Common use of Obligations of the PGREs Clause in Contracts

Obligations of the PGREs. 3.1 The Publisher enters into this Agreement for and on behalf of itself and, if and to the extent that there are any other PGREs, all such other PGREs. If there are other PGREs, the provisions of clauses 3.1.1 to 3.1.5 to shall apply: 3.1.1 within 14 days of the Effective Date, the Publisher shall notify the Regulator of the identity of all PGREs and shall, thereafter, notify the Regulator of: (a) any member of its Group becoming a PGRE; (b) any member of its Group (i) ceasing to publish any Publication; or (ii) ceasing entirely to publish Publications (which, for the avoidance of doubt, means that such member thereby ceases to be a PGRE); and (c) any transfer of control of a Publication from a PGRE to another entity either (i) within its Group (which, for the avoidance of doubt, thereby becomes a PGRE) or (ii) outside its Group (which, for the avoidance of doubt, means that where the transferor no longer publishes any Publication it shall cease to be a PGRE), 3.1.2 the Publisher warrants that it is entitled to enter into this Agreement as agent for and on behalf of the PGREs and that the PGREs will, following execution by the Publisher and the Regulator, be duly bound by the terms of this Agreement; 3.1.3 without prejudice to clause 3.1.2, the Publisher shall procure the performance by each PGRE of its obligations under this Agreement strictly in accordance with its terms and each PGRE shall be entitled to enforce the terms of this Agreement against the Regulator. The Publisher shall be jointly and severally responsible and liable with each PGRE for each such PGRE's obligations and liabilities under this Agreement; 3.1.4 the Publisher shall be entitled to exercise the rights and perform the obligations of each PGRE on such PGRE's behalf and, to the extent that such performance is conducted fully and properly, it will constitute full and proper performance of a PGRE's relevant obligations; and 3.1.5 the Publisher may at any time be replaced by any other PGRE nominated by the Publisher, provided that such PGRE and the Publisher enter into a deed of novation with the Regulator in a form prescribed by the Regulator to transfer the Publisher's rights under this Agreement to the PGRE and under which the PGRE shall assume responsibility for all of the Publisher's liabilities under this Agreement (whether arising before or after the effective date of such deed of novation). Such PGRE shall thereafter become the Publisher for the purposes of this Agreement. 3.2 The Publisher and the PGREs shall be, and at all times during the term of this Agreement remain, members of the Regulatory Funding Company. 3.3 Each PGRE shall comply with the following obligations:

Appears in 3 contracts

Samples: Scheme Membership Agreement, Scheme Membership Agreement, Scheme Membership Agreement

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Obligations of the PGREs. β€Œ 3.1 The Publisher enters into this Agreement for and on behalf of itself and, if and to the extent that there are any other PGREs, all such other PGREs. If there are other PGREs, the provisions of clauses 3.1.1 to 3.1.5 to shall apply: 3.1.1 within 14 days of the Effective Date, the Publisher shall notify the Regulator of the identity of all PGREs and shall, thereafter, notify the Regulator of: (a) any member of its Group becoming a PGRE; (b) any member of its Group (i) ceasing to publish any Publication; or (ii) ceasing entirely to publish Publications (which, for the avoidance of doubt, means that such member thereby ceases to be a PGRE); and (c) any transfer of control of a Publication from a PGRE to another entity either (i) within its Group (which, for the avoidance of doubt, thereby becomes a PGRE) or (ii) outside its Group (which, for the avoidance of doubt, means that where the transferor no longer publishes any Publication it shall cease to be a PGRE), 3.1.2 the Publisher warrants that it is entitled to enter into this Agreement as agent for and on behalf of the PGREs and that the PGREs will, following execution by the Publisher and the Regulator, be duly bound by the terms of this Agreement; 3.1.3 without prejudice to clause 3.1.2, the Publisher shall procure the performance by each PGRE of its obligations under this Agreement strictly in accordance with its terms and each PGRE shall be entitled to enforce the terms of this Agreement against the Regulator. The Publisher shall be jointly and severally responsible and liable with each PGRE for each such PGRE's obligations and liabilities under this Agreement; 3.1.4 the Publisher shall be entitled to exercise the rights and perform the obligations of each PGRE on such PGRE's behalf and, to the extent that such performance is conducted fully and properly, it will constitute full and proper performance of a PGRE's relevant obligations; and 3.1.5 the Publisher may at any time be replaced by any other PGRE nominated by the Publisher, provided that such PGRE and the Publisher enter into a deed of novation with the Regulator in a form prescribed by the Regulator to transfer the Publisher's rights under this Agreement to the PGRE and under which the PGRE shall assume responsibility for all of the Publisher's liabilities under this Agreement (whether arising before or after the effective date of such deed of novation). Such PGRE shall thereafter become the Publisher for the purposes of this Agreement. 3.2 The Publisher and the PGREs shall be, and at all times during the term of this Agreement remain, members of the Regulatory Funding Company. 3.3 Each PGRE shall comply with the following obligations:

Appears in 1 contract

Samples: Scheme Membership Agreement

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