The Non. Defaulting Party's rights under this Clause 4 shall be in addition to, and not in limitation or exclusion of, any other rights which the Non-Defaulting Party may have (whether by agreement, operation of law or otherwise).
The Non. Monitoring RTO shall acknowledge receipt of the notification and one of the following shall occur: The Non-Monitoring RTO refuses to activate M2M: The Non-Monitoring RTO notifies the Monitoring RTO of the reason for refusal; and The M2M State is set to “Refused”; or The Non-Monitoring RTO agrees to activate M2M: Such an agreement shall be considered an initiation of the M2M redispatch process for operational and settlement purposes; and The M2M State is set to “Activated”.
The Non. Filing Party shall have provided to the Filing Party all documents and information, and shall have made available employees and officers of the Non-Filing Party, as may be necessary, useful or reasonably required by the Filing Party in contesting such deficiency, claim or adjustment; and
The Non. Clearing Broker agrees to notify the General Partner immediately upon discovery of any untrue statement of a material fact in the Registration Statements or the Prospectus relating to the Non-Clearing Broker, or an omission to state a material fact relating to the Non-Clearing Broker, required to be stated therein or necessary to make the statements therein (and, with respect to the Prospectus, in light of the circumstances under which they were made) not misleading, or of the occurrence of any event or change in circumstances which would result in there being any material untrue or misleading statement or a material omission in the Prospectus or the Registration Statements regarding the Non-Clearing Broker, or which would result in the Prospectus not including all material information relating to the Non-Clearing Broker, required pursuant to the CEAct, the CFTC Rules, or the rules of the NFA.
The Non. Monitoring RTO shall acknowledge receipt of the notification and one of the following shall occur:
The Non. Defaulting Parties shall have rights to unilaterally and immediately terminate this Agreement and ask the Defaulting Party to compensate for damages provided that Party B or Party C is the Defaulting Party;
The Non. Shareholder Party has full legal power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by the Non-Shareholder Party and the consummation by the Non-Shareholder Party of the transactions contemplated hereby have been duly and validly authorized by all requisite corporate action on the part of the Non-Shareholder Party and no other actions or proceedings on the part of the Non-Shareholder Party are necessary to authorize the execution and delivery by the Non-Shareholder Party of this Agreement, the performance by the Non-Shareholder Party of its obligations hereunder or the consummation by the Non-Shareholder Party of the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by the Non-Shareholder Party and, assuming due and valid authorization, execution and delivery by the other Parties, constitutes a legal, valid and binding obligation of the Non-Shareholder Party, enforceable against the Non-Shareholder Party in accordance with its terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and by general principles of equity (regardless of whether considered in a proceeding in equity or at law).
The Non. Identifiable Losses will be calculated on a monthly basis by the Transported in a way that the monthly calculation reflects the real losses occurred during each Operation Month.
The Non. Statutory Stock Option Agreement, Note and Pledge Agreement are attached hereto and incorporated herewith as Exhibits "3A, 3B and 3C."
The Non. Employee Director acknowledges and agrees that neither the Company, its shareholders nor its directors and officers, has any duty or obligation to disclose to the Non-Employee Director any material information regarding the business of the Company or affecting the value of the Shares before, at the time of, or following a termination of service of the Non-Employee Director by the Company, including, without limitation, any information concerning plans for the Company to make a public offering of its securities or to be acquired by or merged with or into another firm or entity.
