Enforcement of Affiliate Agreements Sample Clauses

Enforcement of Affiliate Agreements. If at any time the Company is entitled to make a claim or pursue any other remedy under the MESPA, MOMA or the Administrative Services Agreement, the Company shall make a claim thereunder for liquidated damages or, as applicable, to have one or more Systems repaired, replaced, or repurchased by the Sponsor, or pursue such other remedy, as applicable. The Company shall otherwise enforce all of its rights under the MESPA, MOMA and Administrative Services Agreement as diligently as if its counterparty were not an Affiliate.
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Enforcement of Affiliate Agreements. Notwithstanding anything herein or in any other agreement to the contrary, in the event the Company has the right to terminate, amend, modify, extend, renew, waive, consent to or approve any material right or exercise any remedy with regard to any Management Agreement or other agreement between the Managing Member or any Affiliate of the Managing Member, on the one hand, and the Company, on the other hand, then the exercise of any such right on behalf of the Company, including the giving of any notice or approval with regard thereto, will be controlled solely by BH which shall have the right to cause the Company to exercise any rights to vote or influence the actions of the Company in connection therewith, and the Managing Member shall not have the right to exercise any control over the Company’s actions in respect thereof. Any decision made by BH in accordance with the preceding sentence shall be implemented solely by BH.
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Enforcement of Affiliate Agreements. If at any time Borrower is entitled to make a claim or pursue any other remedy under the MESPA, MOMA or Administrative Services Agreement or any other Major Project Document to which Borrower and an Affiliate of Borrower is a party, Borrower shall make a claim thereunder for liquidated damages or, as applicable, to have one or more System Facilities repaired, replaced, or repurchased by Sponsor, or pursue such other remedy, as applicable. Borrower shall otherwise enforce all of its rights under the MESPA, MOMA and Administrative Services Agreement and any other such Major Project Document as diligently as if its counterparty were not an Affiliate.
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Enforcement of Affiliate Agreements. Notwithstanding anything herein or in any other agreement to the contrary, in the event the Company or any SPV has the right to terminate, amend, modify, extend, renew, waive, consent to or approve any material right or exercise any remedy with regard to any Management Agreement or other agreement between the Managing Member or any Affiliate of the Managing Member, on the one hand, and the Company or any SPV, on the other hand, then the exercise of any such right on behalf of the Company or such SPV, including the giving of any notice or approval with regard thereto, will be controlled solely by BH which shall have the right to cause the Company and any SPV to exercise any rights to vote or influence the actions of such SPV in connection therewith, and the Managing Member shall not have the right to exercise any control over the Company’s or any SPV’s actions in respect thereof. Any decision made by BH in accordance with the preceding sentence shall be implemented solely by BH.
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Enforcement of Affiliate Agreements. Notwithstanding anything to the contrary contained in this Agreement, if the Company or any of its Subsidiaries has any legal claim or action against a Restricted Party with respect to any Affiliate Transaction which the Managing Member fails to pursue or enforce, then the members of the Major Decision Committee appointed by NSAM Member shall have sole power and authority to act on behalf of the Company and its Subsidiaries with respect to the pursuit and enforcement of such legal claim or action against such Restricted Party with respect to such Affiliate Transaction, and shall be permitted to pursue any and all remedies they deem appropriate (in their sole discretion), whether arising under contract or statute, by operation of law or otherwise, and such acts shall be the conclusive acts of the Company (or its Subsidiary(ies)) (as applicable) and the Members as it relates to such matters.
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Enforcement of Affiliate Agreements. In connection with any Material Contracts between the Company and any Member or an Affiliate of any Member, the Member who is a party to such Material Contract or whose Affiliate is a party to such Material Contract shall not vote or otherwise participate in any decision by the Company to exercise any remedies thereunder, and with respect to exercise of remedies in the event of breach by such Member or its Affiliate of such Material Contract, the majority of the non-affiliated Members shall be permitted to initiate and take such actions. Any Member may request an audit of arrangements regarding Material Contracts with Affiliates of Members, and the non-requesting Member will comply with and provide information reasonably requested by the auditing Member. So long as the Operator is an Affiliate of a Member, any extension to the term of the Construction and Operations Agreement after the initial term thereof pursuant to Section 1.2(a) of such agreement shall require the affirmative vote of 80% of the Members.
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Related to Enforcement of Affiliate Agreements

  • Affiliate Agreements As of the Effective Date, the Borrower has heretofore delivered to the Administrative Agent true and complete copies of each of the Affiliate Agreements (including and schedules and exhibits thereto, and any amendments, supplements or waivers executed and delivered thereunder). As of the Effective Date, each of the Affiliate Agreements was in full force and effect.

  • Enforcement of Settlement Agreement 11.1 Any party may file suit before the Superior Court of the County of Los Angeles, consistent with the terms and conditions set forth in paragraphs 11.2 and 11.3 of this Settlement Agreement, to enforce the terms and conditions contained in this Settlement Agreement. The prevailing party shall be entitled to its reasonable attorneys' fees and costs associated with such enforcement.

  • Affiliate Agreement As of the Effective Date, the Borrower has heretofore delivered (to the extent not otherwise publicly filed with the SEC) to each of the Lenders true and complete copies of the Affiliate Agreement as in effect as of the Effective Date (including any amendments, supplements or waivers executed and delivered thereunder and any schedules and exhibits thereto). As of the Effective Date, the Affiliate Agreement is in full force and effect.

  • Enforcement of Agreement The Parties hereto agree that irreparable damage would occur in the event that any of the provisions of this Agreement was not performed in accordance with its specific terms or was otherwise breached. It is accordingly agreed that the Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions hereof in any court of the United States or any state having jurisdiction, this being in addition to any other remedy to which they are entitled at law or in equity.

  • Separate Agreements All uses of an E-System shall be governed by and subject to, in addition to Section 9.2 and this Section 9.3, the separate terms, conditions and privacy policy posted or referenced in such E-System (or such terms, conditions and privacy policy as may be updated from time to time, including on such E-System) and related Contractual Obligations executed by Agent and Credit Parties in connection with the use of such E-System.

  • Enforcement Provisions While Contractors and their Representatives are expected to self-monitor their compliance with this Contractor Code of Conduct, the provisions of this Code are enforceable by LAUSD. Enforcement measures can be taken by LAUSD’s Procurement Services Group or Facilities Contracts Branch in consultation with the Contract Sponsor, the Ethics Office, the Office of the General Counsel, and the Office of the Inspector General. The Office of the Inspector General may also refer matters to the appropriate authorities for further action.

  • Enforcement of Due On-Sale Clauses; Assumption Agreements.

  • Enforcement of Proprietary Rights I will assist the Company in every proper way to obtain, and from time to time enforce, United States and foreign Proprietary Rights relating to Company Inventions in any and all countries. To that end I will execute, verify and deliver such documents and perform such other acts (including appearances as a witness) as the Company may reasonably request for use in applying for, obtaining, perfecting, evidencing, sustaining and enforcing such Proprietary Rights and the assignment thereof. In addition, I will execute, verify and deliver assignments of such Proprietary Rights to the Company or its designee. My obligation to assist the Company with respect to Proprietary Rights relating to such Company Inventions in any and all countries shall continue beyond the termination of my employment, but the Company shall compensate me at a reasonable rate after my termination for the time actually spent by me at the Company’s request on such assistance. In the event the Company is unable for any reason, after reasonable effort, to secure my signature on any document needed in connection with the actions specified in the preceding paragraph, I hereby irrevocably designate and appoint the Company and its duly authorized officers and agents as my agent and attorney in fact, which appointment is coupled with an interest, to act for and in my behalf to execute, verify and file any such documents and to do all other lawfully permitted acts to further the purposes of the preceding paragraph with the same legal force and effect as if executed by me. I hereby waive and quitclaim to the Company any and all claims, of any nature whatsoever, which I now or may hereafter have for infringement of any Proprietary Rights assigned hereunder to the Company.

  • Enforcement of the Agreement The parties hereto agree that irreparable damage would occur if any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions hereto, this being in addition to any other remedy to which they are entitled at law or in equity.

  • Enforcement of Award The Parties agree that the decision or award resulting from arbitration shall be final and binding upon the Parties and shall be enforceable in accordance with the provisions of the Arbitration Act subject to the rights of the aggrieved parties to secure relief from any higher forum.

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