in rights. If the Contractor defaults by failing to comply with his obligations and fails to remedy such default within 2 weeks of the notification of the default by the Service Manager, the Employer, without prejudice to his other rights, powers and remedies under the contract, may remedy the default either himself or procure a third party (including any subcontractor or supplier of the Contractor) to do so on his behalf. The reasonable costs of such remedial works shall be borne by the Contractor
in rights. 17.1 Step-in Rights
(a) The Agency shall have the option to assume operational responsibility for the Facilities (in the capacity of an operator only) in order to continue operation of the Facilities or complete any necessary repairs to assure the continued delivery of the Services (“Agency Step-in Rights”). Agency Step-in Rights shall arise only upon the occurrence and continuance of:
(i) a Company Event of Default that could reasonably be expected to materially adversely affect the Company’s ability to operate and maintain the Facilities in accordance with this Agreement;
(ii) hostilities or serious natural disasters which, in the opinion of the Agency, is or may be likely to give rise to such disruption of the means of transport such that the population in [Metropolitan Manila], or a substantial part thereof, is or may be likely to be deprived of essential goods or services.
(b) The Agency shall notify the Company in writing of the following:
(i) its intention to exercise Agency Step-in Rights;
(ii) the reason for its exercise of Agency Step-in Rights; and
(iii) the date it will commence exercise of Agency Step-in Rights.
(c) The Agency may only exercise the Agency Step-in Rights under the following conditions:
(i) in relation to Section 17.1(a)(i), any applicable cure period specified in Section 15 (Events of Default) and Section 20 (Termination) has expired, when applicable, unless the Agency is requested by the Lenders to step in earlier on their behalf pursuant to the Financing Agreements; and
(ii) for so long as the Financing Agreements remain in effect, the Agency must first obtain the consent of the Lenders.
(d) During the period of the Agency’s exercise of the Agency Step-in Rights, the Agency shall be the operator of the Facilities. The Company’s obligation to provide part of the Services covered by the exercise of the Agency Step-in Rights shall be suspended, but the Agency shall retain the right to terminate the Agreement due to a Company Event of Default. The exercise of the Agency Step-in Rights shall not be deemed as or result in a transfer of title to the Facilities or a transfer of the Company’s obligations as owner of the Facilities.
17.2 Implementation of Agency Step-in Rights
in rights. 29.1 Step in rights occur in the event of Company going into administration or becoming insolvent, Company shall make all commercially reasonable endeavours to enable Customer to have a continuation of service. The following information will be provided to Customer within five (5) Business Days of request:
(a) all service contracts with third party service providers (including the management contacts and contact details for those key suppliers) that relate to the Services and
(b) Company will use all commercially reasonable endeavours to afford introductions with service providers and allow Customer to engage in direct dialogue with any and all third parties involved in delivering the services.
29.2 Company will use all commercially reasonable endeavours to assist Customer in the transfer or assignment of the rights and obligations it enjoys under its third party services provision agreements and contracts (in so far as Customer wishes to engage these services directly). Customer must make this request of Company in writing within fifteen (15) Business Days of being notified of the administration/insolvency event, specifying the service providers it wishes to engage in this process.
in rights. As defined in Section 3.5(a).
in rights. When Developer holds title to a Subject Invention, the CIA has the right, in accordance with the procedures in 37 CFR 401.6 and any supplemental CIA regulations, to require Developer or its assignee or exclusive licensee to grant a nonexclusive license to a responsible applicant or applicants upon reasonable terms (and to grant such a license itself if Developer or its assignee or exclusive licensee refuse to do so) upon determining that such action is necessary: (1) because Developer or its assignee has not taken, or is not expected to take within a reasonable time, effective steps to achieve Practical Application of the Subject Invention within such field of use; (2) to alleviate health or safety needs that are not reasonably satisfied by Developer, its assignee or their licensees; (3) to meet requirements for public use specified by federal regulations that are not reasonably satisfied by Developer, its assignee or their licensees; or (4) because of a violation of Section 9 of this exhibit.
in rights. (a) If there is a failure by the Supplier to provide the Support Services to XL in accordance with the Service Levels (a Service Disruption), then without limiting any of its other obligations under this agreement, the Supplier shall:
(1) immediately notify XL of the Service Disruption and use all reasonable endeavours to end the Service Disruption; and
(2) XL shall have the rights referred to in the rest of this clause 15, at no additional cost.
(b) If XL considers, in its reasonable opinion, that the Service Disruption is capable of remedy, it may, by notice to the Supplier, require the Supplier to develop a work-around solution (Work Around Plan). The Supplier shall, at its cost and expense, develop and submit a Work Around Plan as soon as reasonably practicable (and in any event within 24 hours of such notice) to XL for review and comment.
(c) The Work Around Plan shall include the following matters:
(i) the causes and impact of the Service Disruption;
(ii) the aspects of the Service Level Agreement that can be complied with during the implementation of the Work Around Plan;
(iii) the action the Supplier proposes to take including:
(A) identifying and implementing the relevant provisions of the Disaster Recovery Procedures;
(B) details of the assistance, consultation and co-operation the Supplier will provide to XL and any nominated Third Parties;
(C) the additional and/or alternative resources it proposes to allocate to resolve the Service Disruption; and
(D) the timeframe for resolution proposed by the Supplier.
(d) As soon as reasonably practicable, XL shall approve the proposed Work Around Plan or shall inform the Supplier of the amendments it requires to the Work Around Plan which may include the right to locate any of its Personnel at the Supplier premises or at the Sites to work with the Supplier’s Personnel and to observe the provision of the Support Services.
(e) The Supplier shall include the requirements of XL in developing the final Work Around Plan which it shall submit to XL within 24 hours of receipt of XL’s requirements given under clause 15(d).
(f) If the Parties fail to agree the Work Around Plan within 24 hours of XL’s receipt of the revised Work Around Plan under clause 15(e), XL may, by notice to the Supplier, require the Supplier to implement its requirements given under clause 15(d), which shall be deemed to be included in the Work Around Plan.
(g) The Supplier shall immediately:
(i) implement the Work Around Plan; and
(ii) carry...
in rights. 9.1 The Contractor will not exercise or seek to exercise any right which may be or become available to it to terminate or treat as terminated or repudiated the Contract or its employment under it or discontinue or suspend the performance of any duties or obligations thereunder without first giving to the Beneficiary not less than 14 days’ prior written notice specifying the Contractor’s ground for terminating or treating as terminated or repudiated the Contract or its employment under it or discontinuing or suspending its performance thereof and stating the amount (if any) of monies outstanding under the Contract. Within such period of notice:
9.1.1 the Beneficiary may give written notice to the Contractor that the Beneficiary will thenceforth become the Employer under the Contract to the exclusion of the Employer and thereupon the Contractor will admit that the Beneficiary is the Employer and the Contract will be and remain in full force and effect notwithstanding any of the said grounds; and
9.1.2 if the Beneficiary has given such notice as aforesaid or under clause 9.3 below, the Beneficiary will as soon as practicable thereafter remedy any outstanding breach by the Employer which properly has been included in the Contractor’s specified grounds and which is capable of remedy by the Beneficiary; and
9.1.3 if the Beneficiary has given such notice as aforesaid or under clause 9.3 below, the Beneficiary will from the service of such notice become responsible for all sums properly payable to the Contractor under the Contract accruing due after the service of such notice but the Beneficiary will in paying such sums be entitled to the same rights of set-off and deduction as would have applied to the Employer under the Contract.
in rights. If an Event of Default or Emergency occurs and the Party experiencing such Event of Default or Emergency is prevented temporarily from satisfying its obligations hereunder despite its best efforts, including but not limited to restoring the operation of the Facility or the Buyer’s grid, the Party not experiencing the Event of Default or Emergency or the Lenders may elect to provide notice to all Parties as provided herein, of their intention to step in to the rights and obligations of the Party experiencing the Event of Default and attempt during a reasonable time to remedy such Event of Default or Emergency (hereinafter “Step In Rights”). The other Party or a Lender shall only exercise such Step In Rights under this Article if it has the skills and means to carry out the work necessary to remedy the Event of Default or Emergency in accordance with the laws of the ………………… and Good Utility Practice. Step In Costs. The indemnity provisions of this AGREEMENT shall apply to the exercise of any such Step In Rights, provided that a Party exercising such Step In Rights shall be indemnified by the Party experiencing the Event of Default or Emergency for all reasonably incurred expenses that benefit the Party experiencing the Event of Default or Emergency or its assets, and shall be indemnified and held harmless by the Party experiencing the Event of Default from and against all claims of whatever nature lodged against such Party arising out of or associated with reasonable actions consistent with Good Utility Practice to cure or remedy such Event of Default or Emergency. Those exercising such Step In Rights shall as soon as possible return control of operations of any facilities over which it has assumed control or operation to the Party experiencing the Event of Default. The Party or Lenders exercising such Step In Rights shall maintain and produce records of costs incurred to attempt to remedy or cure the Event of Default or Emergency, and the Party experiencing the Event of Default shall reimburse such reasonable and documented expenses incurred by the other Party or Lenders.
in rights. In the event all or any portion of either Party’s work is suspended or abandoned, after issuance of notice and an opportunity to cure, the other Party may complete the first Party’s scope of work to the extent necessary to complete performance of the Mill Pond Decommissioning Plan. Suspension or abandonment shall not release a Party’s obligations under this Agreement.
in rights. Insurances required The Provider is to hold and maintain the insurance policies at (or greater than) the specified levels of cover required and approved by the Regulatory Authority. MSD Step-in Rights MSD has Step-in Rights as set out in Schedule 3. T E M P L A T E
