Consent Contracts Sample Clauses

Consent Contracts. Contractor agrees to cooperate with Company’s efforts to obtain on a timely basis such direct agreements, consents, opinions and related documents from Project Parties or any of Contractor’s counterparties to any Additional Project Document as may be reasonably requested by Company, its financing parties, or any entity that is Controlled by or is under common Control with Company.
Sample 1
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Consent Contracts. The Seller shall use its reasonable efforts (without being required, in connection therewith, to incur any material cost or expense) to assign to the Buyer all of the rights of the Seller in, to and under the contracts, leases and agreements identified on Schedule 1.2 (the "Consent Contracts") on the Closing Date. The rights and obligations of the Seller in, to and under a Consent Contract shall be deemed to be an Acquired Asset or Assumed Liability if such Consent Contract is assigned to the Buyer.
Sample 1
Consent Contracts. 10.03(a)(iii) Contract................................................................11.05(b) control.................................................................11.05(b) Current Assets...........................................................1.04(h) Current Liabilities......................................................1.04(h)
Sample 1
Consent Contracts. (a) The Sellers and the Buyer must use best endeavours to finalise and enter into the Escrow Agreement and to establish the Escrow Account on, or as soon as reasonably practicable after, Completion.
Sample 1
Consent Contracts. It is hereby clarified that in some of the Contracts there are provisions requiring the consent of the third party to such Contract for the assignment of the rights and/or obligations of Motorola to another entity, and there are also provisions enabling such third party/parties in such Contracts to cancel such agreement or not to renew it in consequence of or due to the assignment of the rights and obligations under such Contract. Such Contracts are hereinafter referred to as "Consent Contracts." Motorola further represents and warrants that to the best of its knowledge the accumulated effect of not receiving such consents will not have a Material Adverse Effect. Notwithstanding anything to the contrary in this Agreement, to the extent the consent of any other party to any Consent Contract is required for Motorola's assignment of its rights and obligations thereunder, such rights and obligations shall not be assigned hereunder unless and until such consent is obtained. The parties hereto shall cooperate within the framework of the Partnership in obtaining such consent. Until such consent is obtained, Motorola shall continue to perform all its obligations and exercise all its rights under such Consent Contracts. All expenses incurred and payments made by Motorola with respect to such Consent Contracts shall be debited to the Partnership and all income and proceeds derived with respect to such Consent Contracts shall be credited to the Partnership. Until the receipt of any required consent, and/or replacement of such Consent Contract by a new agreement with the Partnership or the Company as applicable Motorola shall have the right to use the Partnership assets free of charge for the purpose of fulfilling such obligations under such Consent Contracts, the assignment of which requires the said consents. In the event that any claim or suit is made against Motorola with respect to such Consent Contracts, such claim or suit shall be referred to the Partnership and the Partnership shall defend against such claim or suit and shall bear all costs with respect thereto and Motorola shall be indemnified for all damages and/or expenses with respect thereto only to the extent that such claim or suit refers to the period subsequent to the Closing.
Sample 1
Consent Contracts. With respect to the Consent Contracts, the Seller shall procure that the Company will as soon as reasonably practicable after the date of this Agreement write to the relevant counterparties and request a waiver of the relevant termination rights and/or their consent to the change of control contemplated by this Agreement (as applicable). The Purchaser shall cooperate with and assist the Company in obtaining such waiver or consent as may be necessary.
Sample 1

Related to Consent Contracts

  • Management Contracts The Recipient agrees that from the date hereof until the date on which none of the Infrastructure Bonds, of which the proceeds were used to pay or reimburse the costs of the Project, remain outstanding (the "Agreement Term"):

  • Project Contracts Authority shall upon its election, succeed, without the necessity of any further action by the Concessionaire, to the interests of the Concessionaire under such of the Project Contracts as the Authority may in its discretion deem appropriate, and shall upon such election be liable to the Contractors only for compensation accruing and becoming due and payable to them under the terms of their respective Project Contracts from and after the date the Authority elects to succeed to the interests of the Concessionaire. For the avoidance of doubt, it is hereby agreed, and the Concessionaire hereby acknowledges, that all sums claimed by such Contractors as being due and owing for works and services performed or accruing on account of any act, omission or event prior to such date shall constitute debt between the Concessionaire and such Contractors, and the Authority shall not in any manner be liable for such sums. It is further agreed that in the event the Authority elects to cure any outstanding defaults under such Project Contracts, the amount expended by the Authority for this purpose shall be deducted from the Termination Payment.

  • SUB-CONTRACTS (a) The Servicer may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement, provided that (but subject to Section 3.2(b)):

  • New Contracts During the pendency of this Agreement, Seller will not enter into any contract, or modify, amend, renew or extend any existing contract, that will be an obligation affecting the Property or any part thereof subsequent to the Closing without Purchaser’s prior written consent in each instance (which Purchaser agrees not to withhold or delay unreasonably), except contracts entered into in the ordinary course of business that are terminable without cause (and without penalty or premium) on 30 days (or less) notice.

  • Existing Contracts Billing terms and provisions contained in existing contracting entity agreements (existing as of the date this policy is approved by the Board of Supervisors) shall remain in effect for the life of the contract. However, when these existing contracts are renegotiated, they shall contain the billing provisions as set forth in this policy.

  • Prior Contracts This Contract supersedes and terminates, as of the date hereof, all prior contracts between the Fund and the Custodian relating to the custody of the Fund's assets.

  • Affiliate Contracts Except for the contracts set forth on Schedule 6 attached hereto, the Borrower has not entered into any Contractual Obligation, lease or other agreement with any Person that directly or indirectly controls, is controlled by, or is under common control with, the Borrower for the provision of any service, materials or supplies to any Mortgaged Property (including, without limitation, any contract, Lease or agreement for the provision of property management services, cable television services or equipment, gas, electric or other utilities, security services or equipment, parking services, laundry services or equipment or telephone services or equipment).

  • Vendor Contracts (a) THIRD-PARTY ASO CONTRACTS.

  • Leases and Contracts Schedule 8(f) is a list of all Leases and Contracts relating to the Facility to which Seller is a party or by which Seller may be bound. Seller has made or will promptly make available to Buyer true, complete and accurate copies of all Leases and Contracts including, without limitation, any modifications thereto. All of the Leases and Contracts are in full force and effect without claim of material default there under, and, except as may be set forth on Schedule 8(f).

  • Operating Contracts Subject to the rights of the Timeshare Owners' Association as set forth in the Timeshare Documents, no Operating Contract shall be modified, extended, terminated or entered into, without the prior written approval of Agent, if any such modification, extension, termination or new agreement could have a material adverse impact on the operation of the Resort or the Collateral.

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