JV LLP obligations Sample Clauses

JV LLP obligations. 15.3.1 JV LLP shall comply with the LLP Act, the Regulations and (to the extent that the same applies to JV LLP) the Companies Act and all other applicable laws, regulations and requirements of any competent jurisdiction or authority affecting JV LLP, its Business and the content of the Business Plan. 15.3.2 No payment shall be made by JV LLP and no cheque or payment instruction of JV LLP shall be signed other than in accordance with the mandates (general or specific) authorised by the Board from time to time. 15.3.3 JV LLP shall conduct its Business and affairs in a proper and efficient manner for its own benefit: (a) in a manner consistent with the achievement of the Primary Purpose; and (b) otherwise in accordance with the terms of this Agreement and the Project Agreements. 15.3.4 JV LLP will use its reasonable endeavours (and the Members will co-operate to permit JV LLP to use its reasonable endeavours) to procure that Network Rail Infrastructure Limited will release Capital and Counties Limited (Company number 280739) from its obligations as a guarantor under the Network Rail Agreement. 15.3.5 JV LLP shall adopt the Business Plan on the Effective Date and (acting by the Board) shall update the Business Plan at least annually in accordance with Clause 19, and more frequently if the Board considers there has been a material change in market conditions, the progress of the development at ▇▇▇▇▇ Court Village and/or a material issue that affects the development at ▇▇▇▇▇ Court Village. If there is a Fundamental Business Plan Change TfL is entitled to use the Primary Purpose Objection Procedure set out in Clause 8.2.