Without limiting the generality Sample Clauses

Without limiting the generality of Section 13.9, the Borrower hereby agrees to indemnify and hold the Agent and the Lenders and any affiliate of any Lender party to a Swap Agreement, and their respective officers, directors, employees and agents, harmless from and against any and all claims, losses, penalties, liabilities, damages and expenses (including assessment and cleanup costs and reasonable attorneys', consultants' or other expert fees, expenses and disbursements) arising directly or indirectly from, out of or by reason of (a) the violation of any Environmental Law by the Borrower or any Subsidiary or with respect to any property owned, operated or leased by the Borrower or any Subsidiary or (b) the handling, storage, transportation, treatment, emission, release, discharge or disposal of any Hazardous Materials by or on behalf of the Borrower or any Subsidiary, or on or with respect to property owned or leased or operated by the Borrower or any Subsidiary. The provisions of this Section 9.15 shall survive repayment of the Obligations, or the Facility Termination Date and expiration or termination of this Agreement.

Without limiting the generality of Section 1.1, Equico agrees that it shall be fully responsible for: (A) Requiring that each person who is authorized to offer and sell the Variable Contracts is duly registered as a representative of Equico and is appropriately licensed, registered or otherwise qualified to offer and sell the Variable Contracts under the federal securities laws and any applicable securities laws of each state or other jurisdiction in which the Variable Contracts offered by such person may be lawfully sold; (B) Training, supervising and directing the Agents for purposes of complying on a continuous basis with the NASD Rules and with federal and state securities laws applicable in connection with the offer and sale of the Variable Contracts. In this connection, Equico shall: (i) Establish and implement reasonable written procedures which provide for diligent supervision of sales practices of the Agents; (ii) Require that Agents shall recommend the purchase of Variable Contracts only upon reasonable grounds to believe that the purchase is suitable for each prospective purchaser, and verify their compliance with such requirement; (iii) Provide a sufficient number of registered principals and an adequate compliance staff to carry out the responsibilities set forth herein; and (iv) Impose disciplinary measures on the Agents. (C) Oversight of the securities activities of all persons engaged directly or indirectly in operations of Equico, Equitable and Equitable Variable related to the offer or sale of the Variable Products, each of whom shall be considered a "person associated" with Equico, as defined in Section 3(a)(18) of the 1934 Act. Equico shall have full responsibility for each such person with regard to his or her training, supervision and control, as contemplated by Section 15 of the 1934 Act, and, in that connection, shall have the authority to require that disciplinary action be taken with respect to such persons.

Without limiting the generality of Section VIII. of the Lease, Tenant covenants and agrees that Tenant, its employees, agents and other third parties entering upon the Office Park at the request or invitation of Tenant shall not bring into, maintain upon or release or discharge in or about the Office Park any hazardous or toxic substances or hazardous waste (collectively, "hazardous materials"). The foregoing covenant shall not extend to substances typically found or used in general office applications so long as (1) such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises, (2) such substances and any equipment which generates such substances are used strictly in accordance with the manufacturers' instructions therefor, (3) such substances are not disposed of in or about the Office Park in a manner which would constitute a release or discharge thereof and (4) all such substances and any equipment which generates such substances are removed from the Office Park by Tenant upon the expiration or earlier termination of this Lease, Tenant shall, within thirty (30) days after each anniversary of the Commencement Date, provide to Landlord a written list identifying any hazardous materials then maintained by Tenant in the Office Park, the use of each such hazardous material and the approximate quantity of each such hazardous material so maintained by Tenant, together with written certification by Tenant stating, in substance, that neither Tenant nor any person for whom Tenant is responsible has released or discharged any hazardous materials in or about the Office Park. In the event that Tenant proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this Addendum Section 11.E., Tenant shall first in writing submit such use or equipment to Landlord for approval. No approval by Landlord shall relieve Tenant of any obligation of Tenant pursuant to this subsection, including the removal, clean-up and indemnification obligations imposed upon Tenant by this subsection. Tenant shall, within five (5) days after receipt thereof, furnish to Landlord copies of all notices or other communications received by Tenant with respect to any actual or alleged release or discharge of any hazardous material in or about the Premises, the Building or the Office Park and shall, whether or not Tenant receives any such notice of communication, notify...

Without limiting the generality of Section 11.1, Investigator hereby represent and warrant that they shall utilize one or more lawful bases under Applicable Law legitimizing the Personal Data Processing, and notify Subjects, Investigator’s and Study Personnel of the Personal Data Processing, so that such Study Subjects’, Study Personnel’s and Investigator’s Personal Data can be Processed by (including transferred to) CRO, any of its Affiliates, and SPONSOR or any of its Affiliates and regulatory authorities in each case within or outside the country where such data originates.

Without limiting the generality of Section 5.5.1, for a period ending on the sixth anniversary of the Closing Date, neither Purchaser and/or Terayon nor Seller shall destroy or give up possession of any item referred to in Section 5.5.1 hereof without first offering to the other, the opportunity, at such other's expense (but without any other payment), to obtain the same. Thereafter each party shall be free to dispose of such items as it deems fit.

Without limiting the generality of Section 6.1, above, the PWHL may take any action not in conflict with any express provision of this Agreement, any SPA, or any applicable law in the exercise of its management rights. Such rights include, but are not limited to, establishing, enforcing, amending, implementing, or terminating competition manuals, operations manuals, or other rules, policies, guidelines, or practices, not in conflict with express provisions of this Agreement and subject to the obligation to give notice and an opportunity to discuss with the PWHLPA any policies, rules and rules changes, as set forth below, including, but not limited to, the establishment, termination, and definitions of and amendments to player classifications and categories; determining possible sources of PWHL players and rules and procedures governing their assignment to and between PWHL Teams; determining Roster composition, including the number of individuals within any classification or category; draft, trade, transfer, loan, and registration rules and processes; determining competition calendar dates (including, but not limited to, waiver dates and draft dates, Off-Season training, competitions, and tours); determining game format, including number of games and playing rules as set forth below; determining playoff format, including, but not limited to, the number of games, the number and identity of participating Teams, eligibility for Post-Season participation, Post-Season competition rules, All-Star Game format, if any, and Rosters; determining travel policies and conditions; collecting and tracking Player data and statistics; creating and modifying drug and alcohol polices, codes of conduct, and other disciplinary rules and procedures; creating, maintaining, eliminating, or revising bonuses and other League/Team awards; adding, subtracting, or relocating Teams; determining conditions, amenities, and location of play or practice facilities; determining on-ice equipment standards and uniforms and regulations relating thereto; establishing, maintaining, modifying, or discontinuing health and safety protocols (including, but not limited to, vaccination policies and other infectious disease protocols); capturing and determining the use of Performance Data and statistics, whether by wearable technology, sensors, or any other means; and determining Player and Team salary budgets, if any. The League may use Performance Data for promotional purposes as agreed upon herein and/or in licensed products or for...

Without limiting the generality of Section 3.1, Licensee ----------- and its Affiliates and Subsidiaries (as defined in the Purchase Agreement) agree not to attempt to, and not to help unauthorized parties to, register anywhere in the world any of the Licensed Trademarks or any trademarks confusingly similar thereto and, in any contracts between Licensee and its Manufacturing Agents and permitted sublicensees, Licensee will include language binding such other party to same.

Without limiting the generality of Section 5.1, the Borrower, as security for all Obligations, and each Domestic Subsidiary, as security for the Guarantors' obligations, as applicable, shall deliver to the Agent (i) on the Closing Date, with respect to each parcel of real property owned or leased by the Borrower or a Subsidiary listed on Schedule 5.3, a Mortgage and related Mortgage Support Documents, and (ii) thereafter, with respect to each parcel of real property owned, acquired or leased by the Borrower or a Domestic Subsidiary, unless otherwise determined by the Required Lenders, a Mortgage with respect to such parcel of real property and the related Mortgage Support Documents.

Without limiting the generality of Section 15.1 -------- of the Note Purchase Agreements, NEICOP and NEIC jointly and severally agree to pay all expenses incident to the transactions contemplated by this Amendment and Assumption Agreement (including all document production costs and other expenses, the fees and disbursements of special counsel to the Noteholders for their services with relation to such transactions), and to reimburse the Noteholders for any out-of-pocket expenses.