Without limiting the generality of Section 2 Clause Samples
Without limiting the generality of Section 2. 22(a) above, neither Borrower, the Guarantors nor any other Person which may in the future become party to this Agreement or the Other Documents as Borrower or Guarantor, intends to use nor shall they use any portion of the proceeds of the Advances, directly or indirectly, for any purpose in violation of the Trading with the Enemy Act.
Without limiting the generality of Section 2. 22(a) above, neither the Borrower, the Guarantors nor any other Person which may in the future become party to this Agreement or the Other Documents as Loan Party, intends to use nor shall they use any portion of the proceeds of the Advances, directly or indirectly, for any purpose in violation of Applicable Law.
Without limiting the generality of Section 2. 4 of the Loan Agreement, Borrower agrees to pay all reasonable and documented out-of-pocket expenses incurred by the Collateral Agent and each Lender and other Secured Party in connection with the taking of any actions pursuant to or as otherwise contemplated by this Section 8.2.
Without limiting the generality of Section 2. 9, the Parties acknowledge that any of the GN’s commitments to pay or make available any amount of money pursuant to this AIP shall at all times be subject to the appropriation of funds by the Legislature and the requirement for a sufficient uncommitted balance of the appropriated item for the fiscal year in which the expenditure is required.
3.1 Upon the signing of this AIP, the Parties shall negotiate and sign the Devolution Agreement within a period of two years from the date of the approval of the Transitional Strategy.
3.2 The Parties shall target the Transfer Date to be April 1st of the year being at least three full years from the date of the signing of the Devolution Agreement.
3.3 The Devolution Agreement shall set out processes for its approval and coming into effect.
3.4 The negotiation main table for the Devolution Agreement shall consist of the chief negotiators designated by each of the Parties for such negotiations (the “Chief Negotiators”) and their respective negotiating teams.
3.5 The Chief Negotiators shall be collectively responsible for directing the conduct and coordination of the negotiations.
3.6 The Chief Negotiators shall set work plans for negotiations including, agendas, schedules and priorities.
3.7 The Chief Negotiators may establish working groups and drafting groups and set work plans and reporting protocols for such groups.
3.8 Subject to legislative or contractual confidentiality restrictions, the Parties shall make available to each other on a timely basis information relevant to the subject matters of the negotiations.
3.9 The GC and GN shall provide, in proportions to be agreed by them, adequate funding to NTI to support the participation of NTI in the negotiation of the Devolution Agreement.
4.1 Nothing in the Devolution Agreement shall be construed so as to give the Legislature greater powers than are given to legislatures of the provinces under sections 92, 92A and 95 of the Constitution Act, 1867, with respect to similar classes of subjects described in those sections.
Without limiting the generality of Section 2. 8(a) above, neither any Borrower, any other Credit Party, nor any other Person which may in the future become a Credit Party, intends to use nor shall they use any portion of the proceeds of the Advances, directly or indirectly, for any purpose in violation of the Trading with the Enemy Act or to purchase or carry, or to reduce or refinance any Indebtedness incurred to purchase or carry, any margin stock (as defined in Regulation U of the Board of Governors of the Federal Reserve System) or for any related purpose governed by Regulations T, U or X of the Board of Governors of the Federal Reserve System.
Without limiting the generality of Section 2. 17(f)(i), any Treaty Credit Party and each UK Loan Party which makes a payment to which that Treaty Credit Party is entitled shall cooperate in completing any procedural formalities necessary for that UK Loan Party to obtain authorization from HM Revenue & Customs to make that payment without withholding or deduction of tax (including the Treaty Credit Party providing its scheme reference number under HM Revenue & Custom’s Double Taxation Treaty Passport scheme (if applicable) and its jurisdiction of tax residence). Each Credit Party and UK Loan Party shall, upon becoming aware that a UK Loan Party must make a withholding of UK tax from a payment to a Credit Party, promptly notify the Administrative Agent, and if the Administrative Agent receives such notification from a Credit Party, it shall notify the relevant UK Loan Party.
(h) Section 2.24 of the Credit Agreement is hereby amended to add the words “or a Bail-In Action” following “If (i) a Bankruptcy Event” in the second to last full paragraph thereof.
(i) Article III of the Credit Agreement is hereby amended to add the following new Section 3.19 thereto:
Without limiting the generality of Section 2. 1(a), each Bank severally agrees that Borrower may, at its option as specified in a notice given to Agent in accordance with Section 2.4, also request the Issuing Bank to issue one or more commercial or standby letters of credit (each a “Letter of Credit”), in which event, after satisfaction of all conditions precedent set forth in Section 8, the Issuing Bank shall issue such Letters of Credit subject to and in accordance with Section 2.7; provided, however, nothing contained in this Agreement shall under any circumstance be deemed to require the Issuing Bank to issue any Letter of Credit which, in the aggregate undrawn stated amount plus any reimbursement obligations for Letters of Credit, taking into account the issuance of such Letter of Credit, exceeds the Letter of Credit Commitment Sublimit. Notwithstanding the foregoing, as of the Restatement Effective Date, each letter of credit attached hereto as Schedule 2.1(d) shall be deemed a “Letter of Credit” hereunder.
