Assignability of Subcontracts to Owner Sample Clauses

Assignability of Subcontracts to Owner. Each agreement between the Vendor and a Subcontractor must contain a provision stating that, in the event that the Vendor is terminated for cause, convenience, abandonment of this Contract or otherwise, (i) each Subcontractor will continue its portion of the Work as may be requested by the Owner and (ii) such agreement permits assignment thereof without penalty to the Owner and, in order to create security interests, to the Other Vendors, in either case at the option of the Owner and for the same price and under the same terms and conditions as originally specified in such Subcontractor's agreement with the Vendor.
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Assignability of Subcontracts to Owner. The Vendor will use its best -------------------------------------- efforts to ensure that each material agreement between the Vendor and a Subcontractor must contain a provision stating that, in the event that the Vendor is terminated for cause, convenience, abandonment of this Contract or otherwise, (i) each Subcontractor will continue its portion of the Work as may be requested by the Owner and (ii) such agreement permits assignment thereof without penalty to the Owner and, in order to create security interests, to the Other Vendors, in either case at the option of the Owner and for the same price and under the same terms and conditions as originally specified in such Subcontractor's agreement with the Vendor. Furthermore, the Vendor will use its best efforts to ensure that each material agreement between the Vendor and a Subcontractor contains a provision stating that such agreement may be made available in whole or in part to the Owner at its reasonable request without causing the violation and/or breach of any such agreement. In the event the Vendor is unable to ensure each such material Subcontractor agreement complies with all of the requirements of this subsection 4.4 to the Owner, the Vendor will notify the Owner of its inability to do so prior to executing such arrangement with such Subcontractor and the Vendor will provide the Owner a reasonable opportunity to determine whether it requires any such requirement in question and if the Owner determines in its reasonable opinion that it in fact requires such requirement the Vendor will not execute such Subcontractor agreement without first obtaining the prior written consent of the Owner.
Assignability of Subcontracts to Owner. In every agreement entered -------------------------------------- into after the Effective Date with a Subcontractor for a Major Portion of the Work, Contractor shall obtain a provision stating that (a) in the event that Contractor is terminated for cause, convenience, abandonment of Contract or otherwise, each Subcontractor will continue its portion of the Work as may be requested at the option of Owner, (b) such agreement permits assignment thereof to Owner at the option of Owner and to the Financing Parties for security purposes at the option of Owner, in either instance under all the same terms and conditions as originally specified in the Subcontractor's agreement with Contractor, and (c) that Owner is the intended third party beneficiary of such agreement and that such third-party beneficiary rights may be assigned by Owner to the Financing Parties for security purposes. In this regard, Contractor shall also cause each Subcontractor of a Major Portion of the Work to execute a Subcontractor Assignment and Consent Agreement.

Related to Assignability of Subcontracts to Owner

  • Use of Subservicers and Subcontractors The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (a) of this Section. The Servicer shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the Servicer complies with the provisions of paragraph (b) of this Section.

  • Appointment of Subservicer or Subcontractor (a) The Servicer may at any time appoint a subservicer to perform all or any portion of its obligations as Servicer hereunder if the Administrator and the Indenture Trustee has received ten (10) days prior written notice of the Servicer’s intention to do so and such appointment has satisfied the Rating Agency Condition; provided, however, that the Servicer shall remain obligated and be liable to the Issuer, the Owner Trustee, the Delaware Trustee, the Indenture Trustee, the Certificateholders and the Noteholders for the servicing and administering of the Receivables in accordance with the provisions hereof without diminution of such obligation and liability by virtue of the appointment of such subservicer and to the same extent and under the same terms and conditions as if the Servicer alone were servicing and administering the Receivables. The fees and expenses of the subservicer shall be as agreed between the Servicer and its subservicer from time to time, and none of the Issuer, the Owner Trustee, the Delaware Trustee, the Indenture Trustee, the Certificateholders or the Noteholders shall have any responsibility therefor.

  • Compliance with Laws, Contracts, Licenses, and Permits The Borrower will, and will cause each of its Subsidiaries to, comply with (a) the applicable laws and regulations wherever its business is conducted, including all Environmental Laws, except where the failure to so comply would not reasonably be expected to have a materially adverse effect either individually or in the aggregate upon the business, assets or financial condition of the Borrower or any of its Subsidiaries, (b) the provisions of its charter documents and by-laws, (c) all agreements and instruments by which it or any of its properties may be bound, except where the failure to so comply would not reasonably be expected to have a materially adverse effect either individually or in the aggregate upon the business, assets or financial condition of the Borrower or any of its Subsidiaries, and (d) all applicable decrees, orders, and judgments. If any authorization, consent, approval, permit or license from any officer, agency or instrumentality of any government shall become necessary or required in order that the Borrower or any of its Subsidiaries may fulfill any of its obligations hereunder or any of the other Loan Documents to which the Borrower or such Subsidiary is a party, the Borrower will, or (as the case may be) will cause such Subsidiary to, immediately take or cause to be taken all reasonable steps within the power of the Borrower or such Subsidiary to obtain such authorization, consent, approval, permit or license and furnish the Agents and the Lenders with evidence thereof.

  • Compliance with Laws, Permits and Instruments The execution, delivery and (provided the required regulatory approvals are obtained) performance of this Agreement and the consummation of the transactions contemplated hereby will not conflict with, or result, by itself or with the giving of notice or the passage of time, in any violation of or default under, any provision of the Articles of Incorporation or Bylaws of Buyer or any material mortgage, indenture, lease, agreement or other instrument or any permit, concession, grant, franchise, license, contract, authorization, judgment, order, decree, writ, injunction, statute, law, ordinance, rule or regulation applicable to Buyer or its properties. No consent, approval, order or authorization of, or registration, declaration or filing with, any governmental authority or other third party is required in connection with the execution and delivery of this Agreement by Buyer or the consummation by Buyer of the transactions contemplated hereby, except for filings required in order to obtain the required regulatory approvals, as described in Section 6.3.

  • Use of Subcontractors (a) [Reserved].

  • Compliance with Laws and Material Contracts Each Borrower will comply, and cause each Subsidiary to comply, with the requirements of all applicable Laws and Material Contracts, except to the extent that failure to so comply could not reasonably be expected to (a) have a Material Adverse Effect, or (b) result in any Lien upon either (i) a material portion of the assets of any such Person in favor of any Governmental Authority, or (ii) any Collateral which is part of the Borrowing Base.

  • Compliance with Laws and Contracts Each Company:

  • Other Service Contracts The Trustees may authorize the engagement of a principal underwriter, transfer agent, administrator, custodian, and similar service providers.

  • Performance and Compliance with Receivables and Contracts At its expense, timely and fully perform and comply with all material provisions, covenants and other promises, if any, required to be observed by the Issuer under the Contracts related to the Receivables.

  • Assignment and Subcontracting This Agreement shall extend to and shall be binding upon the parties hereto and their respective successors and assigns; provided, however, that this Agreement shall not be assignable by the Trust without the prior written consent of GFS. GFS may subcontract any or all of its responsibilities pursuant to this Agreement to one or more companies, trusts, firms, individuals or associations, which may or may not be affiliated persons of GFS and which agree to comply with the terms of this Agreement; provided, however, that any such subcontracting shall not relieve GFS of its responsibilities hereunder. GFS may pay such persons for their services, but no such payment will increase fees due from the Trust hereunder.

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