UNDERTAKINGS AND ASSURANCES Clause Samples

The "Undertakings and Assurances" clause sets out the commitments and guarantees that one or both parties make to each other within a contract. This clause typically details specific actions that a party agrees to perform or refrain from, such as maintaining certain standards, providing information, or not engaging in prohibited activities. By clearly outlining these obligations, the clause helps ensure that both parties understand their responsibilities, thereby reducing the risk of misunderstandings or disputes during the contract's execution.
UNDERTAKINGS AND ASSURANCES. No undertaking or assurance (whether legally binding or not) has been given by the Company to any person as to the continuance, introduction, increase or improvement of any such benefit or scheme or arrangement as is referred to in paragraph 18.1 of this schedule (including, for the avoidance of doubt, the Disclosed Schemes).
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UNDERTAKINGS AND ASSURANCES. ‌ (A) HS2 Ltd shall comply with the Undertakings, Assurances and Requirements which relate to a matter for which HS2 Ltd is the nominated undertaker or for which it is responsible under this Agreement until allocated to any third party other than a Delivery Sub-Contractor pursuant to the provisions of this Clause‌
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UNDERTAKINGS AND ASSURANCES. (a) CRL shall comply with the undertakings, assurances and requirements included within the Environmental Minimum Requirements and the TfL Group Protective Provisions Agreements that relate to a matter for which CRL is the nominated undertaker or for which it is responsible under this Agreement until allocated otherwise pursuant to the provisions of this Clause 4.2 (each a “CRL Undertaking”). (b) CRL shall facilitate a process, in discussion with the Sponsors and LUL, by which the responsibility for complying with the undertakings, assurances or requirements included within the Environmental Minimum Requirements shall be allocated appropriately between SoS, TfL, CRL, LUL and such other parties as may be determined to be relevant and accepted by each relevant party (the “EMR Allocation Process”). The Sponsors and CRL shall use all reasonable endeavours to complete the EMR Allocation Process in respect of all undertakings, assurances and requirements included within the Environmental Minimum Requirements in existence at the date of this Agreement on or before 31 January 2009 or such later date as the Sponsors may agree in writing. (c) The EMR Allocation Process shall be ongoing throughout the Crossrail Project such that if either: (i) new undertakings, assurances or requirements given after the date of the Crossrail Act are identified as being part of or added to the Environmental Minimum Requirements during the Crossrail Project; or (ii) an undertaking, assurance or requirement which is part of the Environmental Minimum Requirements that has previously been allocated ought reasonably to be reallocated having regard to the current circumstances of the Crossrail Project, the relevant undertakings, assurances or requirements shall be allocated or reallocated (as the case may be) pursuant to the EMR Allocation Process. (d) Upon completion of the initial EMR Allocation Process, CRL shall develop and implement a compliance strategy setting out how CRL proposes to comply with the CRL Undertakings on an ongoing basis including appropriate reporting arrangements. CRL shall, if appropriate, update such compliance strategy if any new undertaking, assurance or requirement becomes a CRL Undertaking or if the compliance strategy is no longer appropriate for any CRL Undertaking. (e) CRL shall, at such time and within such period as may be specified in any CRL Undertaking or as may otherwise be reasonably required by either Sponsor, execute and deliver to the relevant part...
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UNDERTAKINGS AND ASSURANCES. No legally binding undertaking or assurance has been given by Pismo to any person as to the continuance, introduction, increase or improvement of any such benefit or scheme or arrangement as is referred to in paragraph 19.1 of this schedule (including, for the avoidance of doubt, the Disclosed Plans).
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UNDERTAKINGS AND ASSURANCES. Neither the Company nor any of its officers or employees is or has been a party to any undertaking or assurance given to any court or governmental agency or regulatory body in any jurisdiction or the subject of any injunction which is still in force. OUTSTANDING JUDGMENTS
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UNDERTAKINGS AND ASSURANCES. No undertaking or assurance (whether legally binding or not) has been given or will before the Completion Date be given by the Company in connection with the Schemes (as defined in Warranty 8.2 below) to any person as to the continuance, introduction, increase or improvement of any such benefit of the Schemes.
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Related to UNDERTAKINGS AND ASSURANCES

  • Further Acts and Assurances Each of the Parties after convincing itself agrees to execute and deliver all such further agreements, documents and instruments, and to do and perform all such further acts and things, as shall be necessary or convenient to carry out the provisions of this Agreement and to consummate the transactions contemplated hereby.

  • Further Actions and Assurances At any time and from time to time, each party agrees, at its or their expense, to take actions and to execute and deliver documents as may be reasonably necessary to effectuate the purposes of this Agreement.

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Definitions and Assumptions For purposes of this Agreement: (i) the terms “excess parachute payment” and “parachute payments” shall have the meanings assigned to them in Section 280G of the Code, and such “parachute payments” shall be valued as provided therein; (ii) present value shall be calculated in accordance with Section 280G(d)(4) of the Code; (iii) the term “Base Period Income” means an amount equal to Executive’s “annualized includible compensation for the base period” as defined in Section 280G(d)(1) of the Code; (iv) “Agreement Benefits” shall mean the payments and benefits to be paid or provided pursuant to this Agreement; (v) for purposes of the opinion of the National Advisor, the value of any noncash benefits or any deferred payment or benefit shall be determined by the Company’s independent auditors in accordance with the principles of Sections 280G(d)(3) and (4) of the Code, which determination shall be evidenced in a certificate of such auditors addressed to the Company and Executive; and (vi) Executive shall be deemed to pay federal income tax and employment taxes at the highest marginal rate of federal income and employment taxation, and state and local income taxes at the highest marginal rate of taxation in the state or locality of Executive’s domicile (determined in both cases in the calendar year in which the Date of Termination occurs or the notice described in Section 4.5(b) above is given, whichever is earlier), net of the maximum reduction in federal income taxes that may be obtained from the deduction of such state and local taxes.

  • SUBCONTRACTS and ASSIGNMENTS Except as may be set forth in the Special Provisions, the Contractor agrees not to subcontract, assign, transfer, convey, sublet or otherwise dispose of this Agreement or any right, title, obligation or interest it may have therein to any third party without prior written approval of H-GAC. The Contractor acknowledges that H-GAC is not liable to any subcontractor or assignee of the Contractor. The Contractor shall ensure that the performance rendered under all subcontracts shall result in compliance with all the terms and provisions of this Agreement as if the performance rendered was rendered by the Contractor. Contractor shall give all required notices, and comply with all laws and regulations applicable to furnishing and performance of the work. Except where otherwise expressly required by applicable law or regulation, H-GAC shall not be responsible for monitoring Contractor's compliance, or that of Contractor’s subcontractors, with any laws or regulations.