Responsibilities of Purchaser Clause Samples

Responsibilities of Purchaser. In addition to the other responsibilities set forth herein, Purchaser shall: (a) provide all training of its personnel; (b) collect, prepare, and enter all data necessary for the day-to- day operations of the Licensed Software; (c) retain separate copies of all conversion data delivered to Tyler; (d) provide the computer system on which the Licensed Software will be loaded and operated; (e) provide the requisite networks; (f) maintain an internal help desk function; (g) prior to Project completion, install all changes or updates into the Licensed Software and Third Person Software products that are furnished by Tyler for the purpose of correcting failures of the Licensed Software to conform to, and perform in accordance with, the requirements of this Agreement; and

Responsibilities of Purchaser. Purchaser shall be fully responsible for compliance with any and all Applicable Laws relating to the design, production, and sale of Finished Product.

Responsibilities of Purchaser. Purchaser, on behalf of Seller, shall, subject to the second paragraph of Section 3.01 and Section 3.06(a) be responsible for all state insurance department and federal and state securities law filings (including, but not limited to, filings of riders and amendments), the maintenance of all required licenses and permits, compliance with all regulatory requirements and the taking of all required actions with respect to government authorities.

Responsibilities of Purchaser. Purchaser shall provide, free of charge and with ready access, adequate working space, adequate light, heat, ventilation, electrical current, and outlets for the use of RSI maintenance personnel. Purchaser shall not misuse, neglect or attempt any software modification, repairs or maintenance of the equipment covered hereby. Any added costs to RSI for maintaining the system or equipment because of violation of this provision shall be charged to the Purchaser. Likewise, all costs of maintenance not attributable to normal wear and tear, normal malfunction, or RSI negligence, shall be charged to the Purchaser at the RSI published hourly rate and published list price for parts. Purchaser shall always allow RSI full and free access to the equipment subject to Purchaser's industrial security rules. Unless otherwise specified in the agreement, the client is responsible for all day to day maintenance and administration tasks as required by a typical computer system furnished by ROBOCOM with the RIMS application. -------------------------------------------------------------------------------- Agreement Between: Page 27 COGITA Holdings Ltd and ROBOCOM Systems, Inc. Dated: 5 August 1997 Customer Administrative tasks include but are not limited to: User and Group Administration Kernel Tuning User Accounting Monitor disk usage Install/configure Peripherals Printer Scheduler Administration File System Administration Network File System Administration Progress Database Administration Periodic BI File Truncation Periodic Dump and Reload Develop Backup Strategy Perform Daily Backups Perform Quarterly Backups UUCP Administration CRON Administration EMAIL Administration -------------------------------------------------------------------------------- Agreement Between: Page 28 COGITA Holdings Ltd and ROBOCOM Systems, Inc. Dated: 5 August 1997

Responsibilities of Purchaser. Purchaser, on behalf of CLIC, shall, subject to the second paragraph of Section 3.01 and Section 3.06(a) be responsible for all state insurance department and federal and state securities law filings (including, but not limited to, filings of riders and amendments), the maintenance of all required licenses and permits, compliance with all regulatory requirements and the taking of all required actions with respect to government authorities.

Responsibilities of Purchaser. Seller shall make available for employment by Purchaser all of Seller's employees working at the Branch Office on the Closing Date, and Purchaser will offer, for a period of at least ninety (90) days following the Closing Date, employment on an "at will" basis to all such employees, it being understood that nothing herein shall prohibit Purchaser from terminating an employee for cause. Notwithstanding the foregoing, in the event one of more employees working at the Branch Office on the Closing Date is a party to an employment and/or non-competition agreement (collectively the "Employee Agreements"), at Closing Seller shall assign, and Purchaser shall assume, all such Employee Agreements effective as of the Effective Time. The acceptance of Purchaser's offer of employment by any or all such employees shall not constitute a condition of Closing hereunder. Schedule 11.1 attached hereto and updated to the Closing Date sets forth a true, correct and complete list showing all such employees, their respective dates of hire and salary levels. Purchaser shall be liable, and shall indemnify and hold harmless Seller, for any salaries, wages, employee benefits, bonuses, or commissions earned or accrued by all such personnel after the Effective Time.

Responsibilities of Purchaser. The Company shall be fully liable for all benefit programs established by Seller under Section 9.01 and disclosed to Parent (other than Retention Bonuses described in Section 9.01(a)(vii)), on behalf of the Company, which shall exist under the Company's EIN. The Company shall be responsible to reimburse Seller for all reasonable expenses incurred in connection with the establishment and administration of all employee benefit programs and employment policies and procedures, in accordance with Section 9.01. The Company shall be responsible for the execution of all Form 5500 Annual Returns, tax returns and other documents prepared by Seller (after review by the Company) for execution by the Company.

Responsibilities of Purchaser. Certain activities can cause joint or other health problems. To avoid these problems, ▇▇▇▇▇▇▇▇▇ agrees to the following terms. Failure to abide by any term will result in the voiding of any Guarantee in the contract, written or implied: 7.1. Purchaser must have Puppy examined by a veterinarian within 4-days of receipt of Puppy. 7.2. Purchaser will not take Puppy to any public place (such as parks, pet stores, or obedience classes) until the completion of puppy shots (approximately 16 weeks) to avoid exposing Puppy to illness. 7.3. Puppy’s weight will be maintained at an appropriate level for the Puppy’s build and height. At no time is Purchaser to permit Puppy to become “overweight” or “obese.” 7.4. Puppy will not be permitted to jump higher than Puppy’s elbow height during the first 12 months of Puppy’s life. 7.5. Puppy will not participate in physically strenuous activity during the first 12 months of Puppy’s life. It is the responsibility of the Purchaser to verify with Griffons Out West that a physical activity does not qualify as strenuous prior to partaking in such activity. Such strenuous activity includes, but is not limited, to: 7.5.1. Long distance running in excess of a half mile 7.5.2. Running on concrete or asphalt for more than one minute 7.5.3. Jumping out of a truck bed 7.5.4. Jumping off anything that is higher than 20 inches. 7.5.5. Being hunted for longer than 30 minutes without a break 7.6. Puppy will not be subject to frequent stair climbing during the first 12 months of ▇▇▇▇▇’s life. 7.7. Puppy will be fed with a size appropriate, high-quality dog food or raw diet that promotes healthy bone and joint development. Purchaser must show proof of receipts of food purchases. Puppy may not be fed Corn, Wheat or Soy. 7.8. Puppy will have annual veterinary check-ups with appropriate vaccinations and monthly administration of heartworm preventative. 7.9. Puppy will be kept free of all parasites. 7.10. Puppy will reside inside Purchaser's residence. 7.11. Puppy will not be subject to physical abuse. 7.12. Major trauma (example, car accident) immediately voids any Guarantee. 7.13. If hips do not meet the minimum standards listed in section 6, Purchaser will provide reasonable written proof (such as veterinary documentation or affidavit) that all responsibilities listed in section 7.1 7.12 have been met within 30 days of such request’s postmark.

Responsibilities of Purchaser. Seller shall make available for employment by Purchaser all of Seller's employees working at the Branch Offices on the Closing Date, and Purchaser will offer, for a period of at least ninety (90) days following the Closing Date, employment on an "at will" basis to all such employees, it being understood that nothing herein shall prohibit Purchaser from terminating an employee for cause. The acceptance of Purchaser's offer of employment by any or all such employees shall not constitute a condition of Closing hereunder. Schedule 11.1 attached hereto and updated to the Closing Date sets forth a true, correct and complete list showing all such employees, their respective dates of hire and salary levels. Seller shall remain liable for any salaries, wages, employee benefits, bonuses, or commissions earned or accrued by all such personnel before the Closing Date.