STEP-IN RIGHTS UNDER MATERIAL CONTRACTS Sample Clauses

STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 9.1 Priority of Step-In Rights under Material Contracts Subject to Sections 9.2 and 9.4, notwithstanding any provision in any Material Project Contractor Collateral Agreement, the Authority will not exercise any right it may have pursuant to a Material Project Contractor Collateral Agreement to step-in and assume or otherwise enforce (or cause a third party designated by the Authority to step-in and assume or otherwise enforce) Project Co’s rights and obligations under any of the Material Contracts (including the issuance of a step-in notice by the Authority pursuant to any Material Project Contractor Collateral Agreement), or to transfer or assign a Material Contract, unless:
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 9.1 Step-in from Termination Date or Senior Debt Discharge Date Subject to Section 9.3, from (but not before) the earliest to occur of the Termination Date and the Senior Debt Discharge Date, provided that the Authority has (if applicable) complied with Section 3.7 and Section 4.5 in terminating the Project Agreement, the Authority will be free to exercise its rights under any Material Project Contractor Collateral Agreement to step-in and assume (or cause a third party designated by the Authority to step-in and assume) Project Co’s rights and obligations under, or to transfer or assign, any Material Contract in accordance with a Material Project Contractor Collateral Agreement.
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 13 9.1 Priority of Step-In Rights under Material Contracts 13 9.2 Step-in from Termination Date 13 9.3 Release of Security 13 9.4 Retention of Security for Senior Debt Deficiency 14 9.5 Assignment of Material Contracts by Finance Parties 14 10. ASSIGNMENT 14 10.1 Restriction on Assignment 14 10.2 Assignment by Indenture Trustee 14 10.3 Assignment by Senior Lender 15 10.4 Assignment by Authority 15 10.5 New Agreement 15 11. GENERAL 15 11.1 Term 15 11.2 Conflict or Inconsistency 15 11.3 Entire Agreement 15 11.4 Waiver 15 11.5 Counterparts 15 11.6 Confidentiality 16 11.7 Notices 16 11.8 No Partnership or Agency 17 11.9 Remedies Cumulative 17 11.10 Disputes 17 SCHEDULE 10 XXXXXXX’ REMEDIES AGREEMENT THIS AGREEMENT is dated as of ▼, 20▼ BETWEEN: INTERIOR HEALTH AUTHORITY (the “Authority”) AND: BNY TRUST COMPANY OF CANADA, as indenture trustee for the Senior Lenders (the “Indenture Trustee”), as security agent for the Senior Lenders AND: ELLISDON INFRASTRUCTURE RIH GENERAL PARTNERSHIP, by its partners XXXXXXXX XXX INC. and ED RIH HOLDINGS LIMITED PARTNERSHIP (by its general partner XXXXXXXX XXX HOLDINGS INC.) (“Project Co”)
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 9.1 Step-in from Termination Date or Senior Debt Discharge Date Subject to Section 9.3, from (but not before) the earliest to occur of the Termination Date and the Senior Debt Discharge Date, provided that the City has (if applicable) complied with Section 3.7 and Section 4.5 in terminating the Project Agreement, the City shall be entitled to exercise its rights under any Collateral Agreement to step-in and assume (or cause a third party designated by the City to step-in and assume) Project Co’s rights and obligations under, or to transfer or assign, any Project Contract in accordance with a Collateral Agreement.
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 9.1 Priority of Step-In Rights under Material Contracts Subject to Sections 9.2 and 9.4, notwithstanding any provision in any Material Contract Party Collateral Agreement, the Authority will not exercise any right it may have pursuant to a Material Contract Party Collateral Agreement to step-in and assume or otherwise enforce (or cause a third party designated by the Authority to step-in and assume or otherwise enforce) Project Co’s rights and obligations under any of the Material Contracts (including the issuance of a step-in notice by the Authority pursuant to any Material Contract Party Collateral Agreement), or to transfer or assign a Material Contract, unless:
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS. 9.1 Priority of Step-In Rights under Material Contracts Subject to Section 9.3, notwithstanding any provision in any Collateral Agreement, the Authority will not exercise any right it may have pursuant to a Collateral Agreement to step-in and assume (or cause a third party designated by the Authority to step-in and assume) Project Co’s rights and obligations under any of the Material Contracts (including the issuance of a step-in notice by the Authority pursuant to any Collateral Agreement), or to transfer or assign a Material Contract, unless:
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STEP-IN RIGHTS UNDER MATERIAL CONTRACTS 
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Related to STEP-IN RIGHTS UNDER MATERIAL CONTRACTS

  • Other Material Contracts Company has no lease, contract or commitment of any nature affecting the Business and involving consideration or other expenditure in excess of $100,000.00, or involving performance over a period of more than twelve (12) months, or which is otherwise individually material to the operations of the Business, except for purchase orders taken in the ordinary course of business and except as explicitly described in Schedule 5.11(l) or in any other Schedule of the Disclosure Schedule.

  • Company Material Contracts (a) Section 4.11(a) of the Company Disclosure Letter sets forth, as of the date hereof, a true, correct and complete list of each Contract, to which an Acquired Company is a party or is bound as of the date hereof, and which falls within any of the following categories:

  • Notices Under Material Instruments Promptly after the furnishing thereof, copies of any financial statement, report or notice furnished to or by any Person pursuant to the terms of any preferred stock designation, indenture, loan or credit or other similar agreement, other than this Agreement and not otherwise required to be furnished to the Lenders pursuant to any other provision of this Section 8.01.

  • Performance of Material Contracts Perform and observe all the terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time requested by the Administrative Agent and, upon request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Loan Party or any of its Subsidiaries is entitled to make under such Material Contract, and cause each of its Subsidiaries to do so, except, in any case, where the failure to do so, either individually or in the aggregate, could not be reasonably likely to have a Material Adverse Effect.

  • Governmental Filings; No Violations; Certain Contracts (i) Except for (A) compliance with, and filings under, the Exchange Act and the Securities Act and the rules and regulations promulgated thereunder, including the filing with the SEC of a registration statement on Form S-4 with respect to the issuance of shares of Parent Common Stock in connection with the Merger (together with any amendments or supplements thereto, the “Registration Statement”, with the Consent Statement/Prospectus constituting a part thereof); (B) compliance with state securities, takeover and “blue sky” Laws and the filing of documents with various state securities authorities that may be required in connection with the transactions contemplated by this Agreement; (C) the filing of the Certificate of Merger and other appropriate merger documents required by the DLLCA with the Secretary of State of the State of Delaware; and (D) compliance with the applicable requirements of the NYSE American, no filings, notices, reports, consents, registrations, approvals, permits or authorizations are required to be made by a Parent Group Entity with, nor are any required to be obtained by a Parent Group Entity from, any Governmental Entity in connection with the execution, delivery and performance of this Agreement by Parent and Merger Sub and the consummation by Parent and Merger Sub of the Merger and the other transactions contemplated by this Agreement (including the issuance of the Parent Common Stock as Merger Consideration), except those that the failure to make or obtain, as the case may be, would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect with respect to Parent.

  • Contractual Obligations and Similar Investments From time to time, the Fund's Investments may include Investments that are not ownership interests as may be represented by certificate (whether registered or bearer), by entry in a Securities Depository or by Book-Entry Agent, registrar or similar agent for recording ownership interests in the relevant Investment. If the Fund shall at any time acquire such Investments, including without limitation deposit obligations, loan participations, repurchase agreements and derivative arrangements, the Custodian shall (a) receive and retain, to the extent the same are provided to the Custodian, confirmations or other documents evidencing the arrangement; and (b) perform on the Fund's account in accordance with the terms of the applicable arrangement, but only to the extent directed to do so by Instruction. The Custodian shall have no responsibility for agreements running to the Fund as to which it is not a party other than to retain, to the extent the same are provided to the Custodian, documents or copies of documents evidencing the arrangement and, in accordance with Instruction, to include such arrangements in reports made to the Fund.

  • Compliance with Material Contracts Each Credit Party shall, and shall cause each of its Subsidiaries to, perform and observe all the material terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time reasonably requested by the Administrative Agent and, upon the reasonable request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Credit Party is entitled to make under such Material Contract.

  • Notice Regarding Material Contracts Promptly, and in any event within ten Business Days (i) after any Material Contract of Company or any of its Subsidiaries is terminated or amended in a manner that is materially adverse to Company or such Subsidiary, as the case may be, or (ii) any new Material Contract is entered into, a written statement describing such event, with copies of such material amendments or new contracts, delivered to Administrative Agent (to the extent such delivery is permitted by the terms of the applicable Material Contract, provided, no such prohibition on delivery shall be effective if it were bargained for by Company or its applicable Subsidiary with the intent of avoiding compliance with this Section 5.1(l)), and an explanation of any actions being taken with respect thereto;

  • Related Provisions in Bidding Documents and Works Contracts 10. The Borrower shall ensure that all bidding documents and contracts for Works contain provisions that require contractors to:

  • Compliance with Laws and Material Contractual Obligations Each Loan Party will, and will cause each Subsidiary to, (i) comply with each Requirement of Law applicable to it or its property (including without limitation Environmental Laws) and (ii) perform in all material respects its obligations under material agreements to which it is a party, except, in each case, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Each Loan Party will maintain in effect and enforce policies and procedures designed to ensure compliance by such Loan Party, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

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