Documents to be Delivered to the Document Custodian After an Advance. Subject to Sections 3.2 and 3.3, within two (2) Business Days after the Purchase Date for any Participated Mortgage Loan, [[Organization B:Organization]] shall deliver or cause to be delivered to the Document Custodian all of the [[Organization C:Organization]] Document Deliverables for such Participated Mortgage Loan. [[Organization C:Organization]] reserves the right to require copies of any of the [[Organization C:Organization]] Document Deliverables for review prior to making any Advance for the purchase of a Participation Interest in any specific Mortgage Loan.
Proprietary Rights. Unless as otherwise provided in a specific Rider, any and all information, data, documentation, plans, reports, formulations, processes, methods, discoveries, improvements, developments, records, work product (including works-in-process) and deliverables resulting from the Services that are created, conceived, developed or reduced to practice in relation to Magentas Confidential Information or otherwise as a result of Services (the Deliverables) will be exclusively owned by Magenta. BTMB acknowledges that all work performed by BTMB is on a work for hire basis. BTMB hereby assigns, and agrees to assign to Magenta, all of its worldwide right, title and interest in and to all Deliverables, including all related intellectual property rights. BTMB will execute any and all applications, assignments or other instructions and take all actions that are reasonably requested by Magenta for the perfection of the foregoing assignment and to fully implement Magentas rights, title and interest in the Deliverables, including all related intellectual property rights. It is the intent of the Parties that all right, title and interest a Party may have in and to any materials, information or work product, including but not limited to copyrights, patents, and trade secret rights therein that pre-existed this Agreement (Existing Intellectual Property) are and shall remain the sole property of that Party. To the extent any of BTMBs Existing Intellectual Property is incorporated into any Deliverables or the use of any of BTMBs Existing Intellectual Property is otherwise necessary to use any Deliverable, BTMB hereby grants to Magenta a perpetual, irrevocable, fully paid-up, royalty-free, non-exclusive, worldwide license (with the full right to sublicense directly or indirectly through multiple tiers) to # copy, distribute, display, perform, create derivative works of and otherwise use and fully exploit BTMBs Existing Intellectual Property solely in connection with Magentas use of the Deliverables. For the avoidance of doubt, in the event of a conflict between this Section 10 and terms of any Rider, the provisions in the Rider shall prevail.
2.2Forecasts and Binding First Quarter of a Forecast Period. No later than 1 month prior to January 1, 2023 Purchaser shall provide a binding forecast of Purchaser’s requirements for the first calendar quarter of 2023 and a non-binding forecast for the subsequent three (3) calendar quarters immediately thereafter. Such four (4) quarter period shall be referred to herein as the “Forecast Period.” Thereafter, no later than the commencement of the first day of each subsequent calendar quarter (i.e., April 1st, July 1st, October 1st), Purchaser shall furnish Supplier with a rolling forecast of its requirements of the Supply Deliverables for that new Forecast Period, continuing thusly for all periods within the Term of this Agreement. The first calendar quarter of any Forecast Period shall constitute a binding order under [Section 2.3] for supply of the forecast amount of the Supply Deliverables during such calendar quarter, and the remaining three (3) calendar quarters of each forecast shall be treated as a non-binding estimate only. The minimum binding quarter forecast for any binding quarter is zero Supply Deliverables. If Purchaser fails to supply a forecast for the binding quarter of a Forecast Period, the Purchaser’s requirements for that binding quarter shall be assumed to be zero Supplied Deliverables. Notwithstanding the foregoing, in any calendar quarter, Supplier shall not be required to supply hereunder more than fifteen (15) of the UAVs with respect to such calendar quarter; provided, that Defective Product replacements supplied under [Section 3.3(c)] and Supply Deliverables supplied pursuant to orders under [Section 9.7] shall be ignored for purposes of determining the foregoing supply quantity obligation. In any event, and without limiting in any way Supplier’s obligations hereunder, Supplier shall at all times use (and cause its vendors to use) commercially reasonable efforts to satisfy Purchaser’s orders for Supply Deliverables. Any and all forecasts provided by Purchaser to Supplier under this Agreement shall be sent to Supplier’s materials planning department.
Performance. Caribou agrees to use commercially reasonable efforts to perform the Services, including by delivering any deliverables, in accordance with the Research Plan, this Agreement and all applicable laws, rules, regulations and industry standards. .
The Company shall deliver the duly notarised German Law Share Pledge, together with all deliverables thereto, to the Security Agent within 5 Business Days of such notarisation and by no later than 31 May 2017.
For the avoidance of doubt, it is herewith explicitly confirmed that [ ], and/or from screening against, the Monospecific Targets that are part of any [Schedule 1.93] Target are Program Specific Deliverables as defined in [Section 1.82].
5.2Invoice and Payment. All orders placed pursuant to [Section 2.3] shall be accompanied by payment in full for the Supply Deliverable so ordered. All amounts due hereunder to Supplier shall be paid in U.S. dollars. Supplier shall provide to Purchaser a written invoice for each shipment of Supply Deliverables delivered to Purchaser; and each such invoice shall reflect any pre-payments made by Purchaser for the applicable Supply Deliverables, and contain an accounting in such detail as is reasonably necessary for Purchaser to evaluate the calculation thereof.. All payments due hereunder shall be made by wire transfer to an account designated by Supplier.
“Facility IP” means all Intellectual Property (and associated deliverables, products, and other materials described in this definition) of Service Provider or its Affiliates, whether now existing or hereafter developed, in or covering the Facility (including all equipment, components, hardware, software and other deliverables) as delivered under the Services Agreement or under the EPC Agreement (including Intellectual Property, deliverables, products, and materials underlying, supporting, or used to create deliverables under the EPC Agreement or Services Agreement, regardless of whether the same have been or will be provided to Owners, but excluding products delivered by Service Provider’s fuels group to Owners under separate commercial agreements), required or reasonably necessary for Owners to design, construct, test, startup, license, complete, maintain, improve, and operate the Facility, to defend challenges on ITAACs or respond to other requests made by any Government Authority or pursuant to applicable Law, including # patents, trademarks (but excluding the Westinghouse name or any trademarks related to AP1000®), copyrights, trade secrets, inventions, know-how, proprietary information, confidential information, documentation, materials and data; # software required or reasonably necessary for Facility Purposes, including Service Provider (or its Affiliates)-owned and developed proprietary computer programs expressed in a source code language consisting of a full source language statement of programs and all related compiler command files, build scripts, complete maintenance documentation, application programming interfaces, graphical user
to assist the Principal with the rendering of the Products in accordance with the deliverables and timeframes as set out in Annexure A hereto as may amended by written agreement of the parties from time to time;
“Specifications” or “UAV Specifications” shall mean the product characteristics, model numbers, design requirements, processing, labeling, and packaging requirements, protocols and standards pertaining to the manufacture or supply of the Supply Deliverables as specified in Exhibit A attached hereto.
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