Obligations to Inform Sample Clauses

The "Obligations to Inform" clause requires parties to promptly notify each other about specific events, changes, or relevant information that may affect the agreement. In practice, this may include informing the other party of regulatory changes, breaches, delays, or any circumstances that could impact performance or compliance. By mandating timely communication, this clause helps prevent misunderstandings, ensures transparency, and allows both parties to respond appropriately to new developments.
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Obligations to Inform. Each party undertakes to disclose in writing to the other parties anything which will or may prevent any of the Conditions from being satisfied on or prior to the Long Stop Date (or subsequently) immediately when it comes to its attention and otherwise to keep each other party informed of the progress towards satisfaction of the Conditions.
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Obligations to Inform. During the Option Period, each Party will have the following obligations: (a) it will promptly deliver to the other Parties any notices, demands or other material communications relating to any of the Assets that such Party receives; (b) it will obtain the prior written approval of the other Parties to the sending of any notice, demand or other material communications relating to any of the Assets to any adjacent property owner or any government or regulatory authority; and (c) it will refrain from disposing of its interest in any of the Assets except in accordance with Article 12.
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Obligations to Inform. 32.1 When information regarding potential reporting incidences has come to a Party’s knowledge, the Party shall inform the other Party within three (3) Business Days. 32.2 The Parties undertake to inform each other about any and all complaints related to the Products. 32.3 If a Party becomes aware of any other information regarding the Product, intellectual property rights or infringements of such regarding the Product that could be of importance to the other Party, such Party must promptly report such information to the other Party.
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Obligations to Inform. During the term of this Agreement, each Silver Bull Party must, and must cause its Affiliates to: (1) promptly deliver to South32 any notice, demand or other material communication relating to any of the material Assets of the Company (including the Property) or Contratistas that it or any of its Affiliates receive; and (2) obtain the prior written consent of South32 to the sending by it or its Affiliates of any notice, demand or other material communication relating to the Property, the Existing Agreements or any of the other significant Assets of the Company or Contratistas to any third person including any adjacent property owner or any Governmental Authority where such notice, demand or other material communication is likely to have a material adverse effect on the Property, the Company, Contratistas or the Option or South32’s rights and interests (direct or indirect) under this Agreement.
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Obligations to Inform. During the term of this Agreement, each Trilogy Party must, and must cause its Affiliates to: (1) promptly deliver to South32 any notice, demand or other material communication relating to any of the Assets of the Company that it or any of its Affiliates receive; and (2) obtain the prior written consent of South32 to the sending by it or its Affiliates of any notice, demand or other material communication relating to the Property, the Material Agreements or any of the other significant Assets of the Company to any third person including any adjacent property owner or any Governmental Authority where such notice, demand or other material communication is likely to have a material adverse effect on the Property, the Company or the Option or South32’s rights and interests (direct or indirect) under this Agreement.
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Obligations to Inform. Processor shall provide Controller with all information necessary to demonstrate that the obligations laid down in this Agreement, the Regulation and other legal acts are being complied with. On Controller’s request, among other things, Processor must provide copies of data protection policies, records of data processing activities.
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Obligations to Inform. During the term of this Agreement, ESI must, and must cause its Affiliates to: (1) promptly deliver to BMR any notice, demand or other material communication relating to any of the Assets that it or any of its Affiliates receive; and (2) obtain the prior written consent of BMR (which consent must not be unreasonably withheld or delayed) to the sending by it or its Affiliates of any notice, demand or other material communication relating to any of the Assets to any third person including any adjacent property owner or any Governmental Authority.
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Obligations to Inform. During the term of this Agreement, each Party must, and must cause its Affiliates to: (a) promptly deliver to the other Party an notice, demand or other material communication relating to the New Project that it or any of its Affiliates receive; and (b) obtain the prior written consent of each other Party (which consent must not be unreasonably withheld or delayed) to the sending by it or its Affiliates of any notice, demand or other material communication relating to the New Project to any third person including any adjacent property owner or any Governmental Authority.
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Obligations to Inform. The Relevant Processor must inform the Relevant Controller of any of the following events or circumstances in relation to any Processed Personal Data The Relevant Processor must do so promptly on first becoming aware of the event or circumstance But only to the extent it is lawful for the Relevant Processor to do so Requests, complaints or other communication As indicated in item 9. in relation to certain requests, complaints and other communications. Unauthorised access Any incident of unauthorised access to that Processed Personal Data. Data Loss Event A Data Loss Event in relation to the relevant Processed Personal Data. Breach Any incident of processing of that Processed Personal Data that results in any of the following: A Material Breach of this Agreement; and/or In any case, a serious breach of the Data Protection Legislation. Information the Relevant Processor must provide the Relevant Controller All of the following to the extent relevant A reasonable description of the relevant event or circumstance. The number of data subjects affected. How the Relevant Controller can obtain further information (e.g. a contact person within the organisation of the Relevant Processor or the Sub-processor). The likely consequences of the relevant event or circumstance The measures the Relevant Processor or the Sub-processor has taken (and/or proposes to take) in response to the event or circumstance to mitigate the harm to the Processed Personal Data and/or to the relevant data subjects and/or to the Relevant Controller. Other obligations of the Relevant Processor if any of the events or circumstances described in item 8.1 (other than item (a)) occurs or arises in relation to any Processed Personal Data which the Relevant Processor is the Processor in connection with this Agreement (all of the following to the extent relevant) Assist The Relevant Processor must provide the Relevant Controller with reasonable assistance in relation to the Relevant Controller’s response to the relevant event or circumstance. Preventative steps The Relevant Processor must take appropriate steps (having reasonable regard to the views of the Relevant Controller) to reduce the reoccurrence of the relevant event or circumstance. Comply with Law In any case, the Relevant Processor must comply with the Data Protection Legislation and the Law generally in its response to the relevant event or circumstance. 9.Obligation to assist Assistance which the Relevant Processor must give the Relevant...
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Related to Obligations to Inform

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • Conditions to ▇▇▇▇▇’▇ Obligations The obligations of ▇▇▇▇▇ hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by ▇▇▇▇▇ of a due diligence review satisfactory to ▇▇▇▇▇ in its reasonable judgment, and to the continuing satisfaction (or waiver by ▇▇▇▇▇ in its sole discretion) of the following additional conditions:

  • Conditions to Obligations of Each Party The respective obligations of each Party to perform this Agreement and consummate the Merger and the other transactions contemplated hereby are subject to the satisfaction of the following conditions, unless waived by both Parties pursuant to Section 10.6:

  • Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations to Close 7.1 Conditions to Parent’s Obligation. Parent’s obligation to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions: (a) the representations and warranties set forth in Section 3 above shall be true and correct in all material respects at and as of the Closing Date, except to the extent that such representations and warranties are qualified by the term “material,” or contain terms such as “Material Adverse Effect” or “Material Adverse Change,” in which case such representations and warranties (as so written, including the term “material” or “Material”) shall be true and correct in all respects at and as of the Closing Date; (b) the Company shall have performed and complied with all of its covenants hereunder in all material respects through the Closing, except to the extent that such covenants are qualified by the term “material,” or contain terms such as “Material Adverse Effect” or “Material Adverse Change,” in which case The Company shall have performed and complied with all of such covenants (as so written, including the term “material” or “Material”) in all respects through the Closing; (c) the Company shall have procured all of the third-party consents specified in Section 3.3 above; (d) no action, suit, or proceeding shall be pending before any court or quasi-judicial or administrative agency of any federal, state, local, or foreign jurisdiction or before (or that could come before) any arbitrator wherein an unfavorable injunction, judgment, order, decree, ruling, or charge would (i) prevent consummation of any of the transactions contemplated by this Agreement, (ii) cause any of the transactions contemplated by this Agreement to be rescinded following consummation, (iii) adversely affect in any material way the right of Parent to own and control the Company, or (iv) adversely affect the right of the Company to own its assets and to operate its business (and no such injunction, judgment, order, decree, ruling, or charge shall be in effect); (e) the Company shall have delivered to Parent a certificate to the effect that each of the conditions specified above in Section 7.1(a)-(d) is satisfied in all respects; (f) the Company shall have received all other authorizations, consents, and approvals of governments and governmental agencies referred to in Section 3.3; (g) Company Members representing at least 80% of the Class B Historical Percentage Interests (as defined in the Company Operating Agreement) shall have entered into Agent Reseller Agreements with the Surviving Company; (h) all actions to be taken by the Company in connection with consummation of the transactions contemplated hereby and all certificates, opinions, instruments, and other documents required to effect the transactions contemplated hereby shall be satisfactory in form and substance to Parent; (i) the Company shall have obtained and delivered to Parent a written consent for the assignment of each of the Leases, and, if requested by Parent’s lender, a waiver of landlord liens, collateral assignment of lease or leasehold mortgage from the landlord or other party whose consent thereto is required under such Lease (the “Lease Consents”), in form and substance satisfactory to Parent and Parent’s lender; (j) the Company shall deliver to Parent a non-foreign affidavit dated as of the Closing Date, sworn under penalty of perjury and in form and substance required under the Treasury Regulations issued pursuant to Code §1445 stating that the Company is not a “Foreign Person” as defined in Code §1445 (the “FIRPTA Affidavit”); (k) the Company shall have delivered to Parent copies of the certificate of organization of the Company on or soon before the Closing Date by the Secretary of State (or comparable officer) of the jurisdiction of the Company; (l) the Company shall have delivered to Parent copies of the certificate of good standing of the Company issued on or soon before the Closing Date by the Secretary of State (or comparable officer) of the jurisdiction of the Company and of each jurisdiction in which the Company is qualified to do business; (m) the Company shall have delivered to Parent a certificate of the secretary of the Company, dated the Closing Date, in form and substance reasonably satisfactory to Parent, as to: (i) no amendments to the certificate of organization (or formation) of the Company since the date specified in clause (xvii) above; (ii) the operating agreement (or other governing documents) of the Company; (iii) the resolutions of the voting members or the Company board of directors or other authorizing body (or a duly authorized committee thereof) of the Company, authorizing the execution, delivery, and performance of this Agreement and the transactions contemplated hereby; and (iv) incumbency and signatures of the officers of the Company executing this Agreement or any other agreement contemplated by this Agreement; (n) Parent may waive any condition specified in this Section 7.1 if it executes a writing so stating at or prior to the Closing; (o) Parent shall have received from counsel to the Company and the Company members, an opinion, dated the Closing Date, in a form reasonably acceptable to Parent; (p) Parent shall have received a waiver of NPC’s right of first refusal or written communication from NPC stating its intention to pass on the right of first refusal with respect to the transaction set forth in this Agreement; (q) Parent shall have received approval for the transactions contemplated by this Agreement from holders of Parent’s convertible notes, or such convertible notes are paid in full in connection with the Closing; (r) Within ten (10) days of the date of this Agreement, the Company’s Class A Members shall have approved this Agreement and the transactions contemplated hereby by the requisite vote.