Subject to Section 14 Sample Clauses

Subject to Section 14. 2.1, the Parties agree that any Dispute shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (the "Rules"), to the extent that the Rules are not varied by the terms of this Section 14.2.2. The seat of the arbitration shall be London, England, unless another location is mutually agreed by the Parties, provided always that the seat of the arbitration is in a state which has ratified the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards (the "New York Convention"). The arbitral tribunal shall be composed of three (3) independent arbitrators, two (2) of whom shall be nominated by the Parties to the Dispute and the third, who shall act as Chairman, who shall be jointly nominated by the party-nominated arbitrators. In the event that there are three Parties to the Dispute, the Claimant party(ies) shall (together) nominate one arbitrator and the Respondent Party(ies) shall (together) nominate one arbitrator. None of the arbitrators shall be nationals of the U.S. or Cuba. The joint languages of the arbitration shall be Spanish and English, unless the Parties agree otherwise. The arbitral tribunal may award interim or ancillary relief. Judgment on the award, and on any interim or ancillary relief, may be entered in any court having jurisdiction thereof or having jurisdiction over the Parties or their assets, or over the subject matter at issue. The arbitral tribunal shall have the power to rule on its own jurisdiction, including any objections with respect to the existence or validity of this arbitration agreement. The arbitral award shall be final and binding on the Parties, who hereby waive any right of appeal. Such award shall be enforceable pursuant to the New York Convention. The Parties agree that this Agreement and any Dispute are commercial in nature under the laws of the Republic of Cuba, the U.S. and England and Wales, including the laws relating to arbitration. This paragraph shall be treated as an agreement independent of the other terms of this Agreement. A decision by the arbitral tribunal that this Agreement is null and void shall not entail ipso jure the invalidity of this arbitration clause.
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Subject to Section 14. 4 Seller shall ensure that during the Delivery Term Buyer, its authorized agents, employees and inspectors, have, while observing and abiding by safety and security procedures of the Parties and the Project Company and their respective Affiliates (and if Behind the Meter Project, and Customers), the right of ingress to and egress from the Project, including the Site(s) with reasonable advance Notice and for any purposes reasonably connected with this Agreement. Buyer shall make reasonable efforts to request from Seller access during normal business hours and to coordinate its emergency activities with the safety and security departments, if any, of the Project operator, Seller, subject to Section 14.4 Project Company and their respective Affiliates (and if Behind the Meter Project, and Customers). Seller shall keep Buyer advised of current procedures for contacting the Project operator’s, Seller’s and Project Company’s (and if Behind the Meter Project, and Customers) safety and security departments. Article Seventeen ASSIGNMENT
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Subject to Section 14. 10.1, the Concessionaire shall retain all legal and beneficial rights of the Concession Assets (including the Construction Works) as and when the same are performed and/or completed until the Transfer Date.
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Subject to Section 14. 1.1, Licensee shall indemnify and hold Licensor, its directors, employees, students, agents, and consultants harmless from and against all liability, demands, damages, expenses, and losses, including but not limited to death, personal injury, illness, or property damage in connection with or arising out of the Development, Manufacture, Commercialization, or use of any Licensed Patents or Licensed Products by Licensee, its Affiliates or sublicensees.
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Subject to Section 14. 3.1, promptly after receipt by a Party seeking indemnification under this Section 14 (an “Indemnitee”) of notice of any pending or threatened Claim against it by a Third Party, such Indemnitee shall give written notice thereof to the Party from whom the Indemnitee is entitled to seek indemnification pursuant to this Section 14 (the “Indemnifying Party”); provided that the failure so to notify the Indemnifying Party shall not relieve it of any liability that it may have to any Indemnitee hereunder, except to the extent the Indemnifying Party demonstrates that it is materially prejudiced thereby, and in no event shall the Indemnifying Party be liable for any Losses to the extent resulting from any delay of the Indemnitee in providing such notice.
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Related to Subject to Section 14

  • Pursuant to Section 9 02 of the ------------ ------------------------- Existing Indenture, Section 4.09 of the Existing Indenture is hereby amended and restated in its entirety to read as follows:

  • Pursuant to Section 6 2(a) of the Collateral Agency Agreement and subject to the conditions set forth in Section 13.1(b), the Initial Beneficiary hereby designates a portion of the Closed-End Units included in the Revolving Pool for allocation to a new Reference Pool, referred to as the "20[ ]-[ ] Reference Pool," within the Closed-End Collateral Specified Interest. Upon the effectiveness of this Exchange Note Supplement, the Initial Beneficiary shall direct the Titling Trustee and the Closed-End Collateral Agent to allocate or cause to be identified and allocated on their respective books and records the "20[ ]-[ ] Reference Pool," to be separately accounted for and held in trust independently from any other Asset Pool. Such Reference Pool shall initially include the Closed-End Units identified on Schedule 1 to this Exchange Note Supplement, which Closed-End Units shall belong exclusively to the 20[ ]-[ ] Reference Pool, and all other Titling Trust Assets to the extent related to such Closed-End Units (other than cash which does not constitute Closed-End Collections received after the Cut-Off Date, as specified in Section 13.2(a)(iii)); provided, that, any Closed-End Collections received on or prior to the Cut-Off Date for any such Closed-End Units identified on Schedule 1 shall not be allocated to the 20[ ]-[ ] Reference Pool.

  • Pursuant to Section 5 10 of the Credit Agreement, each Subsidiary Loan Party of the Borrower that was not in existence or not such a Subsidiary Loan Party on the date of the Credit Agreement is required to enter into the Guarantee Agreement as Guarantor upon becoming such a Subsidiary Loan Party. Upon the execution and delivery, after the date hereof, by the Administrative Agent and such Subsidiary of an instrument in the form of Annex I hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

  • Payments Subject to Section 409A (a) Subject to this Section 4.3, payments or benefits under Section 4.1 shall begin only upon the date of a “separation from service” of the Executive (determined as set forth below) that occurs on or after the termination of the Executive’s employment. The following rules shall apply with respect to distribution of the payments and benefits, if any, to be provided to the Executive under Section 4.1:

  • Pursuant to Section 4 01, any amounts collected by a Servicer or the Master Servicer under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the related Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.03. Any cost incurred by the Master Servicer or the related Servicer in maintaining any such insurance (if the Mortgagor defaults in its obligation to do so) shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Sections 4.01 and 4.03.

  • Pursuant to Section 3 03 of the Indenture Supplement, on each Distribution Date, the Indenture Trustee shall deposit into the Class A(2017-3) Interest Funding sub-Account the portion of Card Series Finance Charge Amounts allocable to the Class A(2017-3) Notes.

  • Pursuant to Section 2 1.(b) of the Credit Agreement, the Borrower hereby requests that the Lenders make Revolving Loans to the Borrower in an aggregate principal amount equal to $ .

  • Pursuant to Section 2.1 of this Agreement, the Seller conveyed to the Trust all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement including the Seller’s rights under the Purchase Agreement and the delivery requirements, representations and warranties and the cure or repurchase obligations of AmeriCredit thereunder. The Seller hereby represents and warrants to the Trust that such assignment is valid, enforceable and effective to permit the Trust to enforce such obligations of AmeriCredit under the Purchase Agreement. Any purchase by AmeriCredit pursuant to the Purchase Agreement shall be deemed a purchase by the Seller pursuant to this Section 3.2 and the definition of Purchased Receivable.

  • Amendment to Section 13 Section 13 of the Rights Agreement is hereby amended by adding the following sentence at the end thereof: “Notwithstanding anything in this Agreement to the contrary, (i) the execution and delivery of the Merger Agreement, (ii) the execution and delivery of the Tender and Support Agreement, (iii) the consummation of the Offer, (iv) the consummation of the Merger, and (v) the consummation of the other transactions contemplated in the Merger Agreement shall not be deemed to be a Section 13 Event and shall not cause the Rights to be adjusted or exercisable in accordance with, or any other action to be taken or obligation to arise pursuant to, this Section 13.”

  • Amendments to Section 9 02. Section 9.02 is hereby amended as follows:

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