Irrevocable Authorization Sample Clauses

Irrevocable Authorization. Pursuant to the provisions of the Auction Rules for capacities allocation on the Slovenia-Croatia border and in accordance with the rules and regulations of the system operator, Elektro- Slovenija, d.o.o., (company name) , represented by hereby issues to the company ELEKTRO-SLOVENIJA, d.o.o., Xxxxxxxxxx 0, 0000 Xxxxxxxxx, the following for the unrestricted disposal of funds deposited on subaccount no. XX00000000000000000 of deposit transaction account no. XX00000000000000000 held by ELEKTRO-SLOVENIJA, d.o.o., Xxxxxxxxxx 0, 0000 Xxxxxxxxx. Bank and account number: - the number of the account (IBAN): XX00000000000000000 - bank address: UniCredit Banka Slovenija d.d., Xxxxxxxxxx 000, 0000 Xxxxxxxxx - SWIFT (BIC) code: XXXXXX00. Place: , Date: (Stamp and signature of representative of auctions participant)
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Irrevocable Authorization. 15.11.1 The said instructions and authorizations in this Letter of Undertaking, including, but not exclusively, that in this Section 15 and in Section 16 and 17 below, are irrevocable, cannot be altered or cancelled without the prior written consent of the Bank and are binding upon us and all of our successors, because the Bank's rights are dependent on them, including the rights under this Section 15. 15.11.2 Without derogating from the generality of the above-said, the instructions and authorizations as stated in this Section 15 are further to any other or additional instruction, in this Letter of Undertaking. 15.11.3 Should any right of setoff of the Bank be realized against an asset which is not a monetary right of ours towards the Bank, then irrevocable authorization is given to the Bank to realize the asset or to sell it or to convert it into cash or to carry out any other action in order to receive the consideration for such, and the consideration received after deduction of all taxes, costs and expenses, fees, commissions and other payments, is for the repayment of our debts and the execution of setoff. 15.11.4 The said irrevocable authorization also vests, for the purpose of realizing the pledge, and this is without derogating from any other instruction.
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Irrevocable Authorization. Each Grantor hereby irrevocably authorizes and directs each person who shall be a party to or liable for the performance of any of the Agreements, upon receipt of written notice from the Collateral Agent to the effect that an Event of Default has occurred and is continuing, to attorn to the Collateral Agent as owner under such Agreement and to pay, observe and otherwise perform the obligations under such Agreement to or for the Collateral Agent or the Collateral Agent's designee as though the Collateral Agent or such designee were the Grantor named in such Agreement, and to continue to do so until otherwise notified by the Collateral Agent. The Collateral Agent shall simultaneously provide the Borrower with a copy of any such notification given by the Collateral Agent pursuant to this Section 7.04, provided that the failure to do so shall not affect the Collateral Agent's rights under this Agreement.
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Irrevocable Authorization. Except as otherwise expressly provided herein, each Grantor hereby irrevocably authorizes and directs each person who shall be a party to or liable for the performance of any of the Assigned Contracts, upon receipt of written notice from the Collateral Agent to the effect that a Default or Event of Default exists and is continuing, to attorn to or otherwise recognize the Collateral Agent as owner under the Assigned Contracts and to pay, observe and otherwise perform the obligations under the Assigned Contracts to or for the Collateral Agent or the Collateral Agent's designee as though the Collateral Agent or such designee were the Grantors named in the Assigned Contracts, and to continue to do so until otherwise notified by the Collateral Agent. The Collateral Agent shall provide the Grantors with a copy of any such notification; PROVIDED, HOWEVER, that the failure to do so shall not affect the Collateral Agent's rights under this Collateral Assignment.
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Irrevocable Authorization. Pledgor hereby authorizes and instructs the issuer of the Pledged Interests to comply with any instruction received by it from Pledgee in writing that (a) states that an Event of Default has occurred hereunder and (b) is otherwise in accordance with the terms of this Amended and Restated Pledge Agreement, without any other or further instructions from Pledgor, and Pledgor agrees that the issuer of the Pledged Interests shall be fully protected in so complying.
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Irrevocable Authorization. Each Grantor hereby irrevocably authorizes and directs each person who shall be a party to or liable for the performance of any of the Agreements, upon receipt of written notice from the Collateral Agent to the effect that an Event of Default has occurred and
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Related to Irrevocable Authorization

  • Power and Authority; Due Authorization The Servicer has all necessary power and authority to (i) execute and deliver this Agreement and the other Transaction Documents to which it is a party and (ii) perform its obligations under this Agreement and the other Transaction Documents to which it is a party and the execution, delivery and performance of, and the consummation of the transactions provided for in, this Agreement and the other Transaction Documents to which it is a party have been duly authorized by the Servicer by all necessary action.

  • Required Authorizations There is no requirement to make any filing with, give any notice to, or obtain any Authorization of, any Governmental Entity as a condition to the lawful completion of the transactions contemplated by this Agreement.

  • Board Authorization Prior to delivering notice of the proposed terms of an Agency Transaction pursuant to Section 1 (or at such time as otherwise agreed between the Company and the Agents), the Company shall have (i) obtained from its board of directors or a duly authorized committee thereof all necessary corporate authority for the sale of the Shares pursuant to the relevant Agency Transaction, and (ii) provided to the Agents a copy of the relevant board or committee resolutions or other authority.

  • Power and Authority; Due Authorization; Execution and Delivery The execution and delivery by such Seller Party of this Agreement and each other Transaction Document to which it is a party, and the performance of its obligations hereunder and thereunder and, in the case of Seller, Seller’s use of the proceeds of Purchases made hereunder, are within its powers and authority, corporate or otherwise, and have been duly authorized by all necessary action, corporate or otherwise, on its part. This Agreement and each other Transaction Document to which such Seller Party is a party has been duly executed and delivered by such Seller Party.

  • Overtime Authorization All overtime will be authorized in advance by the

  • Authorization and Consent The Government has given its authorization and consent for all use and manufacture of any invention described in and covered by a patent of the United States in the performance of this Agreement or any part hereof or any amendment hereto or any subcontract hereunder (including any lower-tier subcontract) which is expected to exceed $100,000.

  • Power; Due Authorization; Binding Agreement The Stockholder has all requisite legal capacity, power and authority to execute and deliver this Agreement, to perform his obligations under this Agreement, and to consummate the transactions contemplated by this Agreement. This Agreement has been duly and validly executed and delivered by the Stockholder and constitutes a valid and binding agreement of the Stockholder, enforceable against the Stockholder in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or affecting the enforcement of creditors rights generally and equitable principles of general applicability.

  • Corporate Authorization (a) The Company has all requisite corporate power and authority to enter into this Agreement and to consummate the Merger and the other transactions contemplated hereby. The execution, delivery and performance by the Company of this Agreement and the consummation by the Company of the Merger and the other transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of the Company, and no other corporate proceedings on the part of the Company are necessary to authorize this Agreement, the Offer or the Merger or to consummate the other transactions contemplated hereby, subject, with respect to the Merger, to receipt of the Company Stockholder Approval if required by Applicable Law. The Company Stockholder Approval (if required by the MGCL) is the only vote of the holders of any of the Company’s capital stock necessary in connection with the consummation of the Merger. Assuming due authorization, execution and delivery hereof by Parent, Ultimate Parent and Merger Subsidiary, this Agreement constitutes a valid and binding agreement of the Company enforceable against the Company in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, moratorium and other similar Applicable Law affecting creditors’ rights generally and by general principles of equity. (b) At a meeting duly called and held, prior to the execution of this Agreement, at which all directors of the Company were present and voting in favor, the Company Board duly adopted resolutions (i) declaring that this Agreement, the Merger and the other transactions contemplated hereby are fair to, advisable and in the best interests of the Company’s stockholders, (ii) approving this Agreement, the Merger and the other transactions contemplated hereby, (iii) taking all actions necessary so that the restrictions on business combinations and stockholder vote requirements contained in the Maryland Business Combination Act and the Maryland Control Share Acquisition Act will not apply with respect to or as a result of the Merger, this Agreement, the Tender and Support Agreements and the transactions contemplated hereby and thereby, and (iv) making the Board Recommendation; and such board resolutions have not been rescinded, modified or withdrawn in any way. (c) Assuming accuracy of the representations and warranties of Parent in Section 6.07, no party to this Agreement is an “interested stockholder” of the Company as defined in Section 3-601 of the MGCL. No provision of the Company’s articles of incorporation or bylaws requires a vote of the stockholders of the Company to approve the Offer.

  • Authorization, Etc This Agreement and the Notes have been duly authorized by all necessary corporate action on the part of the Company, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms, except as such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

  • Due Authorization The Company has full right, power and authority to execute and deliver this Agreement and to perform its obligations hereunder; and all action required to be taken for the due and proper authorization, execution and delivery by it of this Agreement and the consummation by it of the transactions contemplated hereby has been duly and validly taken.

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