Duties and Responsibilities; Best Efforts. While employed by [[Nucor Corporation:Organization]], Executive shall perform such duties for and on behalf of [[Nucor Corporation:Organization]] as may be determined and assigned to Executive from time to time by the Chief Executive Officer of [[Nucor Corporation:Organization]] or the Board. Executive shall devote Executive’s full time and best efforts to the business and affairs of [[Nucor Corporation:Organization]]. During the term of Executive’s employment with [[Nucor Corporation:Organization]], Executive will not undertake other paid employment or engage in any other business activity without the prior written consent of the Board.
Best Efforts. The parties shall use their commercially reasonable best efforts to satisfy timely each of the conditions described in [Section 7 and 8]8] of this Agreement.
Best Efforts. Buyer will use its best efforts to cause the conditions in Article VI to be satisfied; provided, however, that Buyer will not be required to make any material change to its business, dispose of any material asset, expend material funds incur any material burden or take actions that would result in a material adverse change in the benefits to Buyer of this Agreement and the contemplated transactions.
Best Efforts. You shall devote all of your business time and attention to your duties as an employee of Agilysys. You shall use your best efforts, energies, and skills to advance the business of Agilysys, to further and improve its relations with suppliers, customers and others, and to keep available to Agilysys the services of its employees. You will keep the Company apprised of any activities that reasonably could impact your ability to devote sufficient time to your duties as an employee of Agilysys, including service on any outside boards of directors, work on behalf of any other business entity, and significant charitable activities. You shall perform your duties in compliance with all laws and Agilysys’ published policies, including the ethical standards set forth in Agilysys’ Code of Business Conduct.
Best Efforts. Licensee shall use its reasonable best efforts to exploit this license throughout the Territory. Without limitation, Licensee shall: # sell a sufficiently representative quantity of styles, fabrications and colors of Licensed Products; # offer for sale Licensed Products so that they may be sold to consumers on a timely basis; and # cooperate with THL’s merchandising, sales and anti-piracy programs. Licensee acknowledges that to preserve the goodwill associated with the Trademarks, Licensed Products should be sold at prices and terms reflecting the quality and nature of the Trademarks, and the reputation of the Trademarks as appearing on goods of high quality, it being understood, however, that THL is not empowered and has no desire to fix or regulate the prices for which the Licensed Products are to be sold. Licensee shall at all times maintain personnel and resources sufficient to provide effective distribution of the Licensed Products throughout the Territory.
Best Efforts. The Executive shall devote Executive’s full business time, attention and energies to the business and affairs of the Company and shall use Executive’s reasonable best efforts to advance the best interests of the Company and during the Term shall not be actively engaged in any other business activity, whether or not such business activity is pursued for gain, profit or other pecuniary advantage, that will interfere with the performance by the Executive of Executive’s duties hereunder or the Executive’s availability to perform such duties or that will adversely affect, or negatively reflect upon, the Company.
Best Efforts. At all times during the License Period, the Licensee shall use all commercially reasonable best efforts to exploit the License throughout each country in the Territory, including, but not limited to all commercially reasonable best efforts directed at: # selling what reasonably constitutes a full line and broad array of Products (at least on par with CKI’s competitors set forth in §1.5.2 below for the applicable Products in the applicable country unless otherwise agreed by CKI), within each seasonal collection of watch and jewelry Licensed Products within each Region (each, a “Collection”), subject to seasonal differences, and a sufficiently representative quantity of each type of Product (as to watches, to include certain styles of “smart” watches as deemed commercially practicable taking into account [[Identifier]]-provided input and competitors’ then current product lines of watches, during seasonal design meetings (as per §6.2.4) and other CKI meetings (e.g. with licensing global marketing) between CKI and Licensee)) within each Collection; # timely developing, producing and offering for sale each seasonal collection of Licensed Products so that they may be shown, marketed, sold and shipped to consumers on a timely basis; # maintaining a sales force sufficient to provide effective distribution throughout all areas of the Territory; # cooperating with CKI’s and any of its licensees’ marketing, merchandising, sales, and anti-counterfeiting programs as may be applicable; and # maintaining necessary financial position to adequately support the operations and obligations herein. Licensee will develop, implement and maintain a business continuity plan or programs, consistent with its corporate operating procedures, to provide reasonable assurance for the continuation of the operations of the license hereunder, and its exploitation, in the event of any calamity, other Acts of God, or disruption in Licensee’s business. Licensee will at all times during the Term use all commercially reasonable best efforts to maintain an adequate operating performance and financial position, and adequately finance all of the above and all other operations of such division or subdivision as specified in this Agreement, which will include maintaining at all times throughout the Term of this Agreement, the financial covenants referenced in §8.3(n).
Best Efforts Offering. If an Offering is on a best efforts basis, the sale of Securities to the investors in the Offering will be evidenced by a purchase agreement (“Purchase Agreement”) between the Company and such investors in a form reasonably satisfactory to the Company and Wainwright. Wainwright shall be a third party beneficiary with respect to the representations, warranties and covenants, closing conditions and closing deliverables included in the Purchase Agreement. Prior to the signing of any Purchase Agreement, officers of the Company with responsibility for financial affairs will be available to answer inquiries from prospective investors.
Duties and Responsibilities. Executive shall serve as Vice President of Finance and Chief Financial Officer of the Company. In the performance of such duties, Executive shall report directly to the Chief Executive Officer (the “CEO”) and shall be subject to the direction of the CEO and to such limits upon Executive’s authority as the CEO may from time to time impose. In the event of the CEO’s incapacity or unavailability, Executive shall be subject to the direction of the Board. Executive hereby consents to serve as an officer and/or director of the Company or any subsidiary or affiliate thereof without any additional salary or compensation, if so requested by the CEO. Executive’s primary place of work shall be the Company’s offices in Austin, TX, or such other locations designated by the CEO from time to time. Executive shall also render services at such other places within or outside the United States as the CEO may direct from time to time. Executive shall be subject to and comply with the policies and procedures generally applicable to employees of the Company to the extent the same are not inconsistent with any term of this Agreement.
Duties and Responsibilities. Executive shall perform the duties and responsibilities customary for the position set forth above and such other related duties as are lawfully assigned by the Company. Executive shall devote Executive’s full professional efforts and time to the Company. Notwithstanding the foregoing, nothing in this Agreement shall prevent Executive from serving on boards of directors or otherwise serving as an advisor to other businesses, provided that such participation does not, individually or in the aggregate, materially interfere with the performance by Executive of his duties hereunder, and provided further that such service has been approved by the Chief Executive Officer of the Company (which approval will not be unreasonably withheld). By signing this Agreement, Executive confirms that Executive has no contractual commitments or other legal obligations that would prohibit Executive from performing the duties set forth herein.
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