Participation Agreements. 1. For purposes of carrying out any given Subproject under Part 1 of the Project, the Borrower, through SE, shall enter into an agreement (“Participation Agreement”) with the corresponding Participating Province (or, if applicable, amend the existing Participation Agreement with such Participating Province), all under terms and conditions acceptable to the Bank, which shall include, inter alia, the obligation of each Participating Province: (a) to assist the Borrower, through SE, in the carrying out of the pertinent Subproject in accordance with the pertinent provisions of this Agreement, including technical, financial, administrative, environmental, and fiduciary standards acceptable to the Bank; (b) to provide the counterpart funds, facilities, services, and other resources necessary or appropriate to carry out the corresponding Subproject; (c) to comply with the provisions of the POM, the Anti-Corruption Guidelines, and the ESCP, as applicable; (d) to take or permit to be taken all action to enable the Borrower, through SE, to comply with its obligations referred to in this Agreement, as applicable to the carrying out of the pertinent Subproject; (e) immediately upon the installation of the corresponding goods or the completion of the corresponding works under a Subproject (as determined by the Borrower, through SE, and verified by the Participating Province and/or the Qualified Service Provider, as the case may be, in accordance with the provisions of the POM): (i) to operate and maintain (including, if applicable, replacement of the installed goods under such Subproject) the same in accordance with the pertinent provisions of this Agreement and the POM; or (ii) to enter into an agreement with a Qualified Service Provider (“Operation, Maintenance and Replacement Agreement”), or amend the existing Operation, Maintenance and Replacement Agreement, all under terms and conditions acceptable to the Bank, which shall include, inter alia: (A) the obligation of the Qualified Service Provider to immediately upon the installation of the corresponding goods under a Subproject (as determined by the Borrower, through SE, and verified by the Qualified Service Provider in accordance with the provisions of the POM) operate and maintain (including, if applicable, replacement of the installed goods under a Subproject) the same in IF-2023-86834155-APN-SSRFID#MEC accordance with the provisions of the respective Participation Agreement, the ESCP and the POM all in a manner acceptable to the Bank; and (B) the right of the Participating Province to take remedial actions against the Qualified Service Provider in case such Qualified Service Provider shall have failed to comply with any of its obligations under the corresponding Operation, Maintenance and Replacement Agreement; (f) to operate and maintain during Project implementation, the pertinent PEU, with functions and responsibilities acceptable to both the Borrower, through SE, and the Bank and with staff in number and with qualifications and experience acceptable to both the Borrower, through SE, and the Bank; and (g) not to assign, amend, terminate, abrogate, repeal, waive, or fail to enforce the Participation Agreement or any provision thereof unless previously agreed by the Borrower, through SE, and the Bank. 2. The Borrower, through SE, shall exercise its rights and carry out its obligations under any Participation Agreement in such manner as to protect the interests of the Borrower and the Bank and to accomplish the purposes of the Loan. Except as the Bank shall otherwise agree, the Borrower, through SE, shall not assign, amend, terminate, abrogate, waive, or fail to enforce any Participation Agreement or any of its provisions.
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Samples: Loan Agreement, Loan Agreement
Participation Agreements. 1. For purposes of carrying out any given Subproject Subprojects under Part 1 Parts A.4 of the Project, the Borrower, through SE, Recipient shall enter into conclude an agreement with the each Local Council (“hereinafter called the Participation Agreement”) with the corresponding Participating Province (or, if applicable, amend the existing Participation Agreement with such Participating Province), all under whereby the Recipient shall agree to provide LGDGs from the proceeds of the Grant, on a non-reimbursable basis, on terms and conditions acceptable satisfactory to the BankAssociation, which shall includeincluding the eligibility criteria set forth in Paragraphs C and D of this Schedule and details of disbursement schedules and procurement procedures as set forth in Schedule 3 of this Agreement, inter aliadetails of any further safeguards as may be needed for the management of the environment, and the obligation of each Participating Provincefollowing additional terms and conditions:
(a) require the MoF to assist ensure the Borrower, through SE, in the carrying out execution of the pertinent Subproject Subprojects by the local councils with due diligence and efficiency and in accordance with the pertinent provisions of this Agreement, including sound technical, financial, administrative, environmentalmanagerial and environmental standards and practices, and fiduciary standards acceptable to the Bankmaintain adequate records;
(b) require that the goods, works and services to provide be financed from the counterpart funds, facilities, services, and other resources necessary or appropriate to carry out the corresponding Subproject;
(c) to comply with the provisions proceeds of the POM, the Anti-Corruption Guidelines, and the ESCP, as applicable;
(d) to take or permit to relevant Local Investment Grant shall be taken all action to enable the Borrower, through SE, to comply with its obligations referred to in this Agreement, as applicable to the carrying out of the pertinent Subproject;
(e) immediately upon the installation of the corresponding goods or the completion of the corresponding works under a Subproject (as determined by the Borrower, through SE, and verified by the Participating Province and/or the Qualified Service Provider, as the case may be, procured in accordance with the provisions of the POM): (i) to operate and maintain (including, if applicable, replacement of the installed goods under such Subproject) the same in accordance with the pertinent provisions of this Agreement and used exclusively in carrying out the POM; or (ii) to enter into an agreement with a Qualified Service Provider (“Operation, Maintenance and Replacement Agreement”), or amend the existing Operation, Maintenance and Replacement Agreement, all under terms and conditions acceptable to the Bank, which shall include, inter alia:Subproject concerned.
(A) the obligation of the Qualified Service Provider to immediately upon the installation of the corresponding goods under a Subproject (as determined by the Borrower, through SE, and verified by the Qualified Service Provider in accordance with the provisions of the POM) operate and maintain (including, if applicable, replacement of the installed goods under a Subproject) the same in IF-2023-86834155-APN-SSRFID#MEC accordance with the provisions of the respective Participation Agreement, the ESCP and the POM all in a manner acceptable to the Bank; and (Bc) the right of the Participating Province Recipient to take remedial actions against inspect by itself, or jointly with the Qualified Service Provider Association, if the Association shall so request, the goods, works, sites, plants included in case the relevant Subproject, the operations thereof and any relevant records and documents;
(d) obtain from the Local Councils all such Qualified Service Provider information as the Association shall have failed reasonably request relating to comply the implementation of a Subproject, and the performance of the Government of the Locality executing the Subprojects; and
(e) suspend or terminate the right of the Government of the Locality to use the proceeds of the Grant under the Project upon failure by such Local Councils to perform its obligations under the Participation Agreement.
(f) promptly inform the Recipient and the Association of any condition which interferes or threatens to interfere with the progress of any Subproject under Part A.4 of the Project, or the performance by the relevant Locality of its obligations under the corresponding Operation, Maintenance and Replacement relevant Participation Agreement;
(f) to operate and maintain during Project implementation, the pertinent PEU, with functions and responsibilities acceptable to both the Borrower, through SE, and the Bank and with staff in number and with qualifications and experience acceptable to both the Borrower, through SE, and the Bank; and
(g) not to assign, amend, terminate, abrogate, repeal, waive, or fail to enforce the Participation Agreement or any provision thereof unless previously agreed by the Borrower, through SE, and the Bank.
2. The Borrower, through SE, Recipient shall exercise its rights and carry out its obligations under any the relevant Participation Agreement in such a manner as to protect the interests of the Borrower Recipient and the Bank Association and to accomplish the purposes of the Loan. Except Grant, and, except as the Bank Association shall otherwise agree, the Borrower, through SE, Recipient shall not assign, amend, terminate, abrogate, waiveabrogate or waive any of the Participation Agreements, or fail to enforce any provision thereof.
(h) the stipulation that in case of conflict between any Participation Agreement or any of its provisionsand this Agreement, the latter shall prevail.
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Samples: Development Grant Agreement
Participation Agreements. 1. For purposes of carrying out any given Subproject under Part 1 of the Project, the Borrower, through SE, shall enter into an agreement (“Participation Agreement”) with the corresponding Participating Province (or, if applicable, amend the existing Participation Agreement with such Participating Province), all under terms and conditions acceptable to the Bank, which shall include, inter alia, the obligation of each Participating Province:
(a) to assist Promptly upon the Borrower, through SE, in the carrying out effectiveness of the pertinent Subproject Working Interest Assignment in a Wholly Owned Permit in accordance with the pertinent provisions of this AgreementSection 4.1(c), including technical, financial, administrative, environmentalToreador and Hess shall create a société en participation in respect to, and fiduciary standards acceptable enter into and execute an individual participation agreement to govern the Bank;operations on, such Wholly Owned Permit in the form attached hereto as Exhibit I, and an accounting procedure, the form of which is attached hereto as Exhibit J.
(b) to provide Promptly upon the counterpart fundseffectiveness of the Working Interest Assignment in a Wholly Owned Pending Permit in accordance with Section 4.1(e), facilities, servicesToreador and Xxxx shall create a société en participation in respect to, and other resources necessary or appropriate enter into and execute an individual participation agreement for the exploration of, and to carry out govern the corresponding Subproject;operations on, such Wholly Owned Pending Permit in the form attached hereto as Exhibit I, and an accounting procedure, the form of which is attached hereto as Exhibit J.
(c) The participation agreements referred to comply with in Sections 4.1(d), 4.1(f), 4.3(a) and 4.3(b) shall be herein referred to collectively as the provisions of “Participation Agreements,” and each, a “Participation Agreement.” Subject to Section 15.9, each Participation Agreement shall govern the POM, operations on the Anti-Corruption Guidelines, relevant Permit and the ESCP, as applicable;Parties’ obligations with respect thereto.
(d) Upon the French Administration granting Xxxx title to take or permit a Permit in accordance with Section 4.2, the Parties shall cooperate to be taken all action to enable submit the Borrower, through SE, to comply with its obligations referred to in this Agreement, as applicable relevant Participation Agreement to the carrying out of the pertinent Subproject;French Administration as soon as reasonably practicable.
(e) immediately upon The Parties undertake to agree and finalize the installation forms of acknowledgement agreement and special agreement on the basis of the corresponding goods or documents attached hereto as Exhibit K and Exhibit L, respectively. Should the completion Parties fail to agree on the form of such agreements within sixty (60) calendar days of the corresponding works under a Subproject (as determined by date hereof, the Borrower, through SE, and verified by the Participating Province and/or the Qualified Service Provider, as the case may be, in accordance with the provisions of the POM): (i) to operate and maintain (including, if applicable, replacement of the installed goods under such Subproject) the same in accordance with the pertinent provisions of this Agreement acknowledge agreement and the POM; or (ii) special agreement attached hereto as Exhibit K and Exhibit L, respectively, shall be deemed to enter into an agreement with a Qualified Service Provider (“Operation, Maintenance and Replacement Agreement”), or amend the existing Operation, Maintenance and Replacement Agreement, all under terms and conditions acceptable to the Bank, which shall include, inter alia:
(A) the obligation of the Qualified Service Provider to immediately upon the installation of the corresponding goods under a Subproject (as determined by the Borrower, through SE, and verified by the Qualified Service Provider in accordance with the provisions of the POM) operate and maintain (including, if applicable, replacement of the installed goods under a Subproject) the same in IF-2023-86834155-APN-SSRFID#MEC accordance with the provisions of the respective Participation Agreement, the ESCP and the POM all in a manner acceptable to the Bank; and (B) the right of the Participating Province to take remedial actions against the Qualified Service Provider in case such Qualified Service Provider shall have failed to comply with any of its obligations under the corresponding Operation, Maintenance and Replacement Agreement;
(f) to operate and maintain during Project implementation, the pertinent PEU, with functions and responsibilities acceptable to both the Borrower, through SE, and the Bank and with staff in number and with qualifications and experience acceptable to both the Borrower, through SE, and the Bank; and
(g) not to assign, amend, terminate, abrogate, repeal, waive, or fail to enforce the Participation Agreement or any provision thereof unless previously be agreed by the Borrower, through SE, and the BankParties.
2. The Borrower, through SE, shall exercise its rights and carry out its obligations under any Participation Agreement in such manner as to protect the interests of the Borrower and the Bank and to accomplish the purposes of the Loan. Except as the Bank shall otherwise agree, the Borrower, through SE, shall not assign, amend, terminate, abrogate, waive, or fail to enforce any Participation Agreement or any of its provisions.
Appears in 1 contract
