Rights and Authority. The Facility Agent may:
(1) Perform its duties and obligations defined in this Agreement through its directors, officers, staff or agents.
(2) When it deems necessary, hire lawyers, accountants, or other experts/professionals to provide advices and consultation needed and pay for the service. Meanwhile, the Facility Agent may trust and take actions following the aforementioned professional advice.
(3) Unless and until the Facility Agent has received directions from the Majority Lenders, the Facility Agent may not exercise any rights or authority or make any decisions. Prior to obtaining compensation to the Facility Agent’s satisfaction or any security assuring that the costs and expenses (including but not limited to attorneys’ fees and disbursements) incurred can be repaid, the Facility Agent bears no responsibility or obligation to take any legal proceedings as instructed by the Majority Lenders. However, the Facility Agent may take procedures to secure the legitimacy of compulsory enforcement in a manner as it does when dealing with its own affairs of similar nature.
(4) The Facility Agent bears no responsibility or obligation in taking actions which it considers may violate relevant laws or are likely to have the Facility Agent be liable for compensation to a third party. However, the Facility Agent may take any actions which it considers necessary according to laws.
(5) The Facility Agent may presume that there is no occurrence of any Event of Default unless it has received notice from the Lenders or the Borrower. The Facility Agent may further presume that none of the Parties to the Agreement breaches the obligations under this Agreement or any Security Documents. The Facility Agent bears no obligation to verify if the Borrower has any Event of Default. Table of Contents
(6) The Facility Agent may consider the Lenders which originally offer the Facility Amount as entitled to receive the repayment, unless the Facility Agent has received written instructions from the relevant Lenders.
(7) The Facility Agent may accept the documents required under the Agreement from the Lenders and the Borrower without verifying the content or any other relevant matters. The Facility Agent, when performing the duties designated under this Agreement, may trust the signatures and the contents of the received documents as valid and accurate. Meanwhile, the Facility Agent may trust the contact information and account details provided by the Lenders before the execution of t...
Rights and Authority. 1.1 It is agreed that the statutory as well as the customary and usual rights, powers, functions and authority of management shall remain exclusively vested in the District except as limited by the provisions of this Agreement.
1.2 The District shall retain the right to maintain efficiency of the operation of the District by determining the methods, the means, and the personnel by which such operation is conducted. All such rights shall be exercised in conformity with this Agreement.
Rights and Authority. Licensor is the sole and exclusive legal and beneficial owner of the entire right, title, and interest in and to the Licensed Patent Rights and Licensed Technology, and is the record owner of all patent applications and issued patents that are Licensed Patents Rights. Licensor has the full right and legal capacity to grant the rights granted to Licensee hereunder without the necessity of obtaining any consent or approval that has not already been obtained or otherwise violating the rights of any Third Party.
Rights and Authority a. You represent that you have the rights and authority to include the Journal(s) in the Publishing Services, and that the use of Journal Content in the Publishing Services will not infringe the rights of any third party. You are liable to us for any damages to us resulting from the infringement of any rights of any third parties by your Journals or their participation in the Publishing Services.
b. You authorize us to act as your agent with regard to sending Journals' Content to the third-party databases included in Publishing Services and agree that you will adhere to the terms of our agreements with said third-party databases, which agreements are available upon request.
Rights and Authority. Each party, represents and warrants that the execution, delivery and performance of this Agreement (i) are within its corporate powers, (ii) have been duly authorized by all necessary corporate action under its organizational documents, (iii) require no action by or in respect of, or filing with, any governmental body, agency or official other than those which have already been duly taken or made or will be duly taken or made as and when required, (iv) do not contravene or constitute a default under any provision of applicable law or regulation or of the organizational documents of it or any agreement, judgment, order, decree or other instrument binding upon it, and (v) this Agreement constitutes a legal, valid and binding obligation of each party hereto.
Rights and Authority. You represent that you have the rights and authority to include the Journal(s) in the Publishing Services, and that the use of Journal Content in the Publishing Services will not infringe the rights of any third party. You are liable to us for any damages to us resulting from the infringement of any rights of any third parties by your Journals or their participation in the Publishing Services.
Rights and Authority. The Licensor represents and warrants that it has the rights and authority to grant to the Licensee the rights and licenses granted by this Agreement. The Licensor further represents and warrants that it has the right to license Canadian public performance of the Media Programs owned by the producers and studios as set out in the Schedule(s).
Rights and Authority. The Licensor represents and warrants that it has the rights and authority to grant to the Licensee the rights and licenses granted by this Agreement. The Licensor further represents and warrants that it has the right to license Canadian public performance of the Media Programs owned by the producers and studios listed in Schedule A. PUBLIC PERFORMANCE RIGHTS. The License hereby is solely for the Media Programs to which the Licensor holds Canadian Public Performance Rights, and for which it is the authorized and licensed distributor for the film producers and studios listed on the attached Schedule A (which may be modified as necessary from time to time).
Rights and Authority. Subcontractor represent and warrants to Prime that Subcontractor has all necessary rights and authority to grant to Prime the rights in the Subcontractor Services and Deliverables provided in these Program Terms. Prime represent and warrants to Subcontractor that Prime has all necessary rights and authority to grant to Subcontractor the rights in the Project Materials provided in these Program Terms.
Rights and Authority. Such Party has the full right and legal capacity to enter into this Agreement and to grant the rights granted to the other Party hereunder without the necessity of obtaining any consent or approval that has not already been obtained or otherwise violating the rights of any Third Party.
