Pooling and Settlement Agreement Sample Clauses

Pooling and Settlement Agreement. (a) Any notice requiring the Target to cease to be a party to the Pooling and Settlement Agreement is given to the Target under the Pooling and Settlement Agreement. (b) The Target ceases to be a party to the Pooling and Settlement Agreement. 20.18
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Pooling and Settlement Agreement. Any notice requiring the Borrower to cease to be a party to the Pooling and Settlement Agreement is given to the Borrower under clause 66.1.3 or 66.
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Pooling and Settlement Agreement. REC or any other member of the Group ceases to be a party to the Pooling and Settlement Agreement, or any notice requiring REC or any other member of the Group to cease to be a party to the Pooling and Settlement Agreement is given to such company under the relevant clauses of the Pooling and Settlement Agreement, except where another member of the Group becomes a party to that agreement in its place or such cesser occurs or such notice is given in the context of a general disbandment of the Pooling and Settlement Agreement; or
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Pooling and Settlement Agreement. Any notice requiring EE to cease to be a party to the Pooling and Settlement Agreement is given to EE or any member of the PA Group under Clause 66.1.3 or 66.2.2 of the Pooling and Settlement Agreement or EE or any member of the PA Group otherwise ceases to be a party to the Pooling and Settlement Agreement save where another member of the PA Group becomes a party in its place; or
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Pooling and Settlement Agreement. Any notice requiring the Company to cease to be a party to the Pooling and Settlement Agreement is given to the Company under clause 66.1.3 or 66.2.2 of the Pooling and Settlement Agreement, or the Company otherwise ceases to be a party to that agreement and the same has a material adverse effect on the Borrower's ability to comply with its payment obligations under this Agreement or its ability to comply with Clause 16.17 (Financial covenants).
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Pooling and Settlement Agreement. (a) Any notice requiring a Licenceholder to cease to be a party to the Pooling and Settlement Agreement is given to a Licenceholder under the Pooling and Settlement Agreement. (b) London Electricity or any other Licenceholder which subsequently becomes a party to the Pooling and Settlement Agreement ceases to be a party to the Pooling and Settlement Agreement, except as the result of the transfer of the Licence to another member of the Group which becomes a party to the Pooling and Settlement Agreement. 18.18
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Pooling and Settlement Agreement. For the avoidance of doubt, nothing in this Appendix shall affect the rights and obligations of those Parties also party to the Pooling and Settlement Agreement under Clause 60 and Schedule 21 thereto with regard to Metering Equipment and Metering Systems insofar as such provisions relate to Reactive Energy.
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Pooling and Settlement Agreement. Any notice declaring an Event of Default (as defined in the Pooling and Settlement Agreement) is given to any member of the Group under Clauses 66.1.1 or 66.2.1 of the Pooling and Settlement Agreement (or any corresponding clauses in any agreement amending or replacing the Pooling and Settlement Agreement).
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Pooling and Settlement Agreement any notice requiring Target to cease to be a party to the Pooling and Settlement Agreement is given to Target or any member of the Bidco Group under Clauses 60.1.3 or 60.2.2 of the Pooling and Settlement Agreement or Target or any member of the Bidco Group otherwise ceases to be a party to the Pooling and Settlement Agreement save where another member of the Bidco Group becomes a party in its place; or
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Related to Pooling and Settlement Agreement

  • CLOSING AND SETTLEMENT Seller/Landlord shall determine the title company at which settlement shall occur and shall inform Buyer/Tenant of this location in writing. Buyer/Tenant agrees that closing costs in their entirety, including any points, fees, and other charges required by the third-party lender, shall be the sole responsibility of Buyer/Tenant. The only expense related to closing costs apportioned to Seller/Landlord shall be the pro-rated share of the ad valorem taxes due at the time of closing, for which Seller/Landlord is solely responsible.

  • Vesting and Settlement The Restricted Shares shall cease to constitute Restricted Shares, and shall become unrestricted Shares, pursuant to the vesting schedule attached as Exhibit A.

  • EXECUTION OF SETTLEMENT AGREEMENT This Settlement Agreement may be signed in one or more counterparts which together shall constitute a binding agreement.

  • Modification of Settlement Agreement Any modification to this Settlement Agreement shall be in writing and signed by the Parties.

  • Due-on-Sale Clauses; Assumption and Substitution Agreements When a Property has been or is about to be conveyed by the Mortgagor, the Servicer shall, to the extent it has knowledge of such conveyance or prospective conveyance, exercise its rights to accelerate the maturity of the related Mortgage Loan under any "due-on-sale" clause contained in the related Mortgage or Note; provided, however, that the Servicer shall not exercise any such right if (i) the "due-on-sale" clause, in the reasonable belief of the Servicer, is not enforceable under applicable law or (ii) the Servicer reasonably believes that to permit an assumption of the Mortgage Loan would not materially and adversely affect the interest of the Owners or of the Certificate Insurer. In such event, the Servicer shall enter into an assumption and modification agreement with the person to whom such property has been or is about to be conveyed, pursuant to which such Person becomes liable under the Note and, unless prohibited by applicable law or the related Mortgage Loan documents, the Mortgagor remains liable thereon. If the foregoing is not permitted under applicable law, the Servicer is authorized to enter into a substitution of liability agreement with such person, pursuant to which the original Mortgagor is released from liability and such person is substituted as Mortgagor and becomes liable under the Note; provided, however, that to the extent any such substitution of liability agreement would be delivered by the Servicer outside of its usual procedures for mortgage loans held in its own portfolio the Servicer shall, prior to executing and delivering such agreement, obtain the prior written consent of the Certificate Insurer. The Mortgage Loan, as assumed, shall conform in all respects to the requirements, representations and warranties of this Agreement. The Servicer shall notify the Trustee that any such assumption or substitution agreement has been completed by forwarding to the Trustee the original copy of such assumption or substitution agreement, which copy shall be added by the Trustee to the related File and which shall, for all purposes, be considered a part of such File to the same extent as all other documents and instruments constituting a part thereof. The Servicer shall be responsible for recording any such assumption or substitution agreements. In connection with any such assumption or substitution agreement, the required monthly payment on the related Mortgage Loan shall not be changed but shall remain as in effect immediately prior to the assumption or substitution, the stated maturity or outstanding principal amount of such Mortgage Loan shall not be changed nor shall any required monthly payments of principal or interest be deferred or forgiven. Any fee collected by the Servicer or the Sub-Servicer for consenting to any such conveyance or entering into an assumption or substitution agreement shall be retained by or paid to the Servicer as additional servicing compensation. Notwithstanding the foregoing paragraph or any other provision of this Agreement, the Servicer shall not be deemed to be in default, breach or any other violation of its obligations hereunder by reason of any assumption of a Mortgage Loan by operation of law or any assumption which the Servicer may be restricted by law from preventing, for any reason whatsoever.

  • Netting and Set-Off 23.1. If the aggregate amount payable by the Client is equal to the aggregate amount payable by the Company, then automatically the mutual obligations to make payment are set-off and cancel each other. 23.2. If the aggregate amount payable by one party exceeds the aggregate amount payable by the other party, then the party with the larger aggregate amount shall pay the excess to the other party and all obligations to make payment will be automatically satisfied and discharged. 23.3. The Company has the right to combine all or any Client Accounts opened in the Client name and to consolidate the Balances in such accounts and to set-off such Balances in the event of termination of the Agreement.

  • Defense and Settlement The Receiver shall have the right, in its discretion, to (i) defend or settle any claim or suit against the Assuming Institution with respect to which the Receiver has indemnified the Assuming Institution in the same manner and to the same extent as provided in Article XII, and (ii) defend or settle any claim or suit against the Assuming Institution with respect to any Liability Assumed, which claim or suit may result in a loss to the Receiver arising out of or related to this Agreement, or which existed against the Failed Bank on or before the Bank Closing Date. The exercise by the Receiver of any rights under this Section 9.3(a) shall not release the Assuming Institution with respect to any of its obligations under this Agreement.

  • FAILURE TO HONOUR SETTLEMENT AGREEMENT If this Settlement Agreement is accepted by the Hearing Panel and, at any subsequent time, the Respondent fails to honour any of the Terms of Settlement set out herein, Staff reserves the right to bring proceedings under section 24.3 of the By-laws of the MFDA against the Respondent based on, but not limited to, the facts set out in Part IV of the Settlement Agreement, as well as the breach of the Settlement Agreement. If such additional enforcement action is taken, the Respondent agrees that the proceeding(s) may be heard and determined by a hearing panel comprised of all or some of the same members of the hearing panel that accepted the Settlement Agreement, if available.

  • PAYMENT AND SETTLEMENT You shall deliver to the Manager on the date and at the place and time specified in the applicable AAU (or on such later date and at such place and time as may be specified by the Manager in a subsequent Wire) the funds specified in the applicable AAU, payable to the order of Xxxxxxx Xxxxx Xxxxxx Inc., for (i) an amount equal to the Offering Price plus (if not included in the Offering Price) accrued interest, amortization of original issue discount or dividends, if any, specified in the Prospectus or Offering Circular, less the applicable Selling Concession in respect of the Firm Securities to be purchased by you, (ii) an amount equal to the Offering Price plus (if not included in the Offering Price) accrued interest, amortization of original issue discount or dividends, if any, specified in the Prospectus or Offering Circular, less the applicable Selling Concession in respect of such of the Firm Securities to be purchased by you as shall have been retained by or released to you for direct sale as contemplated by Section 3.6 hereof or (iii) the amount set forth or indicated in the applicable AAU, as the Manager shall advise. You shall make similar payment as the Manager may direct for Additional Securities, if any, to be purchased by you on the date specified by the Manager for such payment. The Manager will make payment to the Issuer or Seller against delivery to the Manager for your account of the Securities to be purchased by you, and the Manager will deliver to you the Securities paid for by you which shall have been retained by or released to you for direct sale. If the Manager determines that transactions in the Securities are to be settled through the facilities of DTC or other clearinghouse facility, payment for and delivery of Securities purchased by you shall be made through such facilities, if you are a member, or, if you are not a member, settlement shall be made through your ordinary correspondent who is a member.

  • NON-ACCEPTANCE OF SETTLEMENT AGREEMENT If, for any reason whatsoever, this Settlement Agreement is not accepted by the Hearing Panel or an Order in the form attached as Schedule “A” is not made by the Hearing Panel, each of Staff and the Respondent will be entitled to any available proceedings, remedies and challenges, including proceeding to a disciplinary hearing pursuant to sections 20 and 24 of By- law No. 1, unaffected by this Settlement Agreement or the settlement negotiations.

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