PURPOSE - COOPERATION OF PARTIES Clause Samples

PURPOSE - COOPERATION OF PARTIES. The City owns the Corn Palace which is a major tourist attraction for the City during the Summer Season. To enhance the tourist experience at the Corn Palace, the City desires to enter into a Service Agreement with a South Dakota non-profit entity for a term of one (1) year that will operate a gift shop-souvenir-novelty business on the main floor of the Corn Palace during the Summer Season. The non-profit entity will pay the City a set fee for the opportunity to provide said service, a share of Gross Sales made by the non-profit entity from its operations at the Premises, and would agree to use a portion of the profits earned by it from the operation of the gift shop business to promote and market the Corn Palace, provide tours and tour guides and Corn Palace greeters during the Summer Season. In addition, the non-profit entity will assist the City in the development of the Corn Palace and Corn Palace area. In addition to the above services, the non-profit entity will be required to perform other services and acts set forth within this Agreement. The City finds that in accordance with SDCL 5-18A-8 services it is seeking are of a unique nature and that the only non-profit entity in the area that is able to provide such services is the Chamber. The City further finds that said selection of the Chamber is based on the fact that the Chamber has provided these services on behalf of the City over the past many years and is the only practicable source to provide such services based on the uniqueness of the services the city is seeking. Therefore in accordance with SDCL 5-18A-8, the City has determined that this Service Agreement may be awarded to the Chamber without competition. The parties acknowledge that the implementation of this Agreement is intended to provide benefits to each party. Accordingly, each party shall in good faith seek to cooperate in all respects with the other party; in particular, each party shall be cognizant of the needs of the other party in respect to the implementation and administration of this agreement and any decisions made in respect thereto. Should any conflict or disagreement arise between the parties regarding the implementation and administration of this Agreement which is not resolved by the respective representatives of the parties, each party shall have the right and opportunity to bring the disagreement before the governing board or council of the other party; which Board or Council shall in good faith seek to resolve the d...
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Related to PURPOSE - COOPERATION OF PARTIES

  • Cooperation of Parties The Parties to this Agreement agree to cooperate in good faith to prepare and execute all documents, to seek Court approval, defend Court approval, and to do all things reasonably necessary to complete and effectuate the Settlement described in this Agreement.

  • Relation of Parties It is the intention of Landlord and Tenant to hereby create the relationship of landlord and tenant, and no other relationship whatsoever is hereby created. Nothing in this Lease shall be construed to make Landlord and Tenant partners or joint venturers or to render either party hereto liable for any obligation of the other.

  • Scope of Cooperation 1. The Authorities recognise the importance of close communication concerning the Covered CCPs and intend to cooperate regarding: a) general issues, including with respect to regulatory, supervisory, enforcement or other developments concerning the Covered CCPs and Australia; b) issues relevant to the operations, activities and services of the Covered CCPs; c) the coordination of supervisory activities and, where appropriate and consistent with applicable laws and each Authority’s mandate, providing assistance in the implementation of enforcement decisions; d) any other areas of mutual interest. 2. The Authorities recognise in particular the importance of close cooperation in the event that a Covered CCP, particularly one whose failure likely would be systemically important to an Authority, experiences, or is threatened by, a potential financial crisis or other Emergency Situation. One or both of the Local Authorities should provide notification to ESMA, and ESMA should provide notification to the Local Authorities, consistent with Article 3(4) below and each Authority should keep the other Authorities appropriately informed throughout the Emergency Situation. The Local Authorities should coordinate and lead in an Emergency Situation and should consult with and take account of the views of ESMA to the greatest extent practicable. ESMA should coordinate with the relevant CBI(s) regarding an Emergency Situation of a Covered CCP and any emergency measures that the CBI may consider appropriate. 3. Cooperation will be most useful in circumstances where issues of regulatory, supervisory or enforcement concern may arise, including but not limited to: a) the initial application of a Covered CCP for recognition in the European Union pursuant to Article 25 of EMIR and the periodic reviews of its recognition pursuant to Article 25(5) of EMIR; b) ESMA’s assessment of compliance and monitoring of the ongoing compliance by a Covered CCP with the Recognition Conditions; c) the tiering determination of a Covered CCP by ESMA pursuant to Article 25(2a) of EMIR; d) changes in a Covered CCP's internal rules, policies and procedures that could affect the way in which the Covered CCP complies with any Recognition Conditions; e) regulatory, supervisory or enforcement actions or approvals taken by a Local Authority or ESMA in relation to a Covered CCP, including changes to the relevant obligations and requirements to which the Covered CCPs are subject that may impact the Covered CCPs' continued compliance with the Recognition Conditions; and f) changes to regulatory status or requirements that could result in a change in the regulatory status of, relief granted to, or supervisory treatment of a Covered CCP and potentially could disrupt cross-border clearing arrangements.

  • Outside Activities of Limited Partners Subject to any agreements entered into by a Limited Partner or its Affiliates with the General Partner, Partnership or a Subsidiary, any Limited Partner and any officer, director, employee, agent, trustee, Affiliate or stockholder of any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership or that are enhanced by the activities of the Partnership. Neither the Partnership nor any Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner or Assignee. Subject to such agreements, none of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any business ventures of any other Person, other than the Limited Partners benefiting from the business conducted by the General Partner, and such Person shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures to the Partnership, any Limited Partner or any such other Person, even if such opportunity is of a character which, if presented to the Partnership, any Limited Partner or such other Person, could be taken by such Person.

  • Cooperation of the Parties The Seller undertakes to notify the Buyer of any obstacles on his part, which may negatively influence proper and timely delivery of the Equipment.