Assignment and Agents Sample Clauses

Assignment and Agents. AAL may not assign this Agreement or delegate any of its responsibilities hereunder without the express written consent of the Fund. However, AAL may from time to time employ agents to act on its behalf to perform and carry out its functions set forth as responsibilities of AAL in this Agreement. This Agreement shall inure to the benefit of and be binding upon the parties and their respective permitted successors and assigns.
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Assignment and Agents. 20.1 Subject to Clause 20.4, neither Party shall assign, encumber, novate or otherwise dispose of its benefits or obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld. 20.2 Any consent to an assignment or other disposition granted under Clause 20.1 shall not relieve the assignor from liability for performance of any obligations, responsibilities or duties so assigned. 20.3 Subject to approval of the appointment of a Retailer's Agent in accordance with Clause 8, each Party may appoint agents to act on its behalf. Any such appointment shall not relieve the Parties making the appointment from responsibility for the acts, defaults, neglects or omissions of its agents. 20.4 If any substantial part of the assets of the Retailer are transferred to another company by reason of a direction of the government, then the Retailer may assign its benefits and obligations under this Agreement to that new company without requiring the consent of the Distributor, and following such assignment this Agreement will be deemed to have been novated between the Distributor and the assignee, and the Retailer will have no further obligations or liabilities to the Distributor pursuant to the assigned Agreement.
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Assignment and Agents. 23.1 Neither Party shall assign, encumber, novate nor otherwise dispose of its benefits or obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld. 23.2 Any such consent granted under Clause 23.1 shall not relieve the assignor from liability for performance of any obligations, responsibilities or duties so assigned. 23.3 Subject to approval of the appointment of a Retailer’s agent in accordance with Clause 10, the Parties may appoint agents to act on the Party’s behalf. Any such appointment shall not relieve the parties making the appointment from responsibility for the acts, defaults, neglects or omissions of its agents. 23.4 Either Party, upon giving reasonable notice, may assign its benefits and obligations under this Agreement to a wholly owned subsidiary without the consent of the other Party provided that the assignor provides an unconditional guarantee of the obligations assumed by the assignee.
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Assignment and Agents. 22.1 Either party may assign (or subcontract) its rights or obligations under this Agreement provided that, where the assigning party reasonably considers that such assignment may have an operational or process impact on the other party, the assigning party must first provide reasonable notice of such assignment to the other party. 22.2 Any such assignment in clause 22.1 shall not relieve the assignor from liability for performance of any obligations, responsibilities or duties so assigned or subcontracted unless the other party, at its discretion, agrees otherwise. 22.3 Either party may novate this agreement to a third party subject to the written consent of the other party. Subject to the other party being satisfied as to the ability of the third party to meet its obligations under this agreement (including being respectable, responsible and having the financial resources to meet its obligations under this agreement), such consent shall not unreasonably be withheld. The Distributor may reasonably withhold its consent until the third party has first complied with the prudential requirements in clause 15. 22.4 Subject to approval of the appointment of an Electricity Retailer’s agent in accordance with clause 10, the parties may appoint agents to act on the party’s behalf. Any such appointment shall not relieve the parties making the appointment from responsibility for the acts, defaults, neglects or omissions of its agents. 22.5 The Electricity Retailer may notify the Distributor that one or more of its subsidiaries (“the Subsidiary”) may also be selling electricity to Consumers, and also wishes to become a party to this Agreement. Subject to the Subsidiary agreeing to be bound by the provisions of this Agreement, the Subsidiary shall become a supplementary party to this Agreement and be bound by it. In that event the Electricity Retailer and the Subsidiary shall each be responsible for the performance of the other, under this Agreement, and the Distributor shall treat the Electricity Retailer and the Subsidiary, as one party for the prudential requirements in clause 15, and such other provisions as may be applicable to give full effect to this provision. 22.6 This Agreement shall terminate upon the Electricity Retailer agreeing to become bound by the provisions of another delivery services agreement with the Distributor pursuant to a clause in that delivery services agreement similar to clause 22.5 in this Agreement. The Electricity Retailer shall give th...
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Assignment and Agents 
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Related to Assignment and Agents

  • Assignment and Enurement This Agreement shall enure to the benefit of and be binding upon the Parties hereto and their respective successors and assigns. This Agreement may not be assigned by any party hereto without the prior consent of the other Parties hereto.

  • Assignment to Lenders Interconnection Customer may, without the consent of the Transmission Provider or the Interconnected Transmission Owner, assign the Interconnection Service Agreement to any Project Finance Entity(ies), provided that such assignment does not alter or diminish Interconnection Customer’s duties and obligations under this Interconnection Service Agreement. If Interconnection Customer provides the Interconnected Transmission Owner with notice of an assignment to any Project Finance Entity(ies) and identifies such Project Finance Entities as contacts for notice purposes pursuant to Section 21 of this Appendix 2, the Transmission Provider or Interconnected Transmission Owner shall provide notice and reasonable opportunity for such entity(ies) to cure any Breach under this Interconnection Service Agreement in accordance with this Interconnection Service Agreement. Transmission Provider or Interconnected Transmission Owner shall, if requested by such lenders, provide such customary and reasonable documents, including consents to assignment, as may be reasonably requested with respect to the assignment and status of the Interconnection Service Agreement, provided that such documents do not alter or diminish the rights of the Transmission Provider or Interconnected Transmission Owner under this Interconnection Service Agreement, except with respect to providing notice of Breach to a Project Finance Entity. Upon presentation of the Transmission Provider and/or the Interconnected Transmission Owner’s invoice therefor, Interconnection Customer shall pay the Transmission Provider and/or the Interconnected Transmission Owner’s reasonable documented cost of providing such documents and certificates. Any assignment described herein shall not relieve or discharge the Interconnection Customer from any of its obligations hereunder absent the written consent of the Interconnected Transmission Owner and Transmission Provider.

  • Assignment and Amendment This Agreement may not be assigned by the Subadviser, and shall automatically terminate, without the payment of any penalty, in the event: (a) of its assignment, including any change in control of the Adviser or the Subadviser which is deemed to be an assignment under the 1940 Act, or (b) that the Advisory Agreement is assigned or terminates for any reason. Trades that were placed prior to such termination will not be canceled; however, no new trades will be placed after notice of such termination is received. Termination of this Agreement shall not relieve the Adviser or the Subadviser of any liability incurred hereunder. The terms of this Agreement shall not be changed unless such change is agreed to in writing by the parties hereto and is approved by the affirmative vote of a majority of the Trustees of the Trust voting in person, including a majority of the Trustees who are not interested persons of the Trust, the Adviser or the Subadviser, at a meeting called for the purpose of voting on such change, and (to the extent required by the 0000 Xxx) unless also approved at a meeting by the affirmative vote of the majority of outstanding voting securities of the Fund.

  • ASSIGNMENT AND AMENDMENTS This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in section 2(a)(4) of the 1940 Act); provided that such termination shall not relieve the Adviser of any liability incurred hereunder. This Agreement may not be added to or changed orally and may not be modified or rescinded except by a writing signed by the parties hereto and in accordance with the 1940 Act, when applicable.

  • Amendment and Assignment of Agreement This Agreement may not be amended or assigned without the affirmative vote of a majority of the outstanding voting securities of the Fund, and this Agreement shall automatically and immediately terminate in the event of its assignment.

  • Administrative Agent and Affiliates The bank serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent, and such bank and its Affiliates may accept deposits from, lend money to and generally engage in any kind of business with the Borrower or any Restricted Subsidiary or other Affiliate thereof as if it were not the Administrative Agent hereunder.

  • Administrative Agent’s and Lender’s Rights In the case of any event specified in Section 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (A) the Lenders, in the case of such notice given by the Administrative Agent, or (B) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to or renew a LIBOR Rate Option shall be suspended until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Lender’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. If at any time the Administrative Agent makes a determination under Section 4. 4.1 [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a LIBOR Rate Option and such Interest Rate Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of the Base Rate Option otherwise available with respect to such Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4.2 [

  • Amendment and Assignment This Agreement may be amended only in writing and signed by both parties. This Agreement may not be assigned to another party.

  • Nonliability of Administrative Agent and Lenders The relationship between the Borrower, on the one hand, and the Lenders, the Issuing Banks and the Administrative Agent, on the other hand, shall be solely that of borrower and lender. None of the Administrative Agent, any Issuing Bank or any Lender shall have any fiduciary responsibilities to the Borrower and no provision in this Agreement or in any of the other Loan Documents, and no course of dealing between or among any of the parties hereto, shall be deemed to create any fiduciary duty owing by the Administrative Agent, any Issuing Bank or any Lender to any Lender, the Borrower, any Subsidiary or any other Loan Party. None of the Administrative Agent, any Issuing Bank or any Lender undertakes any responsibility to the Borrower to review or inform the Borrower of any matter in connection with any phase of the Borrower’s business or operations.

  • Consent and Agreement An original of a Consent and Agreement duly executed by such Subsidiary, pursuant to which such Subsidiary consents and agrees to become a “Credit Party” hereunder and to be bound by the terms and conditions of this Agreement and all other Loan Documents;

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