Specific challenges. There are a number of areas where the current model of criminal justice is leading to unintended, negative outcomes for Londoners, for example: • Many of London’s young offenders and young adult offenders locked up in large establishments far away from home, which impacts resettlement and undermines continuity of services. For example, there are currently 290 young Londoners in prison, however over half are being held outside of London (152)9. • Young adults are a particular challenge where there is a lack of tailored policy and funding to improve outcomes, with the proven reoffending rate for 18-24 year olds being stubbornly higher than the overall adult reoffending rate (31.5% compared to 23.5%). The proven reoffending rate is higher still for young adults leaving custody - 41.9%10. • Young people from Black, Asian and Minority Ethnic backgrounds are disproportionately represented in the criminal justice system as both victims and offenders, particularly within the youth justice system where the proportion of first 6 MoJ, Proven reoffending statistics, updated October 2017, xxx.xx/xxxxxxxxxx/xxxxxxxxxxx/xxxxxx-xxxxxxxxxxx- statistics 7 McKinsey, Joint costing project: Criminal justice system in London, July 2015 8 MOPAC, London Landscape, xxxx.xxxxxx.xxx.xx/xxxxxxxxxxxxxxx 9 MoJ and YJB, Youth Custody Data: November 2017, xxx.xx/xxxxxxxxxx/xxxxxxxxxx/xxxxx-xxxxxxx-xxxx 10 MoJ, Proven reoffending statistics, updated October 2017, xxx.xx/xxxxxxxxxx/xxxxxxxxxxx/xxxxxx- reoffending-statistics time entrants to the YJS and reoffenders from XXXX communities are rising in the context of reductions in overall numbers11. • Female offenders in London are more likely to be sentenced to short-term prison sentences, compared to other large metropolitan areas in the country12. Short prison sentences are shown to be disruptive to the lives of women and their dependants, and less effective than community sentences for addressing offending behaviour. The closure of Xxxxxxxx Prison means that female offenders sentenced to custody are now all held in prisons outside of London. • There has been a significant decrease in the use of community sentences designed to effectively reduce reoffending, with 25% less community sentences nationally since 200413. This needs to be addressed in light of prison capacity, the lack of judiciary confidence in community sentences and high reoffending rates. • London’s prisons are overcrowded and have rising rates of violence and self harm1415....

Specific challenges. We also have a good understanding of the challenges of design projects, both public and private, in the Coachella Valley. A number of our employees have direct experience working with Coachella Valley Cities. These challenges include obtaining compliance with the South Coast Air Quality Management District’s (SCAQMD) PM 10 regulations. The Coachella Valley has been a “non-attainment” area for a long period of time. During grading and construction operations, care must be taken to ensure adequate dust control to avoid project shutdown and fines by SCAQMD. This is further exacerbated by the on-going drought in the State, making it more difficult to use water spraying for PM 10 control. The spraying of water during grading operations is imperative. After grading is completed, a soil surface binder may be placed that will provide a hard crust surface, thus minimizing blowing sand and dust. Another challenge is the soil type present in the desert area. This causes very un-cohesive soils that must be taken into account when any design plans requiring trenching is involved, especially in the existing street system. Because of soil sloughing during trenching, shoring must be incorporated as well as proper trench restoration standards to ensure proper compaction to the areas outside of the trench. If these factors are not incorporated into the design plans, differential settlement will occur to the areas of pavement adjacent to the trench after construction. Pavement failure adjacent to the trench will then accelerate. Each project, map, and permit is different with its own set of established requirements and recorded conditions. Interwest staff will check all requirements and conditions in coordination with City staff and ensure they are addressed in the submitted plans. For all of the services requested, it is important that Interwest be responsive with professional staff that acts as an extension of City Staff. Section C Interwest has provided building safety services for the past 16 years. We believe we are uniquely qualified to perform these services, as Interwest provides building safety services to public agencies throughout California. We have cultivated a reputation for expedient and cost- effective services provided by qualified and customer-focused professional consultants. Interwest only serves public agency clients, typically in staff augmentation and program management roles. We believe our exclusive commitment to public agency clients is important, a...

Specific challenges. Low Level of capacity utilisation in gas and petroleum pipeline networks. Regulated tariffs in power sector assets. Low interest among investors in national highways below four lanes. The success of the infrastructure expansion plan would depend on other stakeholders playing their due role. These include State governments and their Public Sector Enterprises and the private sector. In this context, the Fifteenth Finance Commission has recommended the setting up of a High-Powered Intergovernmental Group to re-examine the fiscal responsibility legislation of the Centre and States. Recent experience suggests that Public-Private Partnerships (PPP) now involve transparent auctions, a clear understanding of the risks and payoffs, and an open field for any and all interested parties. Thus, the utility of PPP in greenfield projects can not be neglected. Recently, the Union Minister for Power has launched the Virtual Smart Grid Knowledge Center (Virtual SGKC) and Innovation Park. Located within the powergrid centre in Manesar (Haryana), Virtual Smart Grid Knowledge Center (Virtual SGKC) is the first of its kind initiative by the Union government. The initiative, as part of Azadi ka Amrit Mahotsav Programme, will be one of the leading Centers of Excellence globally to xxxxxx innovation, entrepreneurship and research in smart grid technologies. It has been established by POWERGRID with support from the Union ministry of power and technical assistance from US Agency for International Development’s (USAID) for demonstration and advancement of frontier smart grid technologies. SGKC aims to be one of the leading Centers of Excellence globally to xxxxxx innovation, entrepreneurship and research in smart grid technologies and create capacities in the power distribution sector. It will enable a digital footprint of the physical setup of SGKC, the need for which was felt during Covid-19 pandemic. Smart Grid is an Electrical Grid with Automation, Communication and IT systems that can monitor power flows from points of generation to points of consumption (even down to appliances level) and control the power flow or curtail the load to match generation in real time or near real time. Smart Grids can be achieved by implementing efficient transmission & distribution systems, system operations, consumer integration and renewable integration. Smart grid solutions helps to monitor, measure and control power flows in real time that can contribute to identification of losses and thereb...

Specific challenges. One particular type of development proposal presents a unique challenge because it is partially within the assumed land use/water budget of the Water Forum. These are proposals that occur on County lands between the Urban Services Boundary and the Urban Policy Areas. To estimate overall water demands to the year 2030, the Water Forum water budget assumed water use in these areas (18,000 AFY plus potential conversion of current agricultural use of groundwater), but the water was not allocated either geographically or in time. For these areas, the same notification/comment process referenced above is to be used. Some of these projects may fall into the “complex” category. Urbanization of any type between the Urban Services Boundary and Urban Policy Boundary will likely require a change in general plan land use and trigger the notification process. It is possible that in the early years, the water purveyor and others may have limited concerns with proposals that are able to secure water. Currently, County projects are subject to policy CO-20 (a policy of the Sacramento General Plan Conservation Element) which requires a water master plan prior to project approval. Over time, however, as the Water Forum water budget accounting (Goal 2) demonstrates the water supply situation, proposals may receive more attention. Land use proposals that require significant amounts of water in areas without historic groundwater pumping, may also merit more attention. The signatories recognize the positive value of County policy CO- 20 in requiring water supply plans and use of supplemental surface water. Continuing this type of requirement will help the Water Forum monitor and plan for future water supplies. Another specific type of proposal is a citizen initiative that has a major effect on land use. These proposals would be analyzed if Water Forum staff or members determine that they merit examination. However, signatories acknowledge that land use agencies, water purveyors or Water Forum members may not hear about such proposals in a timely way. It is the responsibility of each member of the Water Forum to bring such proposals to the attention of the Water Forum staff, Water Demand and Supply Information Committee or Plenary if they believe the proposal has a material effect on water use. If a proposal is forwarded for discussion, it will be treated similarly to a complex development project.

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No Challenges In no event shall any Secured Party take any action to challenge, contest or dispute the validity, extent, enforceability, or priority of the Collateral Agent’s Liens hereunder or under any other Security Document with respect to any of the Collateral, or that would have the effect of invalidating any such Lien or support any Person who takes any such action. Each of the Secured Parties agrees that it will not take any action to challenge, contest or dispute the validity, enforceability or secured status of any other Secured Party’s claims against any Obligor (other than any such claim resulting from a breach of this Agreement by a Secured Party, or any challenge, contest or dispute alleging arithmetical error in the determination of a claim), or that would have the effect of invalidating any such claim, or support any Person who takes any such action.
Challenges The Experts may be challenged by either Party if circumstances exist that give rise to justifiable doubts as to any of their impartiality or independence. In such circumstances the challenge shall be brought by written notice to the ICC copied to the other Party within fourteen (14) calendar days of the appointment of the relevant Expert or within fourteen (14) calendar days of the challenging Party becoming aware of the circumstances giving rise to the challenge. Unless the challenged Expert withdraws. or whichever of the Parties that has not brought the challenge agrees to the challenge, within fourteen (14) calendar days of the challenge, the ICC shall decide the challenge and, if appropriate, shall appoint a replacement Expert in accordance with the criteria set out herein.
Infringement Proceedings Each Party agrees to promptly notify the other Party of any unauthorized use of the other Party's Marks of which it has actual knowledge. Each Party will have the sole right and discretion to bring proceedings alleging infringement of its Marks or unfair competition related thereto; provided, however, that each Party agrees to provide the other Party with its reasonable cooperation and assistance with respect to any such infringement proceedings.
No Challenge Each Stockholder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Parent, Merger Sub, the Company or any of their respective successors or directors (a) challenging the validity of, or seeking to enjoin the operation of, any provision of this Agreement or the Merger Agreement or (b) alleging a breach of any fiduciary duty of any person in connection with the evaluation, negotiation or entry into the Merger Agreement.
Patent Challenge 6.5.1 Licensor may terminate this Agreement, effective immediately upon written notice to Licensee, upon the commencement by Licensee or any of its Affiliates of a Patent Challenge. 6.5.2 Licensee shall include in each sublicense agreement entered into with a Sublicensee a right of Licensee to terminate such sublicense agreement if such Sublicensee commences a Patent Challenge; and Licensee shall terminate the sublicense agreement, effective immediately upon written notice to the Sublicensee, if the Sublicensee commences a Patent Challenge. In addition, if the Sublicensee’s commencement of a Patent Challenge gives Licensor’s licensor a right of termination under the Penn Agreement and such licensor threatens to terminate the Penn Agreement, then, upon receipt of notice to such effect, Licensor may terminate this Agreement, effective immediately upon written notice to Licensee, if the Sublicensee commences a Patent Challenge. 6.5.3 For purposes of this Section 6.5, “Patent Challenge” means any action against Licensor or the University of Pennsylvania or SmithKline Xxxxxxx Corporation (or their successors under the Existing Licenses), including an action for declaratory judgment, to declare or render invalid or unenforceable the Licensed Patents, or any claim thereof.
Third Party Proceedings The Company shall indemnify Indemnitee if Indemnitee is or was a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the Company) by reason of the fact that Indemnitee is or was a director, officer, employee or agent of the Company, or any subsidiary of the Company, by reason of any action or inaction on the part of Indemnitee while an officer or director or by reason of the fact that Indemnitee is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement (if such settlement is approved in advance by the Company, which approval shall not be unreasonably withheld) actually and reasonably incurred by Indemnitee in connection with such action, suit or proceeding if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company, and, with respect to any criminal action or proceeding, had no reasonable cause to believe Indemnitee’s conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that Indemnitee did not act in good faith and in a manner which Indemnitee reasonably believed to be in or not opposed to the best interests of the Company, or, with respect to any criminal action or proceeding, that Indemnitee had reasonable cause to believe that Indemnitee’s conduct was unlawful.
No Proceeding or Litigation No suit, action, investigation, inquiry or other proceeding by any Authority or other person or entity will have been instituted or threatened which delays or questions the validity or legality of the transactions contemplated hereby or which, if successfully asserted, would, in the reasonable judgment of the Company, individually or in the aggregate, otherwise have a Material Adverse Effect on Parent's business, financial condition, prospects, assets or operations or prevent or delay the consummation of the transactions contemplated by this Agreement.
Challenge If Executive violates or challenges the enforceability of any provisions of the Restrictive Covenants or this Release, no further payments, rights or benefits under Section 5 of the Agreement will be due to Executive (except where such provision would be prohibited by applicable law, rule or regulation).
No Proceedings or Litigation No action, suit or proceeding before any arbitrator or any governmental authority shall have been commenced, and no investigation by any governmental authority shall have been threatened, against the Company or any Subsidiary, or any of the officers, directors or affiliates of the Company or any Subsidiary seeking to restrain, prevent or change the transactions contemplated by this Agreement, or seeking damages in connection with such transactions.
Court Proceedings (a) Each of Canopy Growth, Canopy Rivers and the JW Entities shall cooperate with and assist the Company in, and consent to the Company, seeking the Interim Order and the Final Order, including by providing the Company on a timely basis with any information regarding itself or its affiliates as reasonably requested by the Company or as required by Law to be supplied by it in connection therewith. (b) In connection with all Court proceedings relating to obtaining the Interim Order and the Final Order, and in each case subject to Law, the Company shall: (i) diligently pursue, and cooperate with Canopy Growth, Canopy Rivers and the JW Entities in diligently pursuing, the Interim Order and the Final Order; (ii) provide Canopy Growth, Canopy Rivers, the JW Entities and their respective legal counsel with a reasonable opportunity to review and comment upon drafts of all material to be filed with the Court in connection with pursuing the Interim Order or the Final Order, and give reasonable consideration to all such comments; (iii) provide legal counsel to each of Canopy Growth, Canopy Rivers and the JW Entities with copies of any notice of appearance, evidence or other documents served on the Company or its legal counsel in respect of the application for the Interim Order or the Final Order or any appeal from them, and any notice, written or oral, indicating the intention of any Person to appeal, or oppose the granting of, the Interim Order or the Final Order; (iv) not object to legal counsel to Canopy Growth, Canopy Rivers or the JW Entities making such submissions on the hearing of the motion for the Interim Order and the application for the Final Order as such counsel considers appropriate, provided that the Company is advised of the nature of any submissions on a timely basis prior to the hearing and such submissions are consistent in all material respects with this Agreement and the Plan of Arrangement; (v) ensure that all material filed with the Court in connection with pursuing the Interim Order or the Final Order is consistent in all material respects with this Agreement and the Plan of Arrangement; (vi) oppose any proposal from any Person that the Final Order contain any provision inconsistent with this Agreement; (vii) if at any time after the issuance of the Final Order and prior to the Effective Date, the Company is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, Canopy Growth, Canopy Rivers and the JW Entities; and (viii) not file any material with the Court in connection with pursuing the Interim Order or the Final Order or serve any such material, or agree to modify or amend any material so filed or served, except as contemplated by this Agreement or with the prior consent of Canopy Growth, Canopy Rivers and the JW Entities, which consent may not be unreasonably withheld, conditioned or delayed, provided that consent may be withheld with respect to any modification or amendment to such filed or served materials that expands or increases the obligations of the Party withholding consent or diminishes or limits the rights of the Party withholding consent set forth in any such filed or served materials or under this Agreement.

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