Common use of Sub-Licence, Assignment, Encumbrances etc Clause in Contracts

Sub-Licence, Assignment, Encumbrances etc. A. Notwithstanding anything to the contrary contained in this Agreement, the Concessionaire shall not sub-licence, assign or in any manner create an Encumbrance on any Project Asset forming part of Commercial Complex without prior written approval of the Authority, which approval the Authority may, in its discretion, deny if such sub-licence, assignment or Encumbrance has or may have a material adverse effect on the rights and obligations of the Authority under this Agreement or Applicable Laws. Provided that notwithstanding anything to the contrary contained in this Agreement, the Concessionaire shall be permitted to create encumbrance on Project Assets forming part of the Commercial Complex (excluding the land) only in favour of Senior Lenders that are Nationalised Banks, for achieving Financial Close for the purpose of financing the construction/development of Commercial Complex. B. The Concessionaire will submit the draft copy of the sub-license agreement (which shall be primarily as per the contents of Schedule-X) to be executed between the Concessionaire and sub-licensee/assignee to the Authority for its approval before signing the sub-license agreement. If Authority does not provide approval on the draft sub-license agreement within a period of 30 (thirty) days from its receipt from the Concessionaire, the approval shall be deemed to have been granted to such sub-license agreement; C. Post signing of every sub-license/assignment agreement, the Concessionaire will submit the certified copy to the Authority for information within 30 days of the execution of such sub-license agreement, failing which the Authority shall be entitled to encash [•%] of performance Guarantee as Damages; and D. The relevant clauses relating to sub-licensing/assignment in the Concession Agreement shall form part of the executed agreement. E. In the event of any conflict between the clauses and provisions of the sub- licensee agreement signed between Concessionaire and sub-licensee and Concession Agreement signed between Concessionaire and Authority, the Concession Agreement shall prevail; and F. Notwithstanding anything to the contrary contained in this agreement, the tenure of sub-license agreement shall in no case exceed the tenure of the Concession Period as defined in the Concession Agreement signed between Concessionaire and Authority and the Sub-license agreement shall be co- terminus with the Concession Agreement.