Procedure for substitution. 3.4.1. The Authority and the Concessionaire hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Authority under Clause 3.3.2, as the case may be, the Lenders’ Representative may, without prejudice to any of the other rights or remedies of the Senior Lenders, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Project including the Concession to the Nominated Company upon such Nominated Company’s assumption of the liabilities and obligations of the Concessionaire towards the Authority under the Concession Agreement and towards the Senior Lenders under the Financing Agreements.
3.4.2. To be eligible for substitution in place of the Concessionaire, the Nominated Company shall be required to fulfil the eligibility criteria that were laid down by the Authority for shortlisting the bidders for award of the Concession; provided that the Lenders’ Representative may represent to the Authority that all or any of such criteria may be waived in the interest of the Project, and if the Authority determines that such waiver shall not have any material adverse effect on the Project, it may waive all or any of such eligibility criteria.
3.4.3. Upon selection of a Nominated Company, the Lenders’ Representative shall request the Authority to:
a. accede to transfer to the Nominated Company the right to construct, operate and maintain the Project in accordance with the provisions of the Concession Agreement;
b. endorse and transfer the Concession to the Nominated Company, on the same terms and conditions, for the residual Concession Period; and
c. enter into a Substitution Agreement with the Lenders’ Representative and the Nominated Company on the same terms as are contained in this Agreement.
3.4.4. If the Authority has any objection to the transfer of Concession in favour of the Nominated Company in accordance with this Agreement, it shall within 15 (fifteen) days from the date of proposal made by the Lenders’ Representative, give a reasoned order after hearing the Lenders’ Representative. If no such objection is raised by the Authority, the Nominated Company shall be deemed to have been accepted. The Authority thereupon shall transfer and endorse the Concession within 15 (fifteen) days of its acceptance/deemed acceptance of the Nominated Company; provided that in the event of such objection by the Authority, the Lenders’ Representative m...
Procedure for substitution. (a) Subject to satisfaction of the requirements set out in Clause 30.3(a), a novation is effected if:
(i) the Existing Bank and the New Bank deliver to the Facility Agent a duly completed certificate executed by the Existing Bank and the New Bank, substantially in the form of Schedule D (a "SUBSTITUTION CERTIFICATE"); and
(ii) the Facility Agent executes it. Promptly upon its receipt (by facsimile transmission or otherwise) the Facility Agent hereby agrees to execute any Substitution Certificate delivered to it and which has been duly completed and executed by Xxxxxxx Sachs Credit Partners L.P. as Existing Bank and Xxxxxxx Xxxxx International Bank as New Bank or vice versa. The Facility Agent shall be permitted to rely on a facsimile copy of such Substitution Certificate.
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Facility Agent to execute any duly completed Substitution Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Substitution Certificate:
(i) the Existing Bank and the other Parties (the "EXISTING PARTIES") will be released from their obligations to each other under the Finance Documents (the "DISCHARGED OBLIGATIONS"), except for any obligation which the Existing Bank has to the LC Bank pursuant to Clause 5.6 in respect of Documentary Credits issued prior to the date on which such novation takes effect as determined below unless otherwise agreed in writing by the LC Bank (provided that the LC Bank hereby agrees to any novation from Xxxxxxx Xxxxx Credit Partners L.P. to Xxxxxxx Sachs International Bank and vice versa); 113
(ii) the New Bank and the existing Parties will assume obligations towards each other under the Finance Documents which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties under the Finance Documents and vice versa (the "DISCHARGED RIGHTS") will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other under the Finance Documents which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Substitution Certificate by the Facility Agent or, if later, the date specified in the Substitution Certificate and in each case, the provisions of Cla...
Procedure for substitution. The Authority and the Concessionaire hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Authority under Clause 3.3.2, as the case may be, the Lenders' Representative may, without prejudice to any of the other rights or remedies of the Lenders, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Project including the Concession to the Nominated Company upon such Nominated Company's assumption of the liabilities and obligations of the Concessionaire towards the Authority under the Concession Agreement and towards the Lenders under the Financing Agreements.
Procedure for substitution. The Railway Administration and the Concessionaire hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Railway Administration under Article 3.3.2, as the case may be, the Lenders’ Representative may, without prejudice to any of the other rights or remedies of the Lenders under the Financing Documents, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Concession to the Nominated Company upon such Nominated Company’s assumption of the liabilities and obligations of the Concessionaire towards the Railway Administration under the Concession Agreement and towards the Lenders under the Financing Documents, subject to such substitution by a Nominated Company not being prejudicial to national security or public interest, provided further that in case the right of substitution is proposed to be exercised by the lenders prior to one year after commencement of commercial operation, the Nominated Company shall also satisfy the eligibility of selection criteria prescribed by MOR .
Procedure for substitution. 17 SECTION 5.6. Objection and Repurchase.......................................................18 SECTION 5.7. Transferor's and Servicer's Subsequent Obligations.............................18
Procedure for substitution. The Authority and the Lessee hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Authority under Clause 3.3.2 above, as the case may be, the Lenders’ Representative may, or in case where Clause 3.3.3 applies, the Authority, without prejudice to any of the other rights or remedies of the Senior Lenders or the Authority, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Project including the Lease Rights to the Nominated Company upon such Nominated Company’s assumption of the liabilities and obligations of the Lessee towards the Authority under the Lease Agreement and towards the Senior Lenders under the Financing Agreements.
Procedure for substitution. The Authority and the Contractor hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Authority, as the case may be, the Lenders’ Representative may, without prejudice to any of the other rights or remedies of the Lenders, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Project including the Contract to the Nominated Contractor upon such Nominated Contractor’s assumption of the liabilities and obligations of the Contractor towards the Authority of NMC under the Contract Agreement and towards the Lenders under the Financing Agreements.
Procedure for substitution. The Authority and the Licensee hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Authority under Clause 3.3.2, as the case may be, the Lenders' Representative may, without prejudice to any of the other rights or remedies of the Senior Lenders, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Project including the License to the Nominated Company upon such Nominated Company's assumption of the liabilities and obligations of the Licensee towards the Authority under the License Agreement and towards the Senior Lenders under the Financing Agreements.
Procedure for substitution. 3.4.1 The Concessioning Authority and the Concessionaire hereby agree that on or after the date of Notice of Financial Default or the date of representation to the Concessioning Authority under Clause 3.3.2, as the case may be, the Senior Lenders/Senior Lenders’ Representative may, without prejudice to any of the other rights or remedies of the Senior Lenders, invite, negotiate and procure offers, either
3.4.2 To be eligible for substitution in place of the Concessionaire, the Selectee shall be required to fulfil the eligibility criteria that were laid down by the Concessioning Authority for shortlisting the Concessionaires for award of the Concession; provided that the Senior Lenders/ Senior Lenders’ Representative may represent to the Concessioning Authority that all or any of such criteria may be waived in the interest of the Project, and if the Concessioning Authority determines that such waiver shall not have any material adverse effect on the Project, it may waive all or any of such eligibility criteria.
Procedure for substitution. 3.4.1 BSHB and the Developer hereby agree that on or after the date of representation to BSHB under Article 3.2.3 and Article 3.3.2, as the case may be, the Lenders’ Representative may, without prejudice to any of the other rights or remedies of the Lenders under the Financing Documents, invite, negotiate and procure offers, either by private negotiations or public auction or tenders for the take over and transfer of the Grant to the Nominated Company, upon such Nominated Company’s assumption of the liabilities and obligations of the Developer towards BSHB under the Concession Agreement and towards the Lenders under the Financing Documents, subject to such Nominated Company conforming to the qualification criteria prescribed by BSHB at the time of selection of the Developer as per the RFP document.
3.4.2 Upon selection of a Nominated Company, the Lenders’ Representative shall request BSHB to:
