Obligations of the Sponsor. The Sponsor agrees to provide the Asset Representations Reviewer with the following: • Reasonable access to the Sponsor; • Complete AUPs; • Required Documents; and • Other related information reasonably requested by the Asset Representations Reviewer to perform the Services hereunder.
Obligations of the Sponsor. In addition to the obligations expressly provided by the Delaware Trust Statute or this Trust Agreement, the Sponsor shall:
(a) Devote such of its time to the business and affairs of the Trust as it shall, in its discretion exercised in good faith, determine to be necessary to conduct the business and affairs of the Trust for the benefit of the Trust and the Unitholders;
(b) Execute, file, record and/or publish all certificates, statements and other documents and do any and all other things as may be appropriate for the formation, qualification and operation of the Trust and for the conduct of its business in all appropriate jurisdictions;
(c) Appoint and remove independent public accountants to audit the accounts of the Trust;
(d) Employ attorneys to represent the Trust;
(e) Use its best efforts to maintain the status of the Trust as a “statutory trust” for state law purpose and as a “partnership” for U.S. federal income tax purposes;
(f) Invest, reinvest, hold uninvested, sell, exchange, write options on, lease, lend and, subject to Section 5.4(b), pledge, mortgage and hypothecate the Trust Estate of each Fund in accordance with the purposes of the Trust and the Registration Statement.
(g) Have fiduciary responsibility for the safekeeping and use of the Trust Estate, whether or not in the Sponsor’s immediate possession or control;
(h) Enter into an Authorized Purchaser Agreement with each Authorized Purchaser and discharge the duties and responsibilities of the Trust and the Sponsor thereunder;
(i) For each Fund, receive from Authorized Purchasers and process, or cause the Distributor to process, properly submitted Purchase Orders, as described in Section 4.5(a)(i);
(j) For each Fund, in connection with Purchase Order, receive Creation Basket Deposits from Authorized Purchasers;
(k) For each Fund, in connection with Purchase Order, deliver or cause the delivery of Creation Baskets to the Depository for the account of the Authorized Purchaser submitting a Purchase Order for which the Sponsor has received the requisite Transaction Fee and the Trust has received the requisite Deposit, as described in Section 4.5(d);
(l) For each Fund, receive from Authorized Purchasers and process, or cause the Distributor to process, properly submitted Redemption Orders, as described in Section 8.1(a), or as may from time to time be permitted by Section 8.2;
(m) For each Fund, in connection with Redemption Orders, receive from the redeeming Authorized Purchaser through the...
Obligations of the Sponsor. (a) The Sponsor does not assume any obligation nor shall it be subject to any liability under this Agreement to any Registered Owner or Beneficial Owner or Depositor (including liability with respect to the worth of the Trust Property), except that the Sponsor agrees to perform its obligations specifically set forth in this Agreement without negligence or bad faith.
(b) The Sponsor shall not be under any obligation to prosecute any action, suit or other proceeding in respect of any Trust Property or in respect of the Shares on behalf of a Registered Owner, Beneficial Owner, Depositor or other Person.
(c) The Sponsor shall not be liable for any action or non-action by it in reliance upon the advice of or information from legal counsel, accountants, any Depositor, any Registered Owner or any other person believed by it in good faith to be competent to give such advice or information.
(d) The Sponsor shall not be liable for any acts or omissions made by a successor sponsor whether in connection with a previous act or omission of the Sponsor or in connection with any matter arising wholly after the resignation of the Sponsor, provided that in connection with the issue out of which such potential liability arises the Sponsor performed its obligations without negligence or bad faith while it acted as sponsor.
(e) The Sponsor shall have no obligation to comply with any direction or instruction from any Registered Owner or Beneficial Owner or Depositor regarding Shares except to the extent specifically provided in this Agreement.
Obligations of the Sponsor. (a) The Sponsor does not assume any obligation and it shall not be subject to any liability under this Trust Agreement to any Shareholder, Beneficial Owner or Authorized Participant (including liability with respect to the worth of the Trust Estate), except that it agrees to perform its obligations specifically set forth in this Trust Agreement without gross negligence or bad faith.
(b) The Sponsor shall not be under any obligation to prosecute any action, suit or other proceeding in respect of any portion of the Trust Estate or in respect of the Shares on behalf of a Shareholder, Beneficial Owner, Authorized Participant or other Person.
(c) The Sponsor shall not be liable for any action or non-action by it in reliance upon the advice of or information from legal counsel, accountants, any Authorized Participant, any Shareholder or any other Person believed by it in good faith to be competent to give such advice or information.
(d) The Sponsor shall not be liable for any acts or omissions made by a successor Sponsor, whether in connection with a previous act or omission of the Sponsor or in connection with any matter arising wholly after the resignation of the Sponsor; provided that in connection with the issue out of which such potential liability arises the Sponsor performed its obligations without negligence or bad faith while it acted as Sponsor.
(e) The Sponsor shall have no obligation to comply with any direction or instruction from any Shareholder, Beneficial Owner or Authorized Participant regarding Shares except to the extent specifically provided in this Trust Agreement.
Obligations of the Sponsor. 5.1 The Sponsor undertakes to the Organiser:
5.1.1 to exercise the Sponsorship Rights strictly in accordance with the terms of this agreement. For the avoidance of doubt, the Sponsor shall not be entitled to use or exploit any of the Commercial Rights (other than the Sponsorship Rights) in any way;
5.1.2 to provide to the Organiser, at the Sponsor's sole cost and expense, all suitable material including artwork of the Sponsor's Marks in a format and within print deadlines reasonably specified by the Organiser for it to be reproduced under the control of the Organiser for the fulfilment of the Sponsorship Rights;
5.1.3 to use the Event Marks and other branding materials provided by the Organiser in accordance with the Event Marks Guidelines;
5.1.4 to apply any legal notices as required by the Organiser or as set out in the Event Marks Guidelines on all Sponsor's Event Materials;
5.1.5 to submit to the Organiser for its prior written approval, not to be unreasonably withheld or delayed, pre-production samples of all the Sponsor's Event Materials, before their distribution, production or sale;
5.1.6 to ensure that all Sponsor's Event Materials shall comply in all respects with the samples approved in accordance with clause 5.1.5;
5.1.7 to ensure that the manufacture, packaging, distribution, advertising and sale of all Sponsor's Event Materials shall comply with all Applicable Laws and the highest standards of business ethics;
5.1.8 to immediately at the written request of the Organiser and at its sole cost, withdraw from circulation any Sponsor's Event Materials which do not comply with clause 5.1.3 to clause 5.1.7;
5.1.9 to comply with all Applicable Laws relevant to the exercise of its rights and the performance of its obligations under this agreement;
5.1.10 not to apply for registration of any part of the Event Marks or anything confusingly similar to the Event Marks as a trade xxxx for any goods or services;
5.1.11 not to use the Event Marks or any part of them or anything confusingly similar to them in its trading or corporate name or otherwise, except as authorised under this agreement;
5.1.12 not to do or permit anything to be done which might adversely affect any of the Commercial Rights or the value of the Commercial Rights;
5.1.13 to provide all reasonable assistance to the Organiser in relation to the Organiser's exploitation of the Commercial Rights;
5.1.14 to assist the Organiser in protecting the Event Marks and not to knowingly do, or cause o...
Obligations of the Sponsor. 27.1 In the event that the Sponsor is suspended from the Settlement Facility, subject to an assertion of an interest in Securities controlled by the Sponsor, where the assertion is made by either a liquidator, receiver, administrator or trustee of the Sponsor:
(a) the Security Owner has the right, within 20 Business Days of ASX Settlement giving notice of suspension, to give Notice to ASX Settlement requesting that the Sponsored Portfolio be removed either: i from the CHESS Subregister; or ii from the control of the suspended Sponsor to the control of another Sponsoring Participant with whom the Security Owner has entered into a valid sponsorship agreement pursuant to Rule
Obligations of the Sponsor. 4.1 The Sponsor agrees that it will not organise and/or stage concurrent events which take place on the same dates and in the same city as the Event without the prior written permission of the Organiser. However, the Sponsor may hold private demonstrations for, and/or meetings with, attendees of the main Event where the audience at such demonstrations and/or meetings is five persons or fewer.
Obligations of the Sponsor. (a) The Sponsor does not assume any obligation nor shall it be subject to any liability under this Agreement to any Registered Owner or Beneficial Owner or Depositor (including liability with respect to the worth of the Trust Property), except that the Sponsor agrees to perform its obligations specifically set forth in this Agreement without negligence or bad faith. In no event shall the Sponsor be liable for any indirect, consequential, punitive or special damages, regardless of the form of action and whether or not any such damages were foreseeable or contemplated.
(b) The Sponsor shall not be under any obligation to prosecute any action, suit or other proceeding in respect of any Trust Property or in respect of the Shares on behalf of a Registered Owner, Beneficial Owner, Depositor or other Person.
(c) The Sponsor shall not be liable for any action or non-action by it in reliance upon the advice of or information from legal counsel, accountants, any Depositor, any Registered Owner or any other person believed by it in good faith to be competent to give such advice or information.
(d) The Sponsor shall not be liable for any acts or omissions made by a successor sponsor whether in connection with a previous act or omission of the Sponsor or in connection with any matter arising wholly after the resignation of the Sponsor, provided that in connection with the issue out of which such potential liability arises the Sponsor performed its obligations without negligence or bad faith while it acted as sponsor.
(e) The Sponsor shall have no obligation to comply with any direction or instruction from any Registered Owner or Beneficial Owner or Depositor regarding Shares except to the extent specifically provided in this Agreement.
Obligations of the Sponsor. The Sponsor shall comply with all of the obligations established in RD 1090/2015, specifically those set out in Article 39 of this law. Likewise, the Sponsor agrees to provide the Principal Investigator with: Basic information on the medicinal Products of the Trial: Toxico-pharmacological and pharmacokinetic data, studies carried out prior to clinical trials on humans. Case-report forms and, if applicable, support services and computer hardware, including its repair. All the documents related to the Trial. Information on the evolution of the Trial, if it were multicentre, and the results obtained at the end of the Trial or when available, as well as the serious and unexpected adverse reactions detected in relation to the Product. New information obtained about the Product during the performance of the Trial The Sponsor agrees to provide for free: The Product, that, as defined by current legislation, is the drug under test or the one used as a reference, even as a placebo, in the Trial. The auxiliary medicine, that, as defined by current legislation, is understood as the medicine used for the needs of a clinical trial, as described in the Protocol, but not as a research drug. The Sponsor, through the Monitor, will be responsible for the relabelling and recounting of the Product and leftover auxiliary medication. The Sponsor agrees to carry out this activity in person and in coordination with the HUVH Pharmacy Service. The Sponsor agrees to provide the following equipment (hereinafter, the "Equipment") during the conduct of the Trial: Type of Equipment: [•] Model: [•] Series: [•] Units to be provided to HUVH / VHIR: [•] Price: [•] (VAT included) Temporality: During the Trial. The Sponsor agrees to: Assume the transportation costs related to the delivery and return of the Equipment. Take responsibility for preventive maintenance and repairs in the event of Equipment failure. In the event that the Equipment is computer equipment, the Sponsor will ensure that the Equipment includes the software necessary for its operation (operating system and applications) in compliance with current legal regulations regarding licenses. Collect the Equipment within a maximum period of sixty (60) days after the end of the Trial. In the event that this period has elapsed and the Sponsor has not proceeded to collect the Equipment, it will become part of the HUVH / VHIR's fixed assets and the Sponsor will not be entitled to financial compensation in exchange for this assignment.
Obligations of the Sponsor. 4.1 You undertake to us:
4.1.1 to exercise the Sponsorship Rights strictly in accordance with these Terms. For the avoidance of doubt, you shall not be entitled to use or exploit any of the Commercial Rights (other than the Sponsorship Rights) in any way;
4.1.2 to apply any legal notices as required by us on all materials and products that incorporate the ALPSP Marks;
4.1.3 to ensure that all sponsored activity supports our mission to connect, inform, develop and represent the scholarly and professional publishing community and advocate on behalf of the international non-profit publishing community;
4.1.4 to ensure that any sponsored activity carried out by you is designed to support our member benefits in professional development, information, advice and good practice leadership and collaborative ventures;
4.1.5 to submit to us, on request, for our prior written approval, not to be unreasonably withheld or delayed, pre-production samples of all you Products and any advertising, promotional or other material or press release which associates you or the Sponsor's Products with the Event, or which incorporates the ALPSP Marks, before their distribution, production or sale;
4.1.6 to ensure that all materials and the Sponsor's Products (if any) promoted, published, distributed or sold and which are associated with the Event or which incorporate the ALPSP Marks:
4.1.6.1 shall comply in all respects with the samples approved in accordance with clause 4.1.5 and to immediately withdraw them at your sole cost from circulation at our written request if they do not; and
4.1.6.2 shall be safe and fit for their intended use and shall comply with all relevant statutes, regulations, directives and codes in force;
4.1.7 to provide to us, at your cost and expense, all suitable material including artwork of the Sponsor's Marks in a format and within print deadlines reasonably specified by us for it to be reproduced under our control for the fulfilment of the Sponsorship Rights;
4.1.8 not to apply for registration of any part of the ALPSP Marks or anything confusingly similar to the ALPSP Marks as a trade mark for any goods or services; and
4.1.9 not to use the ALPSP Marks or any part of them or anything confusingly similar to them in its trading or corporate name or otherwise, except as authorised under these Terms.
4.2 You have no right to sub-license, assign or otherwise dispose of any of the Sponsorship Rights without our prior written consent.
4.3 You shall not engage i...
