Power to Contract. 4.1 The Group is not a separate legal entity and this Agreement shall not be regarded for any purpose as giving rise to contractual rights or liabilities. Nor shall the Group be entitled to enter into any contract or agreement with a third party in its own name.
Power to Contract. 11.1 The Community Planning Board is not a separate legal entity and this Agreement shall not be regarded for any purpose as giving rise to contractual rights or liabilities. Nor shall the Community Planning Board be entitled to enter into any contract or agreement with a third party in its own name.
Power to Contract. (1) The rights, powers, duties and authorities of the Trustee under this Agreement, in its capacity as Trustee of the Trust, shall include and be limited to:
(a) receipt and safekeeping of the Special Voting Shares and the Golden Share in accordance with the provisions of this Agreement and the Voting Agreement;
(b) designating a Beneficiary or Beneficiaries in writing on an annual basis or on the termination of the Trust from a group identified by New Transit or the Partnership;
(c) granting proxies to holders of Exchangeable Units as provided in the Voting Agreement and Article 3 of Schedule A to the LPA;
(d) voting the Special Voting Shares in accordance with the provisions of the Voting Agreement;
(e) voting the Golden Share in accordance with the provisions of the Voting Agreement;
(f) holding title to the Trust Property;
(g) investing the Remaining Property; and
(h) taking such other actions and doing such other things as are specifically provided in this Agreement or the Voting Agreement.
(2) In the exercise of such rights, powers, duties and authorities the Trustee shall have (and is granted) such incidental and additional rights, powers, duties and authority not in conflict with any of the provisions of this Agreement or the Voting Agreement as the Trustee, acting in good faith and in the reasonable exercise of its discretion, may deem necessary, appropriate or desirable to effect the exercise of the powers set forth in Section 4.09(1) above. Any exercise of such discretionary rights, powers, duties and authorities by the Trustee shall be final, conclusive and binding upon all Persons when made by the Trustee honestly and in good faith and in compliance with the standard of care referred to in Section 6.01. For greater certainty, the Trustee shall have only those duties and powers as are set out specifically in this Agreement or the Voting Agreement.
(3) The Trustee shall not be bound to give notice or do or take any act, action or proceeding by virtue of the powers conferred on it hereby unless and until it shall be specifically required to do so under the terms hereof; nor shall the Trustee be required to take any notice of, or to do, or to take any act, action or proceeding as a result of any default or breach of any provision hereunder, unless and until notified in writing of such default or breach, which notices shall distinctly specify the default or breach desired to be brought to the attention of the Trustee, and in the absence of such not...
Power to Contract. Each Vendor and Covenantor (as defined in the Tax Deed) has full power to enter into and perform this Agreement and the Tax Deed respectively and this Agreement constitutes, and the Tax Deed when executed will constitute, binding obligations on each Vendor or Covenantor (as the case may be) in accordance with their terms.
Power to Contract. Subject to the provisions of Sections 2.7 and 3.1 hereof with respect to delegation of authority by the Trustees, the Trustees shall have power to appoint, employ or contract with any Person (including one or more of themselves) and any corporation, partnership or trust of which one or more of them may be an Affiliate, subject to the applicable, requirements of Section 2.15 hereof as the Trustees may deem necessary or desirable for the transaction of the business of the Trust, including any Person, who, under the supervision of the Trustees, may, among other things: serve as the Trust's investment adviser and consultant in connection with policy decisions made by the Trustees; furnish reports to the Trustees and provide research, economic and statistical data in connection with the Trust's investments; act as consultants, accountants, technical advisers, attorneys, brokers, underwriters, corporate fiduciaries, escrow agents, depositories, custodians or agents for collection, insurers or insurance agents, transfer agents or registrars for Shares or in any other capacity deemed by the Trustees necessary or desirable; investigate, select, and, on behalf of the Trust, conduct relations with Persons acting in such capacities and pay appropriate fees to, and enter into appropriate contracts with, or employ, or retain services performed or to be performed by, any of them in connection with the investments acquired, sold, or otherwise disposed of, or committed, negotiated, or contemplated to be acquired, sold or otherwise disposed of; substitute any other Person for any such Person; act as attorney-in-fact or agent in the purchase or sale or other disposition of investments, and in the handling, prosecuting or settling of any claims of the Trust, including, the foreclosure or other enforcement of any lien or security securing investments; and assist in the performance of such ministerial functions necessary in the management of the Trust as may be agreed upon with the Trustees or officers of the Trust.
Power to Contract. Each of the Remaining Sellers has the full power and authority to enter into and perform each of the Transaction Documents to which it is a party and each of the Transaction Documents constitutes or will, when executed, constitute binding obligations on him/her/it in accordance with their terms, subject to any principles of equity or insolvency law.
Power to Contract. The Sellers and the Company have full power and authority to enter into and perform each of the Transaction Documents to which they are a party.
Power to Contract. Each Group Company has the requisite power, right and authority to enter into and perform the obligations to be assumed or performed by it in accordance with this agreement and the other documents to be executed in accordance with it.
Power to Contract. The Warrantors have full power and authority to enter into and perform each of the Transaction Documents to which they are a party and each of such Transaction Documents constitutes or will, when executed, constitute binding obligations on the Warrantors in accordance with their terms, subject to any principles of equity or insolvency law.
Power to Contract. Each party represents and warrants that it has the right, power and authority to enter into this Agreement and to fully perform its obligations hereunder and that the making of this Agreement does not violate the any agreement existing between it and any other party.
