral agreements, understandings and negotiations with respect to the Offering, except for those specific provisions of the Engagement Agreement that are not related to the Offering, each of which provisions shall remain in full force and effect for their respective terms of the Engagement Agreements.
Notwithstanding the foregoing, Buyer shall, at the request of Seller, make reasonable commercial efforts to reduce any indemnification obligation of Seller with respect to sales Taxes by making appropriate inquiries of clients who are parties to the Engagement Agreements to determine whether they have been previously audited for use Taxes by the same jurisdiction for the same period or periods.
Buyer and Seller will work together in good faith from the date of this Agreement to and following the Closing Date to (i) transfer to Buyer all electronic data and records and accounting and personnel information related to the Engagement Agreements and the Transferred Employees and similar information that is included within the Purchased Assets and (ii) migrate all electronic Business Records into a format compatible with software or technology owned or licensed by Buyer.
Neither RareGen nor Holdings shall enter into any new Engagement Agreements or amend, modify or waive any provision in any Engagement Agreements without the other party’s prior written consent; provided, however, that RareGen’s consent to any such new Engagement Agreement or amendment, modification or waiver shall not be unreasonably withheld.
Buyer shall provide Seller with such assistance, at Buyer's internal cost, as Seller may reasonably request in connection with Seller's efforts to collect accounts receivable related to work performed on Seller's behalf in connection with the Engagement Agreements by the Business Employees prior to Closing, including causing the DAS Principals or DAS Professionals to provide reasonable assistance to Seller during normal business hours in connection with such efforts.
The Group Practice shall enforce the Physician Engagement Agreements and Physician Employment Agreements, including, without limitation, the Restrictive Covenants.
Engagement Agreements on the basis of a fixed price and fixed completion date cannot be terminated prematurely.
To the extent not previously assumed, the Ad Hoc Group Advisor Engagement Agreements shall each be deemed assumed by the Debtors in accordance with section 365 of the Bankruptcy Code as of the Effective Date.