Specific Responsibilities Clause Samples
The 'Specific Responsibilities' clause defines the particular duties and obligations assigned to each party under an agreement. It typically outlines who is responsible for performing certain tasks, delivering services, or meeting deadlines, and may include detailed descriptions of required actions or standards to be met. By clearly delineating these responsibilities, the clause helps prevent misunderstandings and disputes by ensuring all parties understand their roles and what is expected of them.
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Specific Responsibilities. Without limiting the responsibilities of the Manager, the Manager will:
1. Maintain office facilities (which may be in the offices of the Manager or a corporate affiliate but shall be in such location as the Trust reasonably determines).
2. Furnish statistical and research data, clerical services and stationery and office supplies.
3. Compile data for, prepare for execution by the Fund and file all the Fund’s federal and state tax returns and required tax filings other than those required by this Agreement to be made by the Fund’s custodian and transfer agent.
4. Prepare compliance filings pursuant to state securities laws with the advice of the Trust’s counsel.
5. Prepare the Trust’s Annual and Semi-Annual Reports to Shareholders and amendments to its Registration Statements (on Form N-1A or any replacement therefor).
6. Compile data for, prepare and file timely Notices to the SEC required pursuant to Rule 24f-2 under the 1940 Act.
7. Determine the daily pricing of the portfolio securities and computation of the net asset value and the net income of Fund in accordance with the Prospectus, resolutions of the Trust’s Board of Trustees, and the procedures set forth in EXHIBIT A: NET ASSET VALUE CALCULATIONS.
8. Keep and maintain the financial accounts and records of the Fund and provide the Trust with certain reports, as needed or requested by the Fund.
9. Provide officers for the Trust as requested by the Trust’s Board of Trustees.
10. Perform fund accounting services for the Fund as set forth in EXHIBIT B: FUND ACCOUNTING FUNCTIONS.
11. Generally assist in all aspects of the operations of the Fund.
Specific Responsibilities. In addition to its overall responsibility for monitoring and providing strategic oversight with respect to the Parties’ activities under this Agreement, the JSC will in particular have the following responsibilities:
2.2.3.1. review and discuss the Research by the Parties with respect to the T1 Antibody Candidates and Option Target Antibody Candidates, including whether a Technical Failure has occurred with respect to Option Target Antibody Candidates; CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
2.2.3.2. review and discuss the Development of Regional Antibody Candidates;
2.2.3.3. review and discuss the Commercialization of Regional Licensed Products and any other ongoing related activities;
2.2.3.4. review, discuss and oversee Manufacturing for the T1 Antibody Candidates and Option Antibody Candidates, including the supply chain for Antibody Candidates;
2.2.3.5. facilitate the flow of information between the Parties with respect to T1 Antibody Candidates, Regional Antibody Candidates, Global Antibody Candidates and Licensed Products;
2.2.3.6. review and discuss reports from the JRC, JDC and JCC, and provide guidance thereto and direct the activities of such Committees, and review and approve all Research Plans and each RLP Development Plan, and, in each case, all amendments thereto;
2.2.3.7. review and discuss the entry of any Collaboration In-Licenses with respect to the Research, Development, Manufacture or Commercialization of any Antibody Candidates or Licensed Products;
2.2.3.8. review, discuss and coordinate the Parties’ scientific presentation and publication strategy relating to the Regional Licensed Products in the Territory;
2.2.3.9. review and facilitate discussion of proposed publications and resolve disputes with respect thereto taking into consideration Section 11.2.1;
2.2.3.10. attempt to resolve issues presented to it by, and disputes within, the JRC, JDC or JCC, or any other subcommittee;
2.2.3.11. establish such additional joint subcommittees as it deems necessary to achieve the objectives and intent of this Agreement; and
2.2.3.12. perform such other functions as appropriate, and direct each other Committee to perform such other functions ...
Specific Responsibilities. Unless the Parties otherwise agree, the Alliance Managers will attend meetings of the JRC but may not be members of the JRC. The Alliance Managers will serve as the primary contact point between the Parties for the purpose of providing each Party with information regarding the other Parties’ activities pursuant to this Agreement and will have the following responsibilities:
(a) schedule meetings of the JRC and circulate draft written minutes as provided in Section 3.1.3(b);
(b) facilitate the flow of information and otherwise promote communication, coordination and collaboration between the Parties;
(c) provide a single point of communication for seeking consensus both internally within the respective Party’s organization and between the Parties regarding key strategy and planning issues; and
(d) perform such other functions as requested by the JRC.
Specific Responsibilities. In addition to its overall responsibility for monitoring and providing a forum to discuss and coordinate the Parties’ activities under this Agreement, the JSC shall in particular:
(i) oversee the collaborative activities of the Parties under this Agreement, create and review the overall strategy for Developing and seeking Regulatory [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Approval for, Manufacturing, and Commercializing Collaboration Products, in the Field in the Territory;
(ii) receive and discuss reports from the JDC, the JCC, the JFC, and the JPC, and provide guidance thereto, approve the Development Plan(s) (including the Development Budget(s)) and the Commercialization Plan(s) (including the Commercialization Budget(s)), and any amendments thereto;
(iii) establish such additional joint subcommittees as it deems necessary to achieve the objectives and intent of this Agreement;
(iv) attempt to resolve issues presented to it by, and disputes within, the JDC, the JCC, the JFC, and the JPC, or any other committee;
(v) review and approve decisions to terminate Development on any Collaboration Product, including with respect to specific indications;
(vi) discuss and decide whether to Develop Collaboration Products (other than TRU-016) and for which indications;
(vii) select the Lead Development Party, Lead Regulatory Party, Lead Manufacture Party, and Lead Commercialization Party, and review and approve any changes thereto;
(viii) review and approve the manufacturing plan for [ * ] and [ * ] or [ * ] with associated budget, resource allocation and regulatory plans;
(ix) review and approve (A) inclusion of any costs not specifically enumerated in the definitions of Development Costs or Commercialization Costs or any component thereof, and (B) any costs incurred by a Party that exceed that the portion of the applicable Development Budgets or Commercialization Budgets allocated to such Party with respect to the relevant Calendar Quarter by more than [ * ];
(x) review and approve any changes to the specific responsibilities of the JDC, the JCC, the JFC, and the JPC;
(xi) discuss and make determinations regarding material safety issues with respect to the Collaboration Product; and
(xii) perform such other functions as appropriate to further the purposes of thi...
Specific Responsibilities. The Manager will, for each Fund:
1. Maintain office facilities for the Fund.
2. Furnish statistical and research data, clerical services and stationery and office supplies.
3. Compile data for, prepare for execution by the Fund, and file all the Fund’s federal and state tax returns and required tax filings other than those required by this Agreement to be made by the Fund’s custodian and transfer agent.
4. Prepare compliance filings pursuant to state securities laws with the advice of the Trust’s counsel.
5. Prepare the Trust’s annual and semi-annual reports to shareholders and amendments to its registration statements filed with the SEC (on Form N-1A or any successor form).
6. Compile data for, prepare, and file timely Notices to the SEC required pursuant to Rule 24f-2 under the 1940 Act.
7. Determine the daily pricing of the portfolio securities and computation of the net asset value and the net income of the Fund in accordance with the Prospectus, resolutions of the Trust’s Board of Trustees, and the valuation procedures of the Trust as in effect from time to time. The Manager may rely in good faith upon information prepared by or furnished to it or the Trust by any accounting or sub-accounting agent, and broker, dealer, or pricing or valuation service, or other usual or customary source of financial, accounting, or valuation information, and the Manager shall not be responsible for any loss occasioned by or resulting directly or indirectly from such reliance.
8. Keep and maintain the financial accounts and records of the Fund and provide the Trust with certain reports, as needed or reasonably requested by the Fund.
9. Provide officers for the Trust as requested by the Trust’s Board of Trustees.
10. Perform fund accounting services for the Fund as set forth in Exhibit A: Fund Accounting Functions.
11. Implement the Funds’ policies and procedures with respect to market timing, late trading, anti-money laundering, customer identification, privacy, sales load breakpoints, and redemption fees, to the extent implementation of those policies and procedures have not been delegated to another service provider of the Funds.
12. Generally take steps to provide for shareholder servicing, recordkeeping services for direct and indirect investors in the Fund (“Shareholders Services”), and such other related services as the Manager may from time to time consider appropriate, and to pay such amounts to third parties (who may be affiliates of the Manager) in respect of ...
Specific Responsibilities a. Provide information service for faculty, staff, students and community.
b. Select materials of the various types necessary for the collection: books, periodicals, manuscripts, newspapers, tapes, films, maps, charts, posters, etc.
c. Coordinate reference service with other resource center services.
d. Make appropriate utilization of the resources of other libraries, either through referral or interlibrary loan.
e. Facilitate access to materials by developing bibliographic aids designed for the needs of the patrons.
f. Assist the appropriate administrator in preparing the annual budget.
g. Provide instruction in use of the resource center and its materials and services informally on a one-to-one basis between the librarian and the patron at the time of a patron’s needs; by formal instruction in the classroom at the request of a faculty member; by formal instruction in the classroom in the library course designed to accomplish this purpose. When in this capacity, librarians shall perform the duties and responsibilities of faculty as set out in Section K, above.
h. Tenured librarians will assist, when appropriate, in recruiting and interviewing prospective faculty.
i. Submit requests for supplies and equipment.
j. Supervise library staff and student help assigned to reference or circulation.
k. Coordinate access to information and materials available through regional and national databases and stay abreast of developing library and information technologies.
l. Keep current with changes in the field, through reading and attending in-service and professional development activities. Each librarian shall have on file with the appropriate administrator an agreed upon professional improvement plan.
m. Teach classes as assigned. If these classes are in addition to regular workload, the class be paid as an overload.
Specific Responsibilities. To be responsible for the day-to-day operational delivery of Company's performance obligations. To plan, allocate and monitor work undertaken in relation to the Services. To attend review meetings as required by the Agreement. To be responsible for the provision of Reports as required by the Agreement. To ensure that appropriate operational and quality control procedures are in use. To manage and resolve Provider complaints relating to Company's operational activities.
Specific Responsibilities. A. The Fire Chief or his/her designee will:
a. Identify those members where a drug/alcohol screen is required and inform the Director of Public Safety of said status.
b. When necessary, initiate a preliminary investigation to determine the validity of a member's admission that he/she is presently taking prescribed drugs.
i. If the preliminary investigation reveals that the drugs have been legally prescribed and are being consumed according to prescription directions, no further investigation will ensue.
ii. In all other instances, a formal investigation will ensue when the test results disclose positive indicators and/or evidence of drug/alcohol usage by the member.
B. Command level personnel or the Fire Chief shall ensure that members have been properly notified of the date and time of a drug/alcohol screen and that the notification has been properly documented.
C. The member subject to a drug/alcohol screen will:
a. Report on a date and time determined by the Department.
b. Furnish documentation relating to the use of any prescribed drugs to the
Specific Responsibilities. In addition to its overall responsibility for the activities under this Agreement, the JSC shall in particular:
(a) review and approve annual updates and amendments to the GDP, including the global regulatory strategy (and amendments and updates thereto) included in the GDP and presented by the JDC;
(b) review and discuss, as necessary, the performance of each Party, or a Party’s Affiliate or Sublicensee, as applicable, in performing the activities under the GDP, the Medical Affairs Plan or the Commercialization Plans, including actual financial results versus budget or plan, compliance with applicable Laws and any agreed-upon standards for conduct of such activities and progress of the Clinical Studies then on-going;
(c) review and approve the initial US Commercialization Plan, including the initial US Commercialization Budget, and any amendments and updates to such US Commercialization Plan and US Commercialization Budget, in each case presented to the JSC by the JCC;
(d) review and approve the initial Ex-US Commercialization Plan and any amendments and updates thereto, in each case presented to the JSC by the JCC;
(e) review and approve the initial Medical Affairs Plan, including the initial Medical Affairs Budget, and any amendments and updates thereto, in each case presented to the JSC by the JMAC;
(f) review and approve the Global Branding Strategy, and any amendments and updates thereto, presented by the JCC;
(g) oversee the Finance Working Group and any other Working Groups that reports into the JSC;
(h) attempt to resolve disputes within the JDC, the JCC, the JMAC, the Finance Working Group or any other Working Group that reports to the JSC; and
(i) perform such other functions as are assigned to it in this Agreement or as appropriate to further the purposes of this Agreement to the extent agreed to in writing by the Parties.
Specific Responsibilities. The JDC shall meet monthly in person or by phone for the purpose of facilitating the transition of Development of the Product from Lightlake to Adapt. At least seven (7) days prior to each meeting, each Party shall circulate an agenda of items that such Party wishes to cover in such meeting. In particular, the JDC shall:
2.2.1 review and serve as a forum for discussing the Initial Development Plan, and review amendments thereto;
2.2.2 oversee any transition activities under the Initial Development Plan;
2.2.3 serve as a forum for discussing strategies for obtaining Regulatory Approvals for Products; and
2.2.4 perform such other functions as are set forth herein or as the Parties may mutually agree in writing, except where in conflict with any provision of this Agreement.