Condition of Existing Infrastructure Sample Clauses

Condition of Existing Infrastructure. The Province shall ensure that on the EI O&M Start Date the Existing Infrastructure is in a condition as if maintained in accordance with the O&M Requirements, and to that end: (a) the Contractor and the Province shall within 45 days after Execution of this Agreement arrange joint inspections of the condition of the Existing Infrastructure and identify all respects (“EI Deficiencies”) in which the condition of the Existing Infrastructure falls short of the condition required to be maintained pursuant to the O&M Requirements; (b) upon identification of the EI Deficiencies, the Province shall, prior to the EI O&M Start Date, for each EI Deficiency either: (i) remedy the EI Deficiency at its own expense; (ii) make arrangements with the Contractor to remedy the EI Deficiency, in consideration of such payment as the Province and the Contractor may negotiate; or (iii) notify the Contractor that the EI Deficiency need not be remedied, in which case the O&M Requirements and the Handback Requirements as they apply to the Existing Infrastructure shall be deemed to be amended accordingly; and (c) if the joint inspections fail to identify latent defects in the Existing Infrastructure, but such latent defects come to light on or before the date 10 years after the EI O&M Start Date, then the Province shall correct and repair the defects in such manner and on such timetable as is reasonable in the circumstances and does not unreasonably interfere with the Contractor’s performance of the Project or the O&M, it being acknowledged that, except to the extent that the Contractor has failed to fulfill the O&M Requirements in respect of the Existing Infrastructure, nothing herein imposes responsibility on the Contractor to correct or repair latent defects to the extent such correction or repair is beyond the scope of the O&M Requirements and the Handback Requirements. The Province undertakes that it will during the Construction Period and the Operating Period from time to time rehabilitate the Existing Infrastructure (“EI Rehab”) as is reasonably appropriate, provided that the Province shall be obliged to carry out such rehabilitation only (“EI Rehab Standard”): (d) to the extent that such rehabilitation work is not required to be performed by the Contractor pursuant to the O&M Requirements, and (e) on such timetable and to such standard as is generally commensurate with rehabilitation on high volume, high profile, major penetrator highway bridge structures under the jurisdicti...
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Related to Condition of Existing Infrastructure

  • Preservation of Existence and Similar Matters Except as otherwise permitted under Section 9.4., the Borrower shall, and shall cause each other Loan Party and each other Subsidiary to, preserve and maintain its respective existence, rights, franchises, licenses and privileges in the jurisdiction of its incorporation or formation and qualify and remain qualified and authorized to do business in each jurisdiction in which the character of its properties or the nature of its business requires such qualification and authorization and where the failure to be so authorized and qualified could reasonably be expected to have a Material Adverse Effect.

  • Termination of Existing Agreements Any previous employment agreement between Executive on the one hand and Employer or any of Employer’s Affiliates (as hereinafter defined) on the other hand is hereby terminated.

  • Preservation of Existence, Etc (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05; (b) take all reasonable action to maintain all rights, privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (c) preserve or renew all of its registered patents, trademarks, trade names and service marks, the non-preservation of which could reasonably be expected to have a Material Adverse Effect.

  • Ratification of Existing Agreements All existing Dual Enrollment agreements between the Trustees and the Private School are hereby modified to conform to the terms of this agreement and the appendices of this document.

  • Termination of Existing Agreement The Existing Agreement is hereby terminated and replaced and superseded by this Agreement, effective August 1, 2001. All payments, of Base Salary or otherwise, made by the Company under the Existing Agreement with respect to any period commencing on or after August 1, 2001 shall be credited against the corresponding payment obligations of the Company under this Agreement.

  • DESCRIPTION OF EXISTING INDEBTEDNESS AND OBLIGATIONS Among other indebtedness and obligations which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to a loan arrangement dated as of June 11, 2003, evidenced by, among other documents, a certain Loan and Security Agreement dated as of June 11, 2003 between Borrower and Bank, as amended from time to time (as amended, the "Loan Agreement"). Capitalized terms used but not otherwise defined herein shall have the same meaning as in the Loan Agreement.

  • DESCRIPTION OF EXISTING INDEBTEDNESS Among other indebtedness which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to, among other documents, a Second Amended and Restated Loan and Security Agreement, dated March 5, 1999, as may be amended from time to time, (the "Loan Agreement"). The Loan Agreement provided for, among other things, a Revolving Commitment in the original principal amount of Ten Million Dollars ($10,000,000). Defined terms used but not otherwise defined herein shall have the same meanings as in the Loan Agreement. Hereinafter, all indebtedness owing by Borrower to Bank shall be referred to as the "Indebtedness."

  • Conduct of Business and Maintenance of Existence and Assets (a) Conduct continuously and operate actively its business according to good business practices and maintain all of its properties useful or necessary in its business in good working order and condition (reasonable wear and tear excepted and except as may be disposed of in accordance with the terms of this Agreement), including all licenses, patents, copyrights, design rights, tradenames, trade secrets and trademarks and take all actions necessary to enforce and protect the validity of any intellectual property right or other right included in the Collateral; (b) keep in full force and effect its existence and comply in all material respects with the laws and regulations governing the conduct of its business where the failure to do so could reasonably be expected to have a Material Adverse Effect; and (c) make all such reports and pay all such franchise and other taxes and license fees and do all such other acts and things as may be lawfully required to maintain its rights, licenses, leases, powers and franchises under the laws of the United States or any political subdivision thereof where the failure to do so could reasonably be expected to have a Material Adverse Effect.

  • Preservation of Existence and Franchises Each Credit Party shall, and shall cause each of its Subsidiaries to, do all things necessary to preserve and keep in full force and effect its legal existence, rights, franchises and authority. Each Credit Party shall remain qualified and in good standing in each jurisdiction in which the failure to so qualify and be in good standing could have a Material Adverse Effect.

  • Maintenance of Existence and Rights Shall preserve and maintain its corporate existence, authorities to transact business, rights and franchises, trade names, patents, trademarks and permits necessary to the conduct of its business.

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