Replacement of Security Trustee Sample Clauses

Replacement of Security Trustee. (a) If Security Trustee is replaced as trustee under the Security Trust Deed, then: (i) Security Trustee may assign, transfer or novate (or do any combination of these things in respect of) its rights and obligations under this document to the replacement trustee; and (ii) the other parties agree to co-operate and to execute such documents as are reasonably necessary to give effect to any such assignment, transfer or novation (or any combination of them). (b) LTES Operator must pay SFV’s legal and other costs and expenses incurred in complying with this clause 1.7.
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Replacement of Security Trustee. If Security Trustee is replaced as trustee under the Security Trust Deed, then: Security Trustee may assign, transfer or novate (or do any combination of these things in respect of) its rights and obligations under this Deed to the replacement trustee if it has all the required qualifications, consents, authorisations and approvals necessary to carry on a business similar to the Security Trustee; Security Trustee may be released from its obligations under this Deed when the replacement security trustee provides, in a form and substance reasonably acceptable to the Operator and the Commonwealth: copies of a deed poll under which the replacement security trustee undertakes to be bound by this Deed as if it were the Security Trustee with effect from the date of that deed poll; and evidence that it has undertaken to be bound by each other document to which the Security Trustee is bound in its capacity as security trustee; and the other parties agree to co-operate and to execute such documents as are reasonably necessary to give effect to any such assignment, transfer or novation (or any combination of them). The Operator must pay the Commonwealth’s legal and other costs and expenses incurred in complying with this clause 1.13.
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Replacement of Security Trustee. If the Security Trustee is replaced as trustee under the Security Trust Deed, then the Security Trustee must ensure the conditions in clause 13.2 are satisfied by no later than the time at which the replacement becomes effective. (Novation deed): Each party agrees that, subject to the Security Trustee complying with clause 1.15(a), it will enter into a novation deed with any replacement security trustee that is appointed under the Security Trust Deed (in a form reasonably acceptable to the State, the Security Trustee and the replacement security trustee). Finance Documents Project Co represents and warrants to the State that: (full disclosure): before the date of this Deed, it has fully disclosed to the State the terms of the Finance Documents; and (documents governing and creating Project Co's financial indebtedness): those Finance Documents (together with the Equity Documents) are, on the date of this Deed, the only documents governing or creating Project Co's financial indebtedness. Continuance of rights (Rights not affected): This Deed does not affect the rights or obligations of a party under a Project Document, except to the extent expressly provided in this Deed. (Liability not affected): The failure by a party (other than Project Co) to comply with the provisions of this Deed does not affect the liability of Project Co under any other Project Document. Representations and warranties Each party represents and warrants to each other party that:
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Replacement of Security Trustee. (a) (Assignment or novation): If the Security Trustee is replaced as trustee under the Security Trust Deed, then the Security Trustee may assign, novate or otherwise transfer its rights and obligations under this Deed to the replacement trustee. (b) (Novation deed): Each party agrees that it will enter into a novation deed with any replacement security trustee that is appointed under the Security Trust Deed (in a form reasonably acceptable to the Security Trustee and the replacement security trustee).
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Replacement of Security Trustee. REMOVAL OF SECURITY TRUSTEE 10.1 If they are different persons, the Agent may remove the Security Trustee from office, or if the Agent and the Security Trustee are the same person, the Majority of Senior Creditors may remove the Security Trustee from office, in each case by notice given to the Security Trustee, if: (a) an Insolvency Event occurs or arises in relation to the Security Trustee; or (b) the Security Trustee is guilty of negligence or wilful misconduct in the discharge of its duties as trustee of the Security Trust. Subject to clause 10.3, removal of the Security Trustee from office will take effect: (c) (if notice of removal is given pursuant to paragraph (a)): when the notice is given; or (d) (in any other case): 20 Business Days after the notice of removal is given to the Security Trustee.
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Replacement of Security Trustee. (1) The Security Trustee may resign its trust and be discharged from all further duties and liabilities hereunder by giving to Westaim and S&N sixty (60) days notice in writing or such shorter notice as Westaim may accept as sufficient. If at any time a material conflict of interest in the Security Trustee’s role as a fiduciary hereunder arises, the Security Trustee must, within thirty (30) days after ascertaining that it has such a conflict, either eliminate such conflict or resign in the manner and with the effect specified in this Section 7.2. S&N may remove the Security Trustee and appoint a new Security Trustee. In the event of the Security Trustee resigning or being so removed by S&N or being dissolved, becoming bankrupt, going into liquidation or otherwise becoming incapable of acting hereunder, Westaim shall forthwith appoint a new Security Trustee unless a new Security Trustee has already been appointed by S&N; failing such appointment by Westaim the retiring Security Trustee, at Westaim’s expense, may apply to a Justice of the Court of Queen’s Bench of Alberta, on such notice as the Court may direct, for the appointment of a new Security Trustee; but any new Security Trustee so appointed by Westaim or by the Court will be subject to removal by S&N. Any new Security Trustee appointed under any provision of this Section 7.1 must be a corporation authorized to carry on the business of a trust company in the
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Replacement of Security Trustee. 23 10.1.Resignation of Security Trustee 23 10.2.Removal of Security Trustee 24 10.3.Effect of resignation or removal 24 10.4.Costs of resignation or removal 24 10.5.Assurances 24 10.6.Appointment of successor Security Trustee 24 11.Administrative Agent provisions 25 11.1.Communication by Lenders 25 11.2.Capacity and dealings 25 11.3.Information about Lenders 26 11.4.Notification of Event of Default and Enforcement Date 26 11.5.Assignment by Administrative Agent 26
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Related to Replacement of Security Trustee

  • Replacement of Securities If any certificate or instrument evidencing any Securities is mutilated, lost, stolen or destroyed, the Company shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof (in the case of mutilation), or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company of such loss, theft or destruction. The applicant for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs (including customary indemnity) associated with the issuance of such replacement Securities.

  • Enforcement of Security On and at any time after the occurrence of an Event of Default which is continuing the Security Agent may, and shall if so directed by the Majority Lenders, take any action which, as a result of the Event of Default or any notice served under Clause 27.19 (Acceleration), the Security Agent is entitled to take under any Finance Document or any applicable law or regulation.

  • Grant of Security As collateral security for the due and punctual payment and performance in full of the Obligations, as and when due, each Grantor hereby pledges and assigns to the Collateral Agent, its successors and permitted assigns, and hereby grants to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Collateral Agent and the Noteholders, a continuing Lien on and security interest in, all of such Grantor’s right, title and interest in, to and under the following (the “Collateral”): (i) the Patents and Patent applications set forth in Schedule A hereto; (ii) the Trademark and service mark registrations and applications set forth in Schedule B hereto (provided that no security interest shall be granted in United States intent-to-use trademark applications to the extent that, and solely during the period in which, the grant of a security interest therein would impair the validity or enforceability of such intent-to-use trademark applications under applicable federal law), together with the goodwill symbolized thereby; (iii) all Copyrights, whether registered or unregistered, now owned or hereafter acquired by such Grantor, including, without limitation, the copyright registrations and applications and exclusive copyright licenses set forth in Schedule C hereto; (iv) all reissues, divisions, continuations, continuations-in-part, extensions, renewals and reexaminations of any of the foregoing, all rights in the foregoing provided by international treaties or conventions, all rights corresponding thereto throughout the world and all other rights of any kind whatsoever of such Grantor accruing thereunder or pertaining thereto; (v) any and all claims for damages and injunctive relief for past, present and future infringement, dilution, misappropriation, violation, misuse or breach with respect to any of the foregoing, with the right, but not the obligation, to sue for and collect, or otherwise recover, such damages; and (vi) any and all Proceeds, including without limitation Cash and Noncash Proceeds of, collateral for, income, royalties and other payments now or hereafter due and payable with respect to, and Supporting Obligations relating to, any and all of the collateral of or arising from any of the foregoing.

  • Investment of Security Funds Any moneys held by Lessor as security hereunder for future payments to Lessee at a time when there is not continuing an Event of Default shall, until paid to Lessee, be invested by Lessor or, if the Trust Indenture shall not have been discharged, by the Indenture Trustee, as the case may be, as Lessee may from time to time direct in writing (and in absence of a written direction by Lessee, there shall be no obligation to invest such moneys) in (i) direct obligations of the United States of America and agencies guaranteed by the United States government having a final maturity of ninety (90) days or less from date of purchase thereof; (ii) certificates of deposit issued by, bankers' acceptances of, or time deposits with, any bank, trust company or national banking association incorporated under the laws of the United States of America or one of the states thereof having combined capital and surplus and retained earnings as of its last report of condition of at least $500,000,000 and having a rating of Aa or better by Xxxxx'x Investors Service, Inc. ("Moody's") or AA or better by Standard & Poor's Corporation ("S&P") and having a final maturity of ninety (90) days or less from date of purchase thereof; and (iii) commercial paper of any holding company of a bank, trust company or national banking association described in (ii) and commercial paper of any corporation or finance company incorporated or doing business under the laws of the United States of America or any state thereof having a rating assigned to such commercial paper of A1 by S&P or P1 by Moody's and having a final maturity of ninety (90) days or less from the date of purchase thereof; provided, however, that the aggregate amount at any one time so invested in certificates of deposit issued by any one bank shall not be in excess of 5% of such bank's capital and surplus. There shall be promptly remitted to Lessee or its order (but no more frequently than monthly) any gain (including interest received) realized as a result of any such investment (net of any fees, commissions and other expenses, if any, incurred in connection with such investment) unless an Event of Default shall have occurred and be continuing. Lessee shall be responsible for any net loss realized as a result of any such investment and shall reimburse Lessor (or the Indenture Trustee, as the case may be) therefor on demand.

  • Assignment of Security Interest If at any time any Grantor shall take a security interest in any property of an Account Debtor or any other person to secure payment and performance of an Account, such Grantor shall promptly assign such security interest to the Collateral Agent. Such assignment need not be filed of public record unless necessary to continue the perfected status of the security interest against creditors of and transferees from the Account Debtor or other person granting the security interest.

  • Acknowledgment of Security Interests Each Loan Party hereby acknowledges that, as of the date hereof, the security interests and Liens granted to Agent and the Lenders under the Credit Agreement and the other Loan Documents are in full force and effect and are enforceable in accordance with the terms of the Credit Agreement and the other Loan Documents.

  • Impairment of Security, etc Any Loan Document or any Lien granted thereunder shall (except in accordance with its terms), in whole or in part, terminate, cease to be effective or cease to be the legally valid, binding and enforceable obligation of any Obligor party thereto; any Obligor or any other party shall, directly or indirectly, contest in any manner such effectiveness, validity, binding nature or enforceability; or, except as permitted under any Loan Document, any Lien securing any Obligation shall, in whole or in part, cease to be a perfected first priority Lien.

  • Payment of Securities 42 SECTION 4.02.

  • Repayment of Securities Securities of any series subject to repayment in whole or in part at the option of the Holders thereof will, unless otherwise provided in the terms of such Securities, be repaid at a price equal to the principal amount thereof, together with interest (if any) thereon accrued to the Repayment Date specified in or pursuant to the terms of such Securities. The Company covenants that, with respect to such Securities, on or before the Repayment Date it will deposit with a Trustee or with a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 10.03) an amount of money in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) sufficient to pay the principal (or, if so provided by the terms of the Securities of any series, a percentage of the principal) of and (except if the Repayment Date shall be an Interest Payment Date) accrued interest (if any) on, all the Securities or portions thereof, as the case may be, to be repaid on such date.

  • Grant of Security Interest/Remedies To secure its obligations under this Agreement and to the extent Seller delivers the Collateral Requirement, as applicable, hereunder, Seller hereby grants to Buyer, as the secured party, a first priority security interest in, and lien on (and right of setoff against), and assignment of, all such Collateral Requirement posted with Buyer in the form of cash or Letter of Credit and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, Buyer. Within thirty (30) days of the delivery of the Collateral Requirement, Seller agrees to take such action as Buyer reasonably requires in order to perfect a first-priority security interest in, and lien on (and right of setoff against), such Collateral Requirement and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence of an Event of Default, an Early Termination Date or an occasion provided for in this Agreement where Buyer is authorized to retain all or a portion of the Collateral Requirement, Buyer may do any one or more of the following: (a) exercise any of the rights and remedies of a secured party with respect to the Collateral Requirement, as applicable, including any such rights and remedies under Law then in effect; (b) exercise its rights of setoff against any and all property of Seller in the possession of the Buyer or Buyer’s agent; (c) draw on any outstanding Letter of Credit issued for its benefit or retain any cash deposit; and (d) liquidate the Collateral Requirement then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of Seller, including any equity or right of purchase or redemption by Seller. Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s obligations under the Agreement (Seller remaining liable for any amounts owing to Buyer after such application), subject to the Buyer’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

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