Obligations of Optionee Sample Clauses

The "Obligations of Optionee" clause defines the specific duties and responsibilities that the optionee must fulfill under the terms of the agreement. Typically, this includes requirements such as making timely payments, providing necessary notices, or performing due diligence within set timeframes. For example, the optionee may be required to notify the optionor of their intent to exercise the option or to maintain certain conditions on the property or asset in question. The core function of this clause is to clearly outline what is expected of the optionee, thereby ensuring both parties understand their roles and reducing the risk of disputes arising from unmet obligations.
Obligations of Optionee. (a) In consideration of the grant, the Optionee, while both actively employed and in the event of Optionee's Termination of Employment for any reason, specifically agrees that within the term of this grant or within three years following the payment of any amounts pursuant to the grant, if later: (i) the Optionee will personally provide reasonable assistance and cooperation to the Company in activities related to the prosecution or defense of any pending or future lawsuits or claims involving the Company; (ii) the Optionee will promptly notify the Company upon receipt of any requests from anyone other than an employee or agent of the Company for information regarding the Company, or if the Optionee becomes aware of any potential claim or proposed litigation against the Company; (iii) the Optionee will refrain from providing any information related to any claim or potential litigation against the Company to any non-Company representatives without either the Company's written permission or being required to provide information pursuant to legal process; (iv) the Optionee will not misuse or, other than in the course of performing his duties, disclose any confidential information or material concerning the Company; and (v) the Optionee will not engage in any activity contrary or harmful to the interests of the Company. In further consideration of the grant, the Optionee specifically agrees that if required by law to provide sworn testimony regarding any Company-related matter: the Optionee will consult with and have Company designated legal counsel present for such testimony (the Company will be responsible for the costs of such designated counsel); the Optionee will confine his testimony to items about which he has knowledge rather than speculation, unless otherwise directed by legal process; and the Optionee will cooperate with the Company's attorneys to assist their efforts, especially on matters the Optionee has been privy to, holding all privileged attorney-client matters in strictest confidence. (b) If the Company reasonably determines that the Optionee has materially violated any of his obligations under this agreement, then this Option shall terminate, effective the date on which such violation began (unless otherwise terminated sooner) and the Company may demand the return of any gain realized by the Optionee from the exercise of all or a portion of this Option and the Optionee hereby agrees to return such amounts upon such demand. If after such deman...
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Obligations of Optionee. During the Option Period, the Optionee shall: (a) comply with the provisions of the Mining Act, including any duty or requirement to consult with or provide notice to aboriginal communities as set out in the Mining Act, particularly during the early exploration stage of the mining process and with respect to the requirements to submit to the Ministry an exploration plan and obtain from the Ministry an exploration permit prior to carrying out certain early exploration activities in respect of the Property; (b) keep a record of any and all material efforts taken by the Optionee to notify and consult with aboriginal communities and to provide such records to the Ministry upon request; (c) conduct all Mining Operations in accordance with applicable Environmental Laws; (d) conduct all Mining Operations and supervise the operation of all contractors and or sub-contractors in, on and under the Property to ensure that the Mining Operations are being conducted in a good and workmanlike manner, in accordance with good mining practice and in compliance with all applicable laws. Without limiting the generality of the foregoing, the Optionee shall, on the completion of its work or at the end of the term of this Agreement, leave the Property in a safe condition with any and all openings safeguarded in accordance with the provisions of all applicable legislation, regulations and other laws affecting them; (e) pay or cause to be paid all workmen's wages and for all materials, supplies and services delivered to or performed on or in respect of the Property, so as to avoid any woodsman, builders, or construction liens from arising; (f) maintain the Property in good standing by doing all assessment work, recording all exploration and development work done on the Property in accordance with the requirements of the Mining Act, paying all exploration licenses fees and by doing all other acts and things that may be necessary in that regard until the termination or expiration of the Agreement or the abandonment of rights and options granted hereunder; (g) abide by all directions of the relevant Minister or any other governmental authority having jurisdiction over the Mining Operations; (h) permit the directors, officers, employees and designated consultants of the Optionor, at their own risk and cost, reasonable access to the Property and to all technical records, other factual and engineering data and all financial records relating to the Property which is in the possession of t...
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Obligations of Optionee. The Optionee will serve the Corporation as a member of the Corporation’s Board of Directors in good faith and use his or her best efforts to promote its interests. Participation on the Board of Directors shall be at such rate of compensation as the Corporation shall from time to time in its discretion determine. If the Optionee violates the provisions of this Section 9 without the express written consent of the Corporation, the Option will thereupon terminate without prejudice to any rights or remedies which the Corporation may have against the Optionee under this Agreement or otherwise.
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Obligations of Optionee. It shall be a condition to the inclusion of any shares of Optionee in a registration statement that the Optionee cooperate in the execution and filing of the registration statement and any necessary state securities law filings, and if the offering is to be underwritten, that such holder become a party to the underwriting agreement and, if so requested by the managing underwriter, to Powers of Attorney and/or custodial agreements or other suitable arrangements as the managing underwriter deems reasonably necessary in order to insure orderly sale of the shares. As among the holders of shares included in any registration statement decisions respecting the terms and conditions of any underwriting agreements shall be made by the party initiating the registration; so that in the case of a registration required pursuant to a request by the Optionee under Section 10, determinations with respect to the under writing agreement shall be made by the Optionee in his or her reasonable judgment after appropriate consultation with the Company and with other persons whose shares are to be included in such offering; and if the Optionee is party to a registration statement pursuant to Section 11, the Optionee shall not have the right to make such determinations, but shall be informed of them, and consulted with respect thereto.
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Obligations of Optionee. The Optionee will serve the Corporation or a Subsidiary as an employee in good faith and use his or her best efforts to promote its interests. The employment shall be in such capacity or capacities and at such rate of compensation as the Corporation or such Subsidiary shall from time to time in its discretion determine. If the Optionee violates the provisions of this Section 9 without the express written consent of the Corporation or such Subsidiary, the Option will thereupon terminate without prejudice to any rights or remedies which the Corporation or such Subsidiary may have against the Optionee under this Agreement or otherwise. An Optionee shall not render services for any organization, or engage directly or indirectly in any business, which is competitive with the Corporation. Failure to comply with this restriction during the six months after exercise of an Option shall cause such exercise to be rescinded.
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Obligations of Optionee. Following the filing of the Registration Statement and during any period that the Registration Statement is effective, Optionee shall: (a) not effect any stabilization transactions or engage in any stabilization activity in connection with Optionor's common shares in contravention of Rule 10b-7 under the Exchange Act; (b) furnish each broker through whom Optionee offers Registrable Stock such number of copies of the Prospectus as the broker may require and otherwise comply with prospectus delivery requirements under the Securities Act; (c) report to Optionor each month all sales, pledges and other dispositions of Registrable Stock made by Optionee; (d) not bid for or purchase (and not permit any Affiliated Purchaser, as defined in Rule 10b-6 under the Exchange Act, to bid for or purchase) any account in which Optionee has a beneficial interest, or attempt to induce any other person to purchase any Optionor common shares in contravention of Rule 10b-6 under the Exchange Act; (e) cooperate with Optionor as Optionor fulfills its obligations under Section 8.4 hereof; (f) furnish such information concerning Optionee as Optionor may from time to time reasonably request; and (g) not sell under the Registration Statement during any period after Optionor has provided notice to Optionee pursuant to Section 8.5(d) above and until Optionor provides to Optionee notice that the Registration Statement no longer fails to state a material fact required to be stated therein, misstates a material fact or omits to state a material fact required to be stated therein or necessary to make the statements made not misleading.
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Obligations of Optionee. The Optionee will serve the Corporation or a Subsidiary as an employee in good faith and use his or her best efforts to promote its interests. The employment shall be in such capacity or capacities and at such rate of compensation as the Corporation or such Subsidiary shall from time to time in its discretion determine. During his or her employment, the Optionee shall not render services for any organization, or engage directly or indirectly in any business, which is competitive with the Corporation. If the Optionee violates the provisions of this Section 9 without the express written consent of the Corporation or such Subsidiary, the Option will thereupon terminate without prejudice to any rights or remedies which the Corporation or such Subsidiary may have against the Optionee under this Agreement or otherwise.
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Obligations of Optionee. Optionee agrees that during the Option Term: a. Optionee shall act in good faith to determine the scope and feasibility of Optionee’s proposed use of the Property. b. Optionee shall negotiate in good faith with Optionor and its representatives to attempt to agree upon the terms and conditions of a purchase of the Property to Optionee. c. Optionee, within the first (90) days of the Option Term, shall demonstrate to Optioner’s reasonable satisfaction that it has spent a minimum of $50,000 towards due diligence on the subject property (as further described in Section 6).
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Obligations of Optionee. Whenever Optionee sells any Registrable Securities pursuant to a Piggyback Registration, Optionee shall be obligated to comply with the applicable provisions of the Securities Act, including the prospectus delivery requirements thereunder, and any applicable state securities or blue sky laws. Optionee shall furnish to the Company such written information regarding Optionee and any distribution proposed by Optionee as the Company may reasonably request in writing and as shall be reasonably required in connection with any registration, qualification or compliance referred to in this Exhibit A and shall promptly notify the Company of any changes in such information.
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Related to Obligations of Optionee

  • Obligations of the Holder a. At least five (5) calendar days prior to the first anticipated filing date of a Registration Statement the Company shall notify each Holder in writing of the information the Company requires from each such Holder if such Holder elects to have any of such Holder's Registrable Securities included in such Registration Statement. It shall be a condition precedent to the obligations of the Company to complete the registration pursuant to this Agreement with respect to the Registrable Securities of a particular Holder that such Holder shall furnish in writing to the Company such information regarding itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it as shall reasonably be required to effect the registration of such Registrable Securities and shall execute such documents in connection with such registration as the Company may reasonably request. Each Holder covenants and agrees that, in connection with any resale of Registrable Securities by it pursuant to a Registration Statement, it shall comply with the "Plan of Distribution" section of the current prospectus relating to such Registration Statement. b. Each Holder, by such Holder's acceptance of the Registrable Securities, agrees to cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of any Registration Statement hereunder, unless such Holder has notified the Company in writing of such Holder's election to exclude all of such Holder's Registrable Securities from such Registration Statement. c. Each Holder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3(f) or the first sentence of 3(e), such Holder will immediately discontinue disposition of Registrable Securities pursuant to any Registration Statement(s) covering such Registrable Securities until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 3(f) or the first sentence of 3(e).

  • Obligations of the Holders (a) Each Holder shall furnish in writing to the Company such information regarding itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it as shall be reasonably required to effect the registration of such Registrable Securities and shall execute such documents in connection with such registration as the Company may reasonably request in connection therewith. Upon the execution of this Agreement, each Holder shall complete, execute and deliver to the Company a selling securityholder notice and questionnaire in form reasonably satisfactory to the Company. At least five (5) Business Days prior to the first anticipated filing date of any registration statement, the Company shall notify each Holder of any additional information the Company requires from such Holder if such Holder elects to have any of the Registrable Securities included in such registration statement. A Holder shall provide such information to the Company at least two (2) Business Days prior to the first anticipated filing date of such Registration Statement. Each holder agrees that, in connection with any sale of Registrable Securities by it pursuant to a registration statement, it shall comply with the “Plan of Distribution” section of the then current prospectus relating to such registration statement. (b) Each Holder, by its acceptance of the Registrable Securities, agrees to cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of the Mandatory Registration Statement hereunder, unless such Holder has notified the Company in writing of its election to exclude all of its Registrable Securities from the Mandatory Registration Statement. (c) Each Holder covenants and agrees that it shall comply with the prospectus delivery requirements of the Securities Act as applicable to it in connection with sales of Registrable Securities pursuant to the Mandatory Registration Statement (including any related prospectus) and any amendment or supplement thereto.

  • Obligations of the Employee Except on behalf of the Employer, the Employee agrees (a) to hold Company Information in strictest confidence, and (b) not to use, duplicate, reproduce, distribute, disclose or otherwise disseminate Company Information or any physical embodiments thereof and may in no event take any action causing or fail to take any action necessary in order to prevent any Company Information from losing its character or ceasing to qualify as Confidential Information or a Trade Secret. In the event that the Employee is required by law to disclose any Company Information, the Employee will not make such disclosure unless (and then only to the extent that) such disclosure is required by law and then only after prior written notice is given to the Employer when the Employee becomes aware that such disclosure has been requested and is required by law. This Section 5 will survive the termination of this Agreement with respect to Confidential Information for so long as it remains Confidential Information, but for no longer than three (3) years following termination of this Agreement, and this Section 5 will survive termination of this Agreement with respect to Trade Secrets for so long as is permitted by the then-current Maryland Trade Secrets Act.

  • Obligations of Executive (a) For two years following the Termination Event, Executive agrees not to personally solicit any of the employees either of the Company or of any entity in which the Company directly or indirectly possesses the ability to determine the voting of 50% or more of the voting securities of such entity (including two-party joint ventures in which each party possesses 50% of the total voting power of the entity) to become employed elsewhere or provide the names of such employees to any other company which Executive has reason to believe will solicit such employees. (b) Following the occurrence of a Termination Event, Executive agrees to continue to satisfy Executive’s obligations under the terms of the Company’s standard form of Proprietary Information and Non-Disclosure Agreement previously executed by Executive (or any comparable agreement subsequently executed by Executive in substitution or supplement thereto). Executive’s obligations under this Section 4.2(b) shall survive the termination of this Agreement. (c) It is expressly understood and agreed that although Executive and the Company consider the restrictions contained in this Section 4 to be reasonable, if a final judicial determination is made by a court of competent jurisdiction that the time or territory or any other restriction contained in this Agreement is an unenforceable restriction against Executive, the provisions of this Agreement shall not be rendered void, but shall be deemed amended to apply as to such maximum time or territory and to such maximum extent as such court may judicially determine or indicate to be enforceable. Alternatively, if any court of competent jurisdiction finds that any restriction contained in this Agreement is unenforceable, and such restriction cannot be amended so as to make it enforceable, such finding shall not affect the enforceability of any of the other restrictions contained herein. (d) Following a Termination Event, Executive agrees not to make any public statement or statements to the press concerning the Company, its business objectives, its management practices, or other sensitive information without first receiving the Company’s written approval. Executive further agrees to take no action which would cause the Company or its employees or agents any embarrassment or humiliation or otherwise cause or contribute to the Company’s or any such person’s being held in disrepute by the general public or the Company’s employees, clients, or customers. (e) Executive acknowledges and agrees that the Company’s remedies at law for a breach or threatened breach of any of the provisions of Section 4.2(a) or Section 4.2(b) would be inadequate and, in recognition of this fact, Executive agrees that, in the event of such a breach or threatened breach, in addition to any remedies at law, the Company, without posting any bond, shall, with respect to a breach or threatened breach of Section 4.2(a) or Section 4.2(b) only, obtain equitable relief in the form of specific performance, temporary restraining order, temporary or permanent injunction, or any other equitable remedy which may then be available.

  • OBLIGATIONS OF THE OWNER 5.1 The Owner agrees to provide the requisite access and authority for Coinllectibles to have access to information necessary for Coinllectibles to carry out the Services hereunder. 5.2 The Owner shall pay Coinllectibles the Fees (each of the Fees to be paid in full in one tranche and without set-off) as follows: Minting Fee in accordance with Clause 6.1(a) below; and Commission in accordance with Clause 6.1(b) below. 5.3 The Owner shall execute the Power of Attorney in accordance with Clause 9 below.