Assignment of Political Rights Sample Clauses

Assignment of Political Rights. (i) On the execution date of the Trust Agreement, Xx. Xxxxx Xxxxx and the Offeror shall enter into an assignment agreement (the “Assignment Agreement”), in the form attached as Annex A of this HG Supplementary Agreement, whereby Xx. Xxxxx Xxxxx shall assign all Political Rights of the HG Shares to the Offeror (to become effective –and the Political Rights of the HG Shares exercisable by the Offeror– upon the offer to acquire the full ownership of Outstanding G&MSAA Shares through an Oferta Pública de Adquisición, pursuant to the Peruvian securities regulation, and a tender offer for the acquisition of securities listed in the United States of America, pursuant to the U.S. securities regulation, subject to the Offeror being able to secure a participación signiticativa in the Offer pursuant to Section 6.3(c) of the TOSA; and, the Offeror will pay to Xx. Xxxxx Xxxxx the Political Rights Consideration pursuant to Sections 2.2(b)(iii) and 2.3(b) of the TOSA. (ii) The terms and conditions set forth in the TOSA and in the Trust Agreement shall be as applicable to the Assignment Agreement, accordingly. (iii) The term of the Assignment Agreement shall be either (i) the same term as the Trust Agreement; or (ii) upon release and cancellation of the HG’s Shares Encumbrance, whichever occurs first. (iv) Upon cancellation of the HG’s Shares Encumbrance and provided that the Trust Agreement is still in force, Xx. Xxxxx Xxxxx shall transfer 7’765,604 HG Shares (the “HG Trust Shares”) to the Trust Agreement. The parties hereby agree that the Offeror shall not pay any consideration to Xx. Xxxxx Xxxxx, as the Political Rights Consideration has been paid upon the execution of the Assignment Agreement. Upon confirmation of transfer of HG Trust Shares to the Trust by the Trust Agent, (w) such transfer will be deemed completed and the Trust Agent shall complete and update the Trustors’ Registry pursuant the Trust Agreement; (x) the Trust will be the holder of record of the HG Trust Shares –along with the other Trust Shares–; and, (y) as provided and under the terms and conditions set forth in the Trust Agreement, the TOSA and this Supplementary Agreement, Xx. Xxxxx Xxxxx –together with the Sellers that transferred Shares to the Trust– will have the right to exercise the Economic Rights of their corresponding Trust Shares (including the HG Trust Shares) and other payments pursuant to Section 6.5 of the Trust Agreement; and the Offeror shall have the right to exercise the Politica...
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Related to Assignment of Political Rights

  • Anti-Money Laundering and Identity Theft Prevention Related Duties Subject to the terms and conditions set forth herein, the Trust hereby delegates to the Transfer Agent the Delegated Anti-Money Laundering Duties and, where applicable, the Delegated Identity Theft Prevention Duties that are set forth in the Trust’s Anti-Money Laundering (“AML”) Program and Identity Theft Prevention Program (“IDTPP”) as described below. The Transfer Agent agrees to perform the Delegated Anti-Money Laundering Duties and the Delegated Identity Theft Prevention Duties, with respect to ownership of shares in the Fund for which the Transfer Agent maintains the applicable information subject to and in accordance with the terms and conditions of the Contract.

  • Abuse and Neglect of Children and Vulnerable Adults: Abuse Registry Party agrees not to employ any individual, to use any volunteer or other service provider, or to otherwise provide reimbursement to any individual who in the performance of services connected with this agreement provides care, custody, treatment, transportation, or supervision to children or to vulnerable adults if there has been a substantiation of abuse or neglect or exploitation involving that individual. Party is responsible for confirming as to each individual having such contact with children or vulnerable adults the non-existence of a substantiated allegation of abuse, neglect or exploitation by verifying that fact though (a) as to vulnerable adults, the Adult Abuse Registry maintained by the Department of Disabilities, Aging and Independent Living and (b) as to children, the Central Child Protection Registry (unless the Party holds a valid child care license or registration from the Division of Child Development, Department for Children and Families). See 33 V.S.A. §4919(a)(3) and 33 V.S.A. §6911(c)(3).

  • Introduction and Statement of Policy The National Institutes of Health (NIH) has established NIH-designated data repositories (e.g., database of Genotypes and Phenotypes (dbGaP), Sequence Read Archive (SRA), NIH Established Trusted Partnerships) for securely storing and sharing controlled-access human data submitted to NIH under the NIH Genomic Data Sharing (GDS)

  • Governance and Anticorruption The Borrower, the Project Executing Agency, and the implementing agencies shall (a) comply with ADB’s Anticorruption Policy (1998, as amended to date) and acknowledge that ADB reserves the right to investigate directly, or through its agents, any alleged corrupt, fraudulent, collusive or coercive practice relating to the Project; and

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  • Department of Agriculture United States Department of Agriculture at 0-000-000-0000, 000-000-0000, or xxxx://xxx.xxxxx.xxx/plantind/ to determine those specific project sites located in the quarantined area or for any regulated article used on this project originating in a quarantined county.

  • Indirect Political Event An Indirect Political Event shall mean one or more of the following acts or events: (a) an act of war (whether declared or undeclared), invasion, armed conflict or act of foreign enemy, blockade, embargo, riot, insurrection, terrorist or military action, civil commotion or politically motivated sabotage; (b) industry-wide or State-wide strikes or industrial action for a continuous period of 24 (twenty four) hours and exceeding an aggregate period of 7 (seven) days in an Accounting Year; (c) any civil commotion, boycott or political agitation which prevents collection of Fee by the Concessionaire for an aggregate period exceeding 7 (seven) days in an Accounting Year; (d) any failure or delay of a Contractor to the extent caused by any Indirect Political Event and which does not result in any offsetting compensation being payable to the Concessionaire by or on behalf of such Contractor; (e) any Indirect Political Event that causes a Non-Political Event; or (f) any event or circumstances of a nature analogous to any of the foregoing.

  • Non-Political Event A Non-Political Event shall mean one or more of the following acts or events: (a) act of God, epidemic, extremely adverse weather conditions, lightning, earthquake, landslide, cyclone, flood, volcanic eruption, chemical or radioactive contamination or ionising radiation, fire or explosion (to the extent of contamination or radiation or fire or explosion originating from a source external to the Site); (b) strikes or boycotts (other than those involving the Concessionaire, Contractors or their respective employees/representatives, or attributable to any act or omission of any of them) interrupting supplies and services to the Bus Terminal for a continuous period of 24 (twenty four) hours and an aggregate period exceeding 7 (seven) days in an Accounting Year, and not being an Indirect Political Event set forth in Clause 34.3; (c) any failure or delay of a Contractor but only to the extent caused by another Non-Political Event and which does not result in any offsetting compensation being payable to the Concessionaire by or on behalf of such Contractor; (d) any delay or failure of an overseas contractor to deliver rolling stock or equipment in India if such delay or failure is caused outside India by any event specified in Sub-clause (a) above and which does not result in any offsetting compensation being payable to the Concessionaire by or on behalf of such contractor; (e) any judgement or order of any court of competent jurisdiction or statutory authority made against the Concessionaire in any proceedings for reasons other than (i) failure of the Concessionaire to comply with any Applicable Law or Applicable Permit, or (ii) on account of breach of any Applicable Law or Applicable Permit or of any contract, or (iii) enforcement of this Agreement, or (iv) exercise of any of its rights under this Agreement by the Authority; (f) the discovery of geological conditions, toxic contamination or archaeological remains on the Site that could not reasonably have been expected to be discovered through a site inspection; or (g) any event or circumstances of a nature analogous to any of the foregoing.

  • Political Event A Political Event shall mean one or more of the following acts or events by or on account of any Government Instrumentality: (a) Change in Law, only if consequences thereof cannot be dealt with under and in accordance with the provisions of Article 37 and its effect, in financial terms, exceeds the sum specified in Clause 37.1; (b) compulsory acquisition in national interest or expropriation of any Project Assets or rights of the Concessionaire or of the Contractors; (c) unlawful or unauthorised or without jurisdiction revocation of, or refusal to renew or grant without valid cause, any clearance, licence, permit, authorisation, no objection certificate, consent, approval or exemption required by the Concessionaire or any of the Contractors to perform their respective obligations under this Agreement and the Project Agreements; provided that such delay, modification, denial, refusal or revocation did not result from the Concessionaire's or any Contractor's inability or failure to comply with any condition relating to grant, maintenance or renewal of such clearance, licence, authorisation, no objection certificate, exemption, consent, approval or permit; (d) any failure or delay of a Contractor but only to the extent caused by another Political Event and which does not result in any offsetting compensation being payable to the Concessionaire by or on behalf of such Contractor; or (e) any event or circumstance of a nature analogous to any of the foregoing.

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