Without prejudice to sub clause 23.1, each of the Paying Agents shall, on the request of any holder of Securities, issue voting certificates if so required by the Trustee, with reasonable proof satisfactory to the Trustee of their due execution on behalf of the Paying Agent under the provisions of Schedule 3 to the Trust Deed and shall forthwith give notice to the Issuer and the Trustee of any revocation or amendment of a voting certificate or block voting instruction. Each Paying Agent shall keep a full and complete record of all voting certificates and block voting Instructions issued by it and shall, not less than 24 hours before the time appointed for holding any meeting or adjourned meeting, deposit at such place as the Trustee shall designate or approve full particulars of all voting certificates and block voting instructions issued by it in respect of any meeting or adjourned meeting.
Without prejudice to sub clause 20.2.1, each Obligor shall, and shall procure that each Group member effects and maintains insurances on and in relation to its business and assets against such risks and at such levels as are set out in the Insurance Report or such higher levels as are normally maintained by persons carrying on the same business as that carried on by such Group member.
Without prejudice to sub hubco's rights under Clause 29 (Delay Events), Sub-hubco shall only be relieved of its obligations under Clauses 12 (The Design, Construction and Commissioning Process), 13 (Right of Access of Authority's Representative), 14 (Programme and Dates for Completion), 17 (Pre-Completion Commissioning and Completion) and 29 (Delay Events) by Delay Events in accordance with Clause 29 (Delay Events).
Without prejudice to sub clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the "Shortfall"), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall.
Without prejudice to sub. Section 9.1, should the Products become, or in IONA's reasonable opinion are likely to become, the subject of a claim as aforesaid then IONA may either: (I) procure for Customer the right to continue using the Products; (II) replace the Products with non-infringing material; (III)modify the Products to make them non-infringing; or (IV) remove the Products and refund to Customer all fees and sums paid by Customer in respect thereof prorated based on a product lifetime of 60 months.
Without prejudice to sub clause 20.2.1, each Obligor shall, and shall procure that each Material Subsidiary effects and maintains insurances on and in relation to its business and assets:
(a) against such risks and at such levels as are recommended by such Material Subsidiary's insurance advisers or such higher levels as are normally maintained by persons carrying on the same business as that carried on by such Group member; and
(b) in compliance with any relevant agreements which are binding on it from time to time.
Without prejudice to sub. Clause 13.1 above, the Affiliate shall not sub-contract any of its obligations under this Agreement without the prior written consent of DP Funded. For the avoidance of doubt, target customers may only be introduced to DP Funded for the purposes of this Agreement by the Affiliate, and not by any other marketing partners or brokers.
Without prejudice to sub clause 5.1.1 that it has used all reasonable skill and care to ensure that the Subcontract Works will, when completed, be reasonably fit for the purpose intended and will comply with any performance specification or requirement contained within the Requirements, the provisions of the Main Contract and will be in compliance with British Standards and Codes of Practice where applicable and any other applicable industry standards.
Without prejudice to sub clause 5.1.1 that it has used all reasonable skill and care to ensure that it has not and will not specify for or use in the Subcontract Works any products or materials which are at the time of use generally known within the United Kingdom to designers or specialist Subcontractors (in each case experienced in the design and/or construction of works such as the Subcontract Works) to be deleterious or hazardous to health and safety or to the durability of buildings and/or other structures and/or finishes and/or plant and machinery in the particular circumstances in which they are to be used.
Without prejudice to sub paragraph 2.1 above the Warrantor hereby covenants to pay to the Purchaser an amount equal to any Tax Liability for which the Company or any of the Subsidiaries is liable as a result of being treated as a member of the same group with any body corporate not being the Purchaser or a member of the Purchaser's Group which is not one of the Group for the purposes of Section 43 VATA during any prescribed accounting period (as defined in Section 25(1) VATA) which ended on or prior to or was current at Completion and so far as any such other bodies corporate are concerned with which it was on the date hereof or has previously been in such a group the next following prescribed accounting period and so that this covenant shall cover all costs and expenses properly incurred and payable by the Company or any of the Subsidiaries and/or the Purchaser in connection with any such Tax Liability.
