Covenants of Developer Sample Clauses
The "Covenants of Developer" clause sets out the specific promises and obligations that the developer must fulfill under the agreement. These covenants typically include requirements such as adhering to project timelines, complying with applicable laws and regulations, maintaining certain standards of quality, and providing regular progress updates. For example, the developer may be required to obtain necessary permits or ensure that construction meets agreed-upon specifications. The core function of this clause is to clearly define the developer's responsibilities, thereby ensuring accountability and reducing the risk of disputes over performance.
Covenants of Developer. During the term of the Agreement, Developer will not voluntarily do any of the following:
a. seek to invalidate this Agreement, or otherwise take a position adverse to the purpose or validity of this Agreement, except as expressly provided herein;
b. convey by sale, lease, or otherwise any interest in the premises to any entity or organization that qualifies as a charitable organization pursuant to M.G.L. c.59 Section 5 (Third); or
c. fail to pay the Town all amounts due hereunder when due in accordance with the terms of this Agreement.
Covenants of Developer. In addition to the other obligations set out in this Agreement, the Developer covenants and agrees with Corix at all times and from time to time as follows:
Covenants of Developer a. Developer covenants that, except with USI’s prior written approval, during the term of this Agreement and for a period of two (2) years after the expiration or termination of this Agreement for any reason, including a transfer of this Agreement, it will not engage in any business In Competition with any U-Swirl Store. The provisions of this Agreement bind Developer in any capacity, including as a franchisor, franchisee, sole proprietor, officer, director, partner, limited liability company manager or member, stockholder or employee. For purposes of this provision, “In Competition” means the franchising or operation of a business similar to a U-Swirl Store (including any business offering yogurt or other frozen desert products for sale) within a geographical area consisting of: (1) during the term of this Agreement, anywhere else; and (2) after termination of this Agreement, a three (3) mile radius from the location of any U-Swirl Store. The term “U-Swirl Store” includes not only the stores now in existence, but also those established at a later date but before Developer begins operating a business in a particular location. The term of this covenant will be extended by any time consumed in litigation or arbitration to enforce it, in both trial and appellate courts, if applicable.
b. During the term of this Agreement, and for a period of two (2) years after its expiration or termination for any reason, Developer shall not divert or attempt to divert any business, customers, or potential customers of the System to any competitor, by direct or indirect inducement or otherwise. In addition, Developer shall not at any time do or perform any act, directly or indirectly, which h▇▇▇▇ the goodwill or reputation of the System.
c. If a court or arbitrator of competent jurisdiction determines that restrictions in Section 9.a or Section 9.b above are excessive in time, geographic scope, or otherwise, the court or arbitrator may reduce the restriction to the level that provides the maximum restriction allowed by law.
d. The covenants above are binding on Developer’s officers, directors, shareholders, limited liability company members and managers, partners, successors, assigns, heirs, and personal representatives (as applicable).
e. In addition to the foregoing covenants, Developer will be bound by and must comply with the covenants contained in each Franchise Agreement executed by Developer.
Covenants of Developer. In addition to the other covenants and agreements of Developer set forth specifically elsewhere in this Agreement, Developer covenants and agrees:
4.1 To construct at its own expense all Improvements for the Subdivision according to the Plans and according to City’s Development Regulations, within a period of two (2) years from the date of this Agreement, unless otherwise provided for herein, provided that additional time may be mutually agreed upon in the event of delays caused or due to Acts of God, strikes, or other circumstances not controlled by Developer.
4.2 To amend or modify the Plans as required to comply with future City standards and specification for those Improvements which are not constructed within two (2) years of the date of this Agreement, should those standards and specifications change prior to the construction of such Improvements.
4.3 To provide to City a current title opinion acceptable to City which attests to ▇▇▇▇▇▇▇▇▇’s ownership of the Property and its right to enter into this Agreement. ▇▇▇▇▇▇▇▇▇ further agrees not to enter into any Agreement which would affect the validity of such title opinion until such time as this Agreement has been executed and recorded in the Public Records of Marion County, Florida.
4.4 To retain a professional engineer registered in the State of Florida to (i) supervise the construction of the Improvements; (ii) provide the required certification of completion in “As-Built” drawings; and (iii) act on behalf of and represent Developer in technical matters in all dealings with City; and (iv) to complete transfer of the stormwater system ownership and maintenance per the water management district requirements prior to City acceptance of the system.
4.5 To provide a full set of reproducible “As-Built” plans for the Improvements, certified to City by Developer’s engineer in detail to the extent required by City Engineer, together with actual itemized construction and engineering cost summaries for the Improvements, such itemization to be certified by Developer’s engineer and submitted on a form approved by City Engineer.
4.6 To obtain and abide by all terms of any and all permits which may be required by the State of Florida, Marion County, the District or City with respect to the Subdivision and the construction of the Improvements, all at no cost to City.
4.7 To provide City with complete and legally effective releases or waivers satisfactory to City of all liens arising out of this Agreement and the labo...
Covenants of Developer. 21.1 DEVELOPER shall provide Purchaser with a copy of a corporate resolution approving entering into this Agreement;
21.2 At the time DEVELOPER transfers the ownership and title to each Segment of the Purchaser's System to the Purchaser, such Segment of the Purchaser System shall be free and clear of all liens, mortgages, security interests and encumbrances, as more fully set forth in the ▇▇▇▇ of sale attached hereto as Exhibit I;
21.3 To the best of DEVELOPER's knowledge, there are no existing claims or facts which give rise to any claims, which could interfere with the construction or operation of the Project in any way;
21.4 DEVELOPER has complied in all material respects with laws, regulations and orders; and NOTE: CERTAIN MATERIAL HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND HAS BEEN FILED SEPARATELY WITH THE SEC. NOTATIONS OF [ * * * ] HAVE BEEN USED TO INDICATE SUCH AN OMISSION.
21.5 Within seven (7) days of the time Purchaser makes any payment hereunder, DEVELOPER shall have paid to its contractors and suppliers all amounts owing to them in connection with the work for which Purchaser's payment is made (provided that DEVELOPER may use Purchaser's payment for such purpose). Subject to the foregoing, in the event a lien is filed against the title to the Project by any of DEVELOPER's contractors, material suppliers or any other person providing services to the Project, DEVELOPER shall within thirty (30) days obtain a bond as security to remove such lien from the title to the Project. If DEVELOPER fails to release and discharge any such claim of lien against the title to the Project, Purchaser may, at its option, discharge or release the claim of lien or otherwise deal with the lien claimant, and DEVELOPER shall pay Purchaser any and all costs and expenses of Purchaser in so doing, including reasonable attorney's fees incurred by Purchaser.
21.6 DEVELOPER shall give Purchaser copies of any written notices it receives concerning the Project that allege failure to make any payment due or allege facts which, if true, would materially and adversely delay completion of any portion of the Project, or result in any material increase in cost to Purchaser.
Covenants of Developer. The Developer covenants as follows:
Covenants of Developer. Developer covenants with and to the City as follows:
Covenants of Developer. In addition to the other covenants and agreements of Developer set forth specifically elsewhere in this Agreement, Developer covenants and agrees:
4.1 To construct at its own expense all Improvements for the Subdivision according to the Plans and according to City’s Development Regulations, within a period of two
Covenants of Developer. Developer covenants and agrees as follows:
a. Developer shall fully cooperate with Town with respect to all matters contemplated by or within the scope of this Agreement.
b. Developer shall pay on or before the due date thereof all reasonable amounts payable by Developer pursuant to, or as contemplated by, this Agreement.
c. Developer shall give prompt written notice via email delivery to Town whenever Developer becomes aware of any matter relating to the Property, the Project, or the Public Improvements that it believes would be significant to Town for the purposes related to this Agreement.
d. Developer shall appoint ▇▇▇▇ ▇▇▇▇▇▇▇ (or his/her designee) as the designated representative for Developer, and whose authority to act on behalf of Developer, and the Town shall be entitled to rely upon, in connection with all matters related to this Agreement. Such representative shall have the authority to provide Developer’s consent and/or approval and to make binding commitments relative to the Project, the Town Lots and the Public Improvements on behalf of Developer, to the extent necessary; provided, however, such representative may be changed by Developer from time to time upon written notice to Town.
Covenants of Developer. The DEVELOPER for itself and its agents/assigns covenants and agrees to comply with all the terms and conditions of this Agreement and the requirements of the ERF funding, as such may be amended from time to time.