FEC Sample Clauses

FEC. The parties hereto acknowledge the benefit of the FEC Interest Equalization and the commercial impact that the terms of the FEC Interest Equalization Documents have on the terms of this Agreement. The parties hereto unconditionally and irrevocably agree that if the FEC Interest Equalization is for whatever reason, in whole or in part, suspended, terminated, cancelled or ceases to be available for whatever reason or the FEC Interest Equalization Documents cease to be in full force and effect for whatever reason, that the Loans will be provided to the Borrower on a LIBO Rate basis. The parties hereto acknowledge that FEC has the right to terminate the payment of any Interest Subsidy and the right to terminate the FEC Interest Equalization if (a) the Borrower has used the proceeds of the Loans for a purpose other than the purpose agreed in the FEC Interest Equalization Documents; (b) the Borrower has in connection with the application for (i) the FEC Interest Equalization Offer or (ii) the Loans provided materially misleading information or concealed facts that are material when considering such application or acceptance of the FEC Interest Equalization Transaction; or (c) the Loans are transferred to a new borrower or the Purchased Vessel is transferred to a new owner without the consent of the Finnish Ministry of the Trade and Industry. The parties hereto acknowledge and agree that if FEC terminates the payment of any Interest Subsidy pursuant to clause (a) or (b) in the immediately preceding paragraph, the Borrower is obligated to pay FEC upon FEC’s demand the amounts of Interest Subsidy together with interest, all amounts as more specifically set out in the FEC Cooperation Agreement and Section 6 b of the Finnish Act on Interest Equalization on Officially Supported Export and Ship Credits (1137/1996, as amended). The parties hereto further acknowledge and agree that FEC may terminate the payment of any Interest Subsidy if (x) the Borrower fails to use its commercially reasonable efforts to co-operate and assist the Administrative Agent and the FEC Counterparty with respect to any obligations the FEC Counterparty may have under or in connection with the FEC Interest Equalization Documents, as so reasonably requested by the Administrative Agent or the FEC Counterparty or (y) the Borrower fails to use its commercially reasonable efforts to consent to amend this Agreement if such amendments are required by FEC or the FEC Interest Equalization Documents. The A...
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FEC. GP is (a) a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware, and (b) is duly qualified as a foreign limited liability company, and is in good standing, in each jurisdiction in which such qualification is required by law. FEC-GP has all requisite limited liability company power and authority to (i) own or hold under lease and operate the property it purports to own or hold under lease, (ii) carry on its business as now being conducted and as now proposed to be conducted in respect of the Freeport Project, (iii) execute, deliver and perform each Operative Document to which it is a party, and (iv) take each action as may be necessary to consummate the transactions contemplated thereunder. As of the Closing Date, FEC-GP is the 1%-owning general partner of FEC.
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FEC. LP is (a) a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware, and (b) is duly qualified as a foreign limited liability company, and is in good standing, in each jurisdiction in which such qualification is required by law. FEC-LP has all requisite limited liability company power and authority to (i) own or hold under lease and operate the property it purports to own or hold under lease, (ii) carry on its business as now being conducted and as now proposed to be conducted in respect of the Freeport Project, (iii) execute, deliver and perform each Operative Document to which it is a party, and (iv) take each action as may be necessary to consummate the transactions contemplated thereunder. As of the Closing Date, FEC-LP is the 99%-owning limited partner of FEC.
Sample 1
FEC s support services shall be performed in a timely and professional manner by qualified maintenance professionals familiar with the Software and its operation, and the Services shall conform to the standards generally observed in the industry for similar services.
Sample 1

Related to FEC

  • Charter Amendment In the event there are insufficient shares of Common Stock authorized, unreserved and available for issuance upon exercise of this Warrant, the Company shall use its best efforts to effect an amendment of its certificate of incorporation so as to increase the authorized shares of Common Stock to accommodate such exercise.

  • Charter Amendments Amend, or permit any of its Subsidiaries to amend, its certificate of incorporation or bylaws in any material respect.

  • The Arrangement At the Effective Time, the following shall occur and shall be deemed to have occurred in the following order without any further act or formality:

  • REIMBURSEMENT OF PLACEMENT AGENT’S EXPENSES Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 9, (b) the Company shall fail to tender the Securities for delivery to the Purchasers for any reason not permitted under this Agreement, (c) the Purchasers shall decline to purchase the Securities for any reason permitted under this Agreement or (d) the sale of the Securities is not consummated because any condition to the obligations of the Purchasers or the Placement Agent set forth herein is not satisfied or because of the refusal, inability or failure on the part of the Company to perform any agreement herein or to satisfy any condition or to comply with the provisions hereof, then in addition to the payment of amounts in accordance with Section 6 the Company shall reimburse the Placement Agent for the reasonable documented and accountable fees and expenses of the Placement Agent’s counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Placement Agent.

  • The Arranger The Arranger, in its capacity as such, shall have no duties or responsibilities, and shall incur no liability, under this Agreement and the other Loan Documents.

  • Effective Agreement The submission of this Agreement for examination is not intended to nor shall constitute an offer to sell, or a reservation of, or option or proposal of any kind for the purchase of the Property. In no event shall any draft of this Agreement create any obligation or liability, it being understood that this Agreement shall be effective and binding only when a counterpart of this Agreement has been executed and delivered by each party hereto.

  • Role of the Arrangers Except as specifically provided in the Finance Documents, the Arrangers have no obligations of any kind to any other Party under or in connection with any Finance Document.

  • AMENDMENT OF AGREEMENT; MERGER The General Partner’s consent shall be required for any amendment to this Agreement. The General Partner, without the consent of the Limited Partners, may amend this Agreement in any respect or merge or consolidate the Partnership with or into any other partnership or business entity (as defined in Section 17-211 of the Act) in a transaction pursuant to Section 7.1(b), (c) or (d) hereof; provided, however, that the following amendments and any other merger or consolidation of the Partnership shall require the consent of Limited Partners holding more than 50% of the Percentage Interests of the Limited Partners:

  • Complete Agreement; Amendments This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations or agreements with respect to such subject matter. All prior agreements, understandings, representations, warranties, and negotiations between the parties about the subject matter of this Amendment and the Loan Documents merge into this Amendment and the Loan Documents.

  • Effective Agreements The execution, delivery and performance of this Agreement and each other Transaction Document to which it is a party by Purchaser, its compliance with the terms hereof and thereof and the consummation of the transactions contemplated hereby and thereby will not violate, conflict with, result in a breach of, constitute a default under, be prohibited by or require any additional approval under its certificate of formation or limited liability company agreement, any instrument or agreement to which it is a party or by which it is bound, or any state or federal law, rule or regulation or any judicial or administrative decree, order, ruling or regulation applicable to it, in each case which violation, conflict, breach or requirement would reasonably be expected to have a material adverse effect on Purchaser’s ability to perform its obligations under this Agreement and any other Transaction Document to which it is a party.

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