Ability to Enforce Sample Clauses
The "Ability to Enforce" clause establishes the right of a party to take legal action or seek remedies if the terms of the agreement are breached. In practice, this clause clarifies that the parties can pursue enforcement through courts or other dispute resolution mechanisms, ensuring that contractual obligations are not merely symbolic but legally binding. Its core function is to provide assurance that the agreement is actionable and that parties have recourse if the other side fails to comply, thereby promoting accountability and reducing the risk of unenforceable promises.
Ability to Enforce. The Corporation authorizes the Underwriter to enforce the representations, warranties and covenants of the Corporation to the Subscribers set forth in the Material Agreements on behalf of the Subscribers and to seek damages suffered by them on their behalf (or any other applicable remedy) for any breach of such representations, warranties and covenants. Such action may be brought by the Underwriter at its sole discretion (which need not be exercised reasonably) and there is no obligation of the Underwriter to bring such action.
Ability to Enforce. Seller hereby assigns to Purchasers effective as of the Closing the right to enforce any rights of Seller under any non-disclosure and/or confidentiality agreements to which Seller is a party that are related to the Business or the Transferred Assets, employee or consultant proprietary rights agreements, or agreements containing non-solicit or non-compete provisions related to the Business or the Transferred Assets in favor of Seller, in each case, only if and to the extent such right is assignable pursuant to the terms and conditions of any such agreement. For the sake of clarity, the above-mentioned agreements themselves and any obligations of Seller under such agreements shall not be transferred to Purchasers but only the right to enforce rights of Seller for the benefit of Purchasers and the Business acquired pursuant to the Agreement if and to the extent such right is assignable pursuant to the terms and conditions of any such agreement. Seller hereby grants Purchasers effective as of the Closing full power and authority as its attorney-in-fact to do and perform each and every act and thing requisite or necessary to be done in connection with the foregoing, as fully, to all intents and purposes, as Seller might or could do in person.
Ability to Enforce. 6.1.1. If an Event of Default has occurred and Harmony would be entitled, by the terms of its Loan Agreement, to enforce remedies thereunder or arising under Applicable Laws, then notwithstanding the terms of such Loan Agreement, Harmony agrees, to the fullest extent permitted by Applicable Laws, not to enforce such remedies without the prior written consent of ARM, provided that, if ARM enforces any such remedy under the ARM Loan Agreement or arising under Applicable Laws as a result of such Event of Default, then Harmony shall, without any consent from ARM, be entitled to exercise the same remedy under the ARM Loan Agreement or arising under Applicable Laws.
6.1.2. Harmony shall not, at any time prior to the Discharge Date, institute legal proceedings against the Borrower without the prior written consent of ARM, provided that, if ARM institutes legal proceedings against the Borrower under the ARM Loan Agreement, then Harmony shall be entitled, without any consent from ARM, to institute the equivalent legal proceedings against the Borrower under the Harmony Loan Agreement.
6.1.3. Harmony shall not, at any time prior to the Discharge Date, itself institute, or join with any person in instituting, any proceedings for the sequestration or dissolution of the Borrower or any compromise with the trustees or beneficiaries of the Borrower or any of its creditors or any related relief, or any similar proceedings (including any bankruptcy or debt moratorium proceedings or any proceedings for the appointment of a trustee on insolvency or similar officer in relation to the Borrower or any or all of Borrower’s assets or revenues), without the prior written consent of ARM, provided that, if ARM institutes any such proceedings, or joins with any person in instituting any such proceedings, against the Borrower, or any other person institutes any such proceedings against the Borrower, then Harmony shall be entitled, without any consent from ARM, to participate in such proceedings as a creditor of the Borrower, and, without limiting the generality of the foregoing, to vote in any matter to be determined by a vote of the creditors of the Borrower and to submit and prove its claims against the Borrower.
Ability to Enforce. The Vendor may enforce the guarantee and the indemnity contained in this clause 12 against the Guarantor without first taking any steps or proceedings against the Purchaser.