Compliance with Laws Contract Clauses (1,689)

Grouped Into 50 Collections of Similar Clauses From Business Contracts

This page contains Compliance with Laws clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Compliance with Laws. Notwithstanding any provision of this Agreement to the contrary, the issuance of the RSUs (and the shares of Stock upon settlement of the RSUs) pursuant to this Agreement will be subject to compliance with all applicable requirements of federal, state, or foreign law with respect to such securities and with the requirements of any stock exchange or market system upon which the Stock may then be listed. No Stock will be issued hereunder if such issuance would constitute a violation of any applica...ble federal, state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. In addition, Stock will not be issued hereunder unless (a) a registration statement under the Securities Act of 1933, as amended (the "Act"), is at the time of issuance in effect with respect to the shares issued or (b) in the opinion of legal counsel to the Company, the shares issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares subject to the Award will relieve the Company of any liability in respect of the failure to issue such shares of Stock as to which such requisite authority has not been obtained. As a condition to any issuance hereunder, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect to such compliance as may be requested by the Company. From time to time, the Board and appropriate officers of the Company are authorized to take the actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Stock available for issuance. View More
Compliance with Laws. Notwithstanding any provision of this Agreement to the contrary, the any issuance of the RSUs (and the shares of Common Stock upon settlement of the RSUs) pursuant to this Agreement hereunder will be subject to compliance with all applicable requirements of federal, state, or and foreign law with respect to such securities and with the requirements of any stock exchange or market system upon which the Common Stock may then be listed. No Common Stock will be issued hereunder if such issuance woul...d constitute a violation of any applicable federal, state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, Common Stock will not be issued hereunder unless (a) a registration statement under the Securities Act of 1933, as amended (the "Act"), is at the time of issuance in effect with respect to the shares issued or (b) in the opinion of legal counsel to the Company, the shares issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares subject to the Performance Award will relieve the Company of any liability in respect of the failure to issue such shares of Stock as to which such requisite authority has not been obtained. As a condition to any issuance hereunder, the Company may require the Participant you to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect to such compliance as may be requested by the Company. From time to time, You agree that the Board and appropriate officers of the Company are authorized to take the actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Common Stock available for issuance. that you may acquire in settlement of any vested Performance Awards will not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable securities laws, whether federal, state, or foreign. View More
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Compliance with Laws. Subtenant and its agents, employees, contractors, licensees, and invitees shall at all times at Subtenant's expense comply with the following: (a) all laws, bylaws, ordinances, order, rules, and regulations of any governmental authority, including all environmental laws, pertaining to Subtenant's use of the Sublease Space, and (b) all permits, licenses, and governmental authorizations issued or granted to Subtenant in connection with Subtenant's use of the Sublease Space.
Compliance with Laws. Subtenant and its agents, employees, contractors, licensees, and invitees shall at all times at Subtenant's expense comply with the following: (a) all federal, state, and local laws, bylaws, ordinances, order, rules, and regulations of any governmental authority, including all environmental laws, pertaining to Subtenant's use of the Sublease Space, and (b) all permits, licenses, and governmental authorizations issued or granted to Subtenant in connection with Subtenant's use of the Sublease Spac...e. Space, and (c) any recorded covenants, conditions, and restrictions affecting the Building or the land. Subtenant and its agents, employees, contractors, licensees, and invitees, shall at all times, conduct their operations on the Sublease Space in a manner that will not damage or otherwise negatively impact the Sublease Space or the Premises, including Sublandlord's use of the portion of the Premises not subleased to Subtenant pursuant to this Sublease. View More
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Compliance with Laws. Tenant shall not use the Premises or permit anything to be done in or about the Premises which will in any way conflict with any law, statute, ordinance or governmental rule or regulation now in force or which may hereafter be enacted or promulgated. Tenant shall, at its sole cost and expense, promptly comply with all laws, statutes, ordinances and governmental rules, regulations or requirements now in force or which may hereinafter be in force, and with the requirements of any board of fire ins...urance underwriters or other similar bodies now or hereafter constituted, relating to, or affecting the condition, use or occupancy of the Premises, excluding structural changes not related to or affected by Tenant's improvements or acts. The judgment of any court of competent jurisdiction or the admission of Tenant in any action against Tenant, whether Landlord be a party thereto or not, that Tenant has violated any law, statute, ordinance or governmental rule, regulation or requirement, shall be conclusive of that fact as between the Landlord and Tenant. View More
Compliance with Laws. Tenant shall not use the Premises or permit anything to be done in or about the Premises which will will, in any way way, conflict with any law, statute, ordinance or governmental rule or regulation now in force or which may hereafter be enacted or promulgated. Tenant shall, at its sole cost and expense, promptly comply with all laws, statutes, ordinances and governmental rules, regulations or requirements now in force or which may hereinafter hereafter be in force, and with the requirements of ...any board of fire insurance underwriters or other similar bodies now or hereafter constituted, relating to, or affecting the condition, use or occupancy of the Premises, excluding structural changes not related to or affected by Tenant's improvements or acts. Premises. The judgment of any court of competent jurisdiction or the admission of Tenant in any action against Tenant, whether Landlord be a party thereto or not, that Tenant has violated any law, statute, ordinance or governmental rule, regulation or requirement, shall be conclusive of that fact as between the Landlord and Tenant. View More
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Compliance with Laws. The Contractor shall comply with all applicable laws, rules and regulations and shall pay any and all taxes, (including the Harmonized Sales Tax ("HST") and the Canada pension plan contributions), that it is subject to, as well as compliance with other contributions and assessments, including those under any applicable workers compensation legislation, and any other statutorily prescribed payment or assessment of any nature that are payable by virtue of the independent contractor relationship be...tween the Contractor, its personnel if any, and the Company. View More
Compliance with Laws. The Contractor shall comply with all applicable laws, rules and regulations and shall pay any and all taxes, (including the Harmonized Sales Tax ("HST") and the Canada pension plan contributions), that it is subject to, as well as compliance with other contributions and assessments, including those under any applicable workers compensation legislation, and any other statutorily prescribed payment or assessment of any nature that are payable by virtue of the independent contractor relationship be...tween the Contractor, its personnel if any, and the Company. 1 6. Contractor's Key Contractor. The Contractor's position is a key position in the Company, and the Contractor shall provide the Services diligently and faithfully and devote his time, attention and energy to the performance of the duties of the Contractor under this Agreement with the degree of care, skill and expertise as is the industry standard and in accordance with applicable laws. View More
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Compliance with Laws. Notwithstanding any of the provisions hereof, the Participant hereby agrees that the Company will not be obligated to issue or transfer any shares of Common Stock to the Participant hereunder, if the issuance or transfer of such shares of Common Stock shall constitute a violation by the Participant or the Company of any provisions of any law or regulation of any governmental authority. Any determination hereunder by the Committee shall be final, binding and conclusive.
Compliance with Laws. Notwithstanding any of the provisions hereof, the Participant hereby agrees that he will not exercise the Options, and that the Company will not be obligated to issue or transfer any shares of Common Stock to the Participant hereunder, if the exercise hereof or the issuance or transfer of such shares of Common Stock shall constitute a violation by the Participant or the Company of any provisions of any law or regulation of any governmental authority. Any determination hereunder in this connectio...n by the Committee shall be final, binding and conclusive. View More
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Compliance with Laws. PROMOTER shall comply with all local, state and federal laws and regulations applicable to the organization, promotion and occurrence of the Event and shall obtain all necessary licenses, permits or other governmental approvals required for the Event. PROMOTER shall make all appropriate filings of forms or other documents required by federal, state or local laws in connection with the Event.
Compliance with Laws. PROMOTER shall comply with all local, state state, federal and federal foreign laws and regulations applicable to the organization, promotion and occurrence of the each Event and shall obtain all necessary licenses, permits or other governmental approvals required for the each Event. PROMOTER shall make all appropriate filings of forms or other documents required by federal, foreign, state or local laws in connection with the each Event.
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Compliance with Laws. This Agreement is intended to comply with the requirements of section 409A of the Internal Revenue Code or an exemption (specifically, the short-term deferral exemption of section 409A), and shall in all respects be administered in accordance with section 409A. For purposes of section 409A, each payment is considered a separate payment. In no event may the Executive, directly or indirectly, designate the calendar year of a payment.
Compliance with Laws. This Agreement is intended to comply with the requirements of section 409A of the Internal Revenue Code or an exemption (specifically, the short-term deferral exemption of section 409A), and shall in all respects be administered in accordance with section 409A. For purposes 409A and the terms and conditions of section 409A, each payment is considered a separate payment. In no event may the Executive, directly or indirectly, designate the calendar year of a payment. Employment Agreement.
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Compliance with Laws. 7.1 Marking. Licensee shall comply with the patent, copyright and trademark marking provisions of 35 U.S.C. § 287(a) by marking all commercial products and advertising relating to the Distribution Rights with the appropriate symbols or word markings. Licensee shall comply with the intellectual property marking laws of each country in the Territory Licensee uses, markets or sells the Distribution Rights. 5 7.2 Regulatory Clearance. Licensor shall reasonably cooperate with Licensee in obtaining an...y clearances from governmental agencies to use, market or sell the Distribution Rights. 7.3 Recordation of License. Licensor shall record this Agreement as required by the laws of United States and any other countries as Licensee may request as a prerequisite to enforceability of this Agreement in the courts of such countries or for other reasons and any recordation fees, and related costs and expenses shall be at Licensee's expense. View More
Compliance with Laws. 7.1 6.1 Marking. Licensee shall make its best efforts to comply with the patent, copyright and trademark marking provisions of 35 U.S.C. § 287(a) by marking all commercial products and advertising relating to the Distribution Rights with the appropriate symbols or word markings. Licensee shall comply with the intellectual property marking laws of each country in the Territory to which Licensee uses, markets or sells the Manufacturing, Distribution and Sales Rights. 5 7.2 6.2 Regulatory Clearance.... Licensor shall reasonably cooperate with Licensee in obtaining any clearances from governmental agencies to use, market or sell the Manufacturing, Distribution and Sales Rights. 7.3 6.3 Recordation of License. Licensor shall record this Agreement as required by the laws of United States and any other countries as Licensee may request as a prerequisite to enforceability of this Agreement in the courts of such countries or for other reasons and any recordation fees, and related costs and expenses shall be at Licensee's expense. The Licensor consents to the filing of this Agreement with the Securities and Exchange Commission. View More
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Compliance with Laws. The Company shall make reasonable efforts to comply with all applicable federal and state securities laws; provided, however, notwithstanding any other provision of the Award Letter or these Terms and Conditions, the Company shall not be obligated to issue any Restricted Stock Units or shares of unrestricted Common Stock or other securities pursuant to these Terms and Conditions if the issuance thereof would result in a violation of any such law. 3 10. Relation to Other Benefits. Any economic or... other benefit to the Grantee under the Award Letter or these Terms and Conditions shall not be taken into account in determining any benefits to which the Grantee may be entitled under any profit-sharing, retirement or other benefit or compensation plan maintained by the Company and shall not affect the amount of any life insurance coverage available to any beneficiary under any life insurance plan covering employees of the Company. View More
Compliance with Laws. The Company shall make reasonable efforts to comply with all applicable federal and state securities laws; provided, however, notwithstanding any other provision of the Award Letter or these Terms and Conditions, that the Company shall not be obligated to issue any Restricted Stock Units or shares of unrestricted Common Stock or other securities pursuant to the Award Letter and these Terms and Conditions if the issuance thereof would result in a violation of any such law. 3 4 10. Relation to Oth...er Benefits. Any economic or other benefit to the Grantee under the Award Letter or and these Terms and Conditions shall not be taken into account in determining any benefits to which the Grantee may be entitled under any profit-sharing, retirement or other benefit or compensation plan maintained by the Company and shall not affect the amount of any life insurance coverage available to any beneficiary under any life insurance plan covering employees of the Company. View More
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Compliance with Laws. Each Party shall comply with all applicable laws, including but not limited to the U.S. Foreign Corrupt Practices Act, in connection with this Agreement. Without limiting the foregoing, each Party agrees not to pay or promise to pay or give or promise to give anything of value, either directly or indirectly, to any person for the purpose of illegally or improperly inducing that person to take any action or to omit to 9 take any action in connection with this Agreement. Each Party warrants and re...presents to the other that, prior to the execution of this Agreement, it has not taken or omitted to take any action with respect to this Agreement if such act or omission would have violated the U.S. Foreign Corrupt Practices Act. View More
Compliance with Laws. Each Party Manager shall comply with all applicable laws, including but not limited to the U.S. Foreign Corrupt Practices Act, in connection with this Agreement. Without limiting the foregoing, each Party Manager agrees not to pay or promise to pay or give or promise to give anything of value, either directly or indirectly, to any person for the purpose of illegally or improperly inducing that person to take any action or to omit to 9 take any action in connection with this Agreement. Each Party... Manager warrants and represents to the other Owner that, prior to the execution of this Agreement, it has not taken or omitted to take any action with respect to this Agreement if such act or omission would have violated the U.S. Foreign Corrupt Practices Act. View More
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