Agreements and Documentation Sample Clauses

Agreements and Documentation. Execute agreements and/or documentation required by CIN, CI Information System vendor and/or by law for the provision of Clinical Integration data to the vendor and to abide by the terms and conditions set forth in any such documentation.
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Agreements and Documentation. A written agreement, signed by both parties (homeowner and YMCA), should be utilized for all programs. The agreement should include at least the following:
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Agreements and Documentation. The Company shall have received the following documents , each of which shall be in full force and effect: (i) the Amended and Restated Investor Rights Agreement executed by each Investor; (ii) a compliance certificate of each Investor, dated the date of the Closing, stating that the conditions in Section 8.1 and Section 8.2 have been fulfilled; (iii) a tax opinion of Winston & Str▇▇▇ ▇▇ such other counsel reasonably acceptable to the Company, dated as of the date of the Closing, to the effect that the issuance of the Shares at the Closing pursuant to this Agreement and the issuance of Series B Preferred Stock in connection with the Rights Offering will not cause TSC's distribution of the stock of the Company to be taxable under Section 355(e) of the Code; and (iv) an opinion of Deutsche Banc Alex. Bro▇▇ ▇▇ the effect that, as of September 24, 2001, the Transactions are fair, from a financial point of view, to the stockholders of the Company (and such opinion shall not have been modified or withdrawn).
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Agreements and Documentation. Each of the Investors shall have received the following documents, each of which shall be in full force and effect: (i) the Amended and Restated Investor Rights Agreement by and among the Company and TCV IV, L.P., TCV IV Strategic Partners, L.P., TCV III (GP), TCV III, L.P., TCV III (Q), L.P., TCV III Strategic Partners, L.P. and Sut▇▇▇ ▇▇ll Ventures, Sut▇▇▇ ▇▇l▇ ▇▇trepreneurs Fund (AI), L.P., Sut▇▇▇ ▇▇ll Entrepreneurs Fund (QP), L.P. and Sut▇▇▇ ▇▇l▇ Associates, L.P., which is to be substantially in the form of Exhibit C hereto (the "Amended and Restated Investor Rights Agreement"), executed by the Company; (ii) a copy of the amendment to the Rights Agreement described in Section 2.16 hereof; (iii) a compliance certificate of the Company executed by its President, dated the date of the Closing, stating that the conditions in Sections 7.1, 7.2, 7.3, 7.6 and 7.9 have been fulfilled; (iv) an opinion of legal counsel, dated as of the date of the Closing, addressed to the Investors in the form and substance reasonably satisfactory to the Investors; and (v) a copy of an opinion of Deutsche Banc Alex. Bro▇▇ ▇▇ the effect that, as of September 24, 2001, the Transactions are fair, from a financial point of view, to the stockholders of the Company (and such opinion shall not have been withdrawn or modified). Each Investor acknowledges that it is not an addressee to such fairness opinion and has no third party beneficiary rights to any of the matters set forth therein.
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Agreements and Documentation. Prince will have received, in a form and substance reasonably satisfactory to Prince, dated the Closing Date, all certificates and other documents, instruments and writings to evidence the fulfillment of the conditions set forth in this Article 7 as Prince may reasonably request: a) a certificate executed on behalf of ERSD by its Chief Executive Officer confirming that the conditions set forth in Articles 7.2, 7.3, and 7.4 have been duly satisfied;
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Related to Agreements and Documentation

  • Agreements and Documents Parent and the Company shall have received the following agreements and documents, each of which shall be in full force and effect: (a) Affiliate Agreements in the form of Exhibit K, executed by the Persons identified on Exhibit L and by any other Person who could reasonably be deemed to be an “affiliate” of the Company for purposes of the Securities Act; (b) the Escrow Agreement in a the form of Exhibit M; (c) the employment offer letters in substantially the form attached hereto as Exhibit N, executed by the individuals identified on Exhibit E; (d) Noncompetition Agreements in the form of Exhibit F, executed by the individuals identified on Exhibit E; (e) a Release in the form of Exhibit O, executed by the Persons identified on Exhibit P; (f) confidential invention and assignment agreements, attached hereto as Exhibit H, executed by all employees of the Company and by all consultants and independent contractors to the Company who have not already signed such agreements, including ▇▇▇▇▇▇▇ ▇▇▇▇▇; (g) the statement referred to in Section 5.8(a), executed by the Company; (h) a legal opinion of Sheppard, Mullin, ▇▇▇▇▇▇▇ & Hampton LLP dated as of the Closing Date, in the form of Exhibit Q, which legal opinion shall be subject to customary qualifications; (i) a certificate executed by the Company and containing the representation and warranty of the Company that each of the conditions set forth in Sections 6.1, 6.2, 6.4 and 6.10 have been duly satisfied (the “Company Closing Certificate”); and (j) a certificate executed by the Secretary of the Company attaching and certifying the Company’s current Certificate of Incorporation, Bylaws and the resolutions of the Company’s board of directors and stockholders approving and adopting this Agreement, the Merger and the other transactions contemplated by this Agreement; (k) the Certificate of Merger, executed by the Company; (l) the Company Acknowledgments of Payment and Release; (m) a long-form certificate of good standing from the Secretary of State of the State of Delaware which is dated within two Business Days prior to Closing with respect to the Company; (n) a Certificate of Status of Foreign Corporation of the Company from the applicable Governmental Authority in each jurisdiction where it is required to be qualified to do business, all of which are dated within five (5) Business Days prior to the Closing; and (o) a spreadsheet (the “Closing Payment Schedule”), duly certified by an officer of the Company setting forth: (i) the Closing Date Stockholder Liability Amount; (ii) the name and address of each of the holders of the Company Capital Stock, Company Warrants and Company Options as of immediately prior to the Effective Time and the number of shares of Company Capital Stock, Company Warrants and Company Options of each class and series held by each such stockholder immediately prior to the Effective Time; (iii) the consideration that each such stockholder is entitled to receive pursuant to Sections 1.5(a), 1.6 and 1.7; and (iv) the amount to be contributed to the Escrow Fund by Parent on behalf of each Escrow Contributor pursuant to Section 1.10. (p) written resignations of all officers and directors of the Company, effective as of the Effective Time.

  • Personnel Requirements and Documentation Grantee will; 1. maintain current personnel documentation on each employee. All documents must be factual and accurate. Health-related information must be stored separately with restricted access as appropriate under Tex. Gov. Code §552.102. Training records may be stored separately from the main personnel file but must be easily accessible upon request. Required documentation includes the following, as applicable: i. A copy of the current job description signed by the employee; ii. Application or resume with documentation of required qualifications and verification of required credentials; iii. Verification of work experience; iv. Annual performance evaluations; v. Personnel data that includes date hired, rate of pay, and documentation of all pay increases and bonuses; vi. Documentation of appropriate screening and/or background checks, to include probation or parole documentation; vii. Signed documentation of initial and other required training; and viii. Records of any disciplinary actions. 2. document authentication must include signature, credentials when applicable, and date. If the document relates to past activity, the date of the activity must also be recorded. Documentation must be permanent and legible. When it is necessary to correct a required document, the error must be marked through with a single line, dated, and initialed by the writer.

  • Records and Documentation The Sub-Recipient agrees to make available to AAAPP staff and/or any party designated by the AAAPP any and all contract related records and documentation. The Sub-Recipient shall ensure the collection and maintenance of all program related information and documentation on any such system designated by the AAAPP. Maintenance includes valid exports and backups of all data and systems according to AAAPP standards.

  • Information and Documents A. Consultant covenants that all data, reports, documents, discussion, or other information (collectively “Data”) developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed or released by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered “voluntary,” provided Consultant gives City notice of such court order or subpoena. B. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City’s right to review any such response does not imply or mean the right by City to control, direct or rewrite the response. C. All Data required to be furnished to City in connection with this Agreement shall become City’s property, and City may use all or any portion of the Data submitted by Consultant as City deems appropriate. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the Services, surveys, notes, and other documents prepared in the course of providing the Services shall become City’s sole property and may be used, reused or otherwise disposed of by City without Consultant’s permission. Consultant may take and retain copies of the written products as desired, but the written products shall not be the subject of a copyright application by Consultant. D. Consultant’s covenants under this Section shall survive the expiration or termination of this Agreement.

  • Agreements and Conditions On or before the Closing Date, Seller shall have complied with and duly performed and satisfied in all material respects all agreements and conditions on its part to be complied with and performed by such date pursuant to this Agreement.