Ancillary powers Sample Clauses
The 'Ancillary powers' clause defines the additional rights or authorities granted to a party that are necessary to effectively exercise the main powers provided under an agreement. In practice, this clause allows a party to take actions that are not explicitly listed elsewhere in the contract but are reasonably required to fulfill their primary obligations or enforce their rights. For example, it may permit a lender to take steps to protect collateral or a service provider to access information needed to perform their duties. The core function of this clause is to ensure that the parties can fully and efficiently implement the contract, addressing any gaps that might otherwise limit their ability to act as intended.
POPULAR SAMPLE Copied 2 times
Ancillary powers. (a) To give effect to any resolution to reduce the capital of the Company, to satisfy a dividend as set out in article 4.1(i)(1) or to capitalise any amount under article 4.2, the Board may settle as it thinks expedient any difficulty that arises in making the distribution or capitalisation and, in particular:
(1) make cash payments in cases where members are entitled to fractions of shares or other securities;
(2) decide that amounts or fractions of less than a particular value decided by the Board may be disregarded to adjust the rights of all parties;
(3) fix the value for distribution of any specific assets;
(4) pay cash or issue shares or other securities to any member to adjust the rights of all parties;
(5) vest any of those specific assets, cash, shares or other securities in a trustee on trust for the persons entitled to the distribution or capitalised amount; and
(6) authorise any person to make, on behalf of all the members entitled to any specific assets, cash, shares or other securities as a result of the distribution or capitalisation, an agreement with the Company or another person which provides, as appropriate, for the distribution or issue to them of shares or other securities credited as fully paid up or for payment by the Company on their behalf of the amounts or any part of the amounts remaining unpaid on their existing shares or other securities by applying their respective proportions of the amount resolved to be distributed or capitalised.
(b) Any agreement made under an authority referred to in article 4.3(a)(6) is effective and binds all members concerned.
(c) If a distribution, transfer or issue of specific assets, shares or securities to a particular member or members is, in the Board’s discretion, considered impracticable or would give rise to parcels of securities that do not constitute a marketable parcel, the Board may make a cash payment to those members or allocate the assets, shares or securities to a trustee to be sold on behalf of, and for the benefit of, those members, instead of making the distribution, transfer or issue to those members. Any proceeds receivable by members under this article 4.3(c) will be net of expenses incurred by the Company and trustee in selling the relevant assets, shares or securities.
(d) If the Company distributes to members (either generally or to specific members) securities in the Company or in another body corporate or trust (whether as a dividend or otherwise and whether or not for valu...
Ancillary powers. The Secured Party may at any time while an Event of Default is continuing:
(a) execute any deed or other document as attorney for the Grantor for the purpose of exercising any of the Powers;
(b) on behalf of the Grantor, commence, defend, prosecute, settle, discontinue and compromise litigation, administrative or arbitral proceedings in relation to the Secured Property;
(c) enter into and execute and deliver documents and agreements in respect of the exercise of the Powers;
(d) on behalf of the Grantor, give receipts for and release, waive, vary, settle, compromise, discount or write off any actual or contingent debt or other monetary obligation from time to time forming part of the Secured Property;
(e) delegate to any person any Power (including this right of delegation);
(f) exercise all or any of the Powers conferred on a Receiver, or which would be conferred on a Receiver if appointed, as if those Powers had been expressly conferred on the Secured Party; and
(g) do anything incidental or conducive to the exercise of any of its Powers.
Ancillary powers. The Trustee shall possess and be entitled to exercise such ancillary and incidental powers as may be necessary or desirable to carry out and give effect to any of the foregoing powers, or any other provisions of this Agreement.
Ancillary powers. The Trustees may do anything which is incidental or conducive to the exercise of their function.
Ancillary powers. The Mortgagee may:
(a) (if the Mortgagor is a corporation) affix and countersign any seal of the Mortgagor for the purpose of exercising any of its rights under this document;
(b) employ or engage any person on behalf of the Mortgagor for the purpose of exercising any of the Mortgagee's rights in respect of the Secured Property (and dismiss such person);
(c) on behalf of the Mortgagor, commence, defend, prosecute, settle, discontinue and compromise litigation, administrative or arbitral proceedings in relation to the Secured Property;
(d) give receipts for and release, discharge or compromise any Rents;
(e) enter into and execute and deliver documents and agreements in respect of the exercise of its rights under this document;
(f) delegate to any person any right (including this right of delegation) under this document; and
(g) do anything incidental or conducive to the exercise of any of its other rights under this document.
Ancillary powers. The Secured Party may, at any time while an Enforcement Event has occurred and is continuing:
(a) execute any deed or other document as attorney for the Debtor for the purpose of exercising any of the Secured Party’s rights under this Deed;
(b) employ or engage any person on behalf of the Debtor for the purpose of exercising any of the Secured Party’s rights in respect of the Secured Property;
(c) on behalf of the Debtor, commence, defend, prosecute, settle, discontinue and compromise litigation, administrative or arbitral proceedings in relation to the Secured Property;
(d) enter into and execute and deliver documents and agreements in respect of the exercise of its rights under this Deed;
(e) delegate to any person any right (including this right of delegation) under this Deed; and
(f) do anything incidental or conducive to the exercise of any of its other rights under this Deed.
Ancillary powers. The Mortgagee may:
(a) affix and countersign any seal of the Mortgagor for the purpose of exercising any of its rights under this document;
(b) employ or engage any person on behalf of the Mortgagor for the purpose of exercising any of the Mortgagee's rights in respect of the Secured Property and dismiss such person;
(c) on behalf of the Mortgagor, give receipts and release, discharge or compromise any Charged Debt;
(d) enter into and execute and deliver documents and agreements in respect of the exercise of its rights under this document;
(e) delegate to any person any right (including this right of delegation) under this document; and
(f) do anything incidental or conducive to the exercise of any of its other rights under this document.
Ancillary powers. The Secured Party may at any time while an Event of Default is continuing:
(a) execute any deed or other document as attorney for the Grantor for the purpose of exercising any of the Powers;
(b) on behalf of the Grantor, commence, defend, prosecute, settle, discontinue and compromise litigation, administrative or arbitral proceedings in relation to the Secured Property;
Ancillary powers. The Chargee may:
(a) affix and countersign any seal of the Chargor for the purpose of exercising any of its rights under this document;
(b) employ or engage any person on behalf of the Chargor for the purpose of exercising any of the Chargee's rights in respect of the Charged Property and dismiss such person;
(c) on behalf of the Chargor, commence, defend, prosecute, settle, discontinue and compromise litigation, administrative or arbitral proceedings in relation to the Charged Property;
(d) on behalf of the Chargor, give receipts and release, discharge or compromise any Charged Debt;
(e) enter into and execute and deliver documents and agreements in respect of the exercise of its rights under this document;
(f) delegate to any person any right (including this right of delegation) under this document; and
(g) do anything incidental or conducive to the exercise of any of its other rights under this document.
Ancillary powers. 1. Member States shall ensure that resolution authorities, when exercising a resolution power, have the power to do all of the following:
(a) subject to Article 58, provide for a transfer to take effect, free from any liability or encumbrance affecting the financial instruments, rights, assets or liabilities transferred;;
(b) remove rights to acquire any additional shares or other instruments of ownership;
(c) require the authority concerned to discontinue or suspend the admission to trading on a regulated market or the official listing of financial instruments pursuant to Directive 2001/34/EC of the European Parliament and of the Council2323;
(d) provide for the recipient to be treated as if that recipient were the undertaking under resolution for the purposes of any rights or obligations of, or actions taken by, the undertaking under resolution, including, subject to the application of the sale of business tool and the bridge undertaking tool referred to in Articles 31 and 32, any rights or obligations relating to participation in a market infrastructure;
(e) require the undertaking under resolution or the recipient to provide each other with information and assistance;
(f) cancel or modify the terms of a contract to which the undertaking under resolution is a party, or substitute a recipient as a party;
(g) transfer any reinsurance rights covering transferred insurance or reinsurance claims without the consent of the reinsurance undertaking where the resolution authority transfers assets and liabilities related to those reinsurance rights of the undertaking under resolution in whole or in part to another entity. For the purposes of point (a), any right of compensation provided in accordance with this Directive shall not be considered to be a liability or an encumbrance.
2. Resolution authorities shall exercise the powers specified in paragraph 1 where they consider such exercise to be appropriate to ensure that a resolution action is effective or to achieve one or more resolution objectives.
3. Member States shall ensure that resolution authorities exercising a resolution power have the power to provide for continuity arrangements necessary to ensure that the resolution action is effective and, where relevant, to ensure that the business transferred may be operated by the recipient. Such continuity arrangements shall include, in particular:
(a) the continuity of contracts entered into by the undertaking under resolution, so that the recipient assumes th...