Reasonable Steps Sample Clauses

Reasonable Steps. Seller shall make such reasonable efforts as may be appropriate so that on the Closing Date, Purchaser shall be placed in actual possession and control of all of the Purchased Assets.
Reasonable Steps. With respect to each individual employed by Servicer to perform services for Lender, Servicer has taken all commercially reasonable steps: (a) to ensure that such individual has not been convicted of any felony or aggravated misdemeanor and has not been banned from the business of banking; (b) to verify that such individual, if performing services in the United States, is eligible to work in the United States in accordance with all applicable laws; and (c) to ensure that such individual is not on any OFAC List. Servicer has taken all commercially reasonable steps to ensure that no entity to which Servicer subcontracts any work under this Origination Agreement or the Servicing Agreement is on the OFAC List. Neither Servicer, nor any of its owners (including without limitation its shareholders, partners and members, as applicable), is on the OFAC List. Servicer has conducted background checks of each of its personnel who will provide services to Lender under this Origination Agreement or who will have access to any of Lender’s confidential information or intellectual property. Each background check shall be reduced to writing and will be verified by Servicer as having been completed upon request by Lender, or by applicable governmental authority, upon reasonable notice. Servicer further represents and warrants that it shall use reasonable efforts to require all of its Subcontractors who will have access to any of Lender’s confidential information or intellectual property to conduct background checks of each of its personnel, consisting of no less than the minimum standards enumerated within this provision. Servicer’s or Servicer’s Subcontractors’ failure to conduct background checks as set forth in this Section 4.02(a)(xiv) constitutes a breach of the representations, warranties and covenants of Articles IV and V of this Origination Agreement and a material breach of the Servicing Agreement.
Reasonable Steps. 19 Table of Contents (cont.) -------------------------
Reasonable Steps. With respect to each Person assigned by Servicer to perform services for Lender, including originating and Servicing the Loans, Servicer has taken commercially reasonable steps (which shall be deemed to be satisfied through obtaining a background report from a commercially reasonable service): (a) to ensure that such Person has not been convicted of any felony or aggravated misdemeanor and has not been banned from the business of banking; (b) to verify that such Person, if performing services in the United States, is eligible to work in the United States in accordance with all Applicable Laws; and (c) to ensure that such Person is not on any list maintained by the United States Treasury Department’s Office of Foreign Assets Control (the “OFAC List”) of persons, entities, or prohibited or restricted jurisdictions. Servicer has taken commercially reasonable steps to ensure that no Person to which Servicer subcontracts any work under this Servicing Agreement or the Origination Agreement is on the OFAC List. Neither Servicer nor any of its Subsidiaries are on the OFAC List. None of Servicer’s or its Subsidiaries’ officers or employees was, when hired, on the OFAC List. To Servicer’s knowledge, none of its or its Subsidiaries’ officers, directors or employees are currently on the OFAC List.
Reasonable Steps. Cytel shall take such reasonable steps as may be necessary or appropriate so that, upon the execution and delivery of this Agreement, Neose shall be placed in actual possession and control of all of the Purchased Assets. Without limiting the generality of the foregoing, Cytel shall be solely responsible, at its sole cost and expense, for obtaining any and all Required Consents referred to in Section 4.3 hereof prior to the Closing.
Reasonable Steps. With respect to each individual assigned by Servicer to perform services for Lender, including originating and Servicing the Loans, Servicer has taken all commercially reasonable steps: (a) to ensure that such individual has not been convicted of any felony or aggravated misdemeanor and has not been banned from the business of banking;
Reasonable Steps. Section 3.12(i).............................................19 register, registered and registration................Section 5.3(a)(i)...........................................30
Reasonable Steps. Those reasonable and timely measures as a provider of full Product transport, storage and loading Services is able to take given the demands of the business and Prudent Industry Practices in order to avoid injury or the aggravation of the same.