Without prejudice to the provisions of article 10 of this Code, any person with legal personality who engage in any lawful activity or provide any lawful service shall have the right to apply for the registration of a mark.
Without prejudice to the provisions of Clause 6.1, if any Lender or the Agent or the Trustee on the Lender’s behalf is required to make any payment on account of Tax (not being a tax imposed on the net income of its Office by the jurisdiction in which it is incorporated or in which its Office is located or any other tax existing and applicable on the date of this Deed under the laws of any jurisdiction) on or in relation to any sum received or receivable hereunder by such Lender or the Agent or the Trustee on the Lender’s behalf (including, without limitation, any sum received or receivable under this Clause 6) or any liability in respect of any such payment is asserted, imposed, levied or assessed against such Lender or the Agent or the Trustee on the Lender’s behalf, the Guarantor shall, upon demand of the Agent, indemnify such Lender or the Agent or the Trustee against such payment or liability, together with any interest, penalties and expenses payable or incurred in connection therewith, other than interest, penalties, and expenses:
Without prejudice to the provisions of Clause 6.13, this Agreement shall remain in full force and effect notwithstanding Completion.
Without prejudice to the provisions of paragraph 2 below, the annual contribution of each Contracting Party to the budget shall be determined, for each financial year, in accordance with the following formula :
(a) an initial 30 % of the contribution shall be calculated in proportion to the value of the Gross National Product of the Contracting Party, as defined in paragraph 3 below;
(b) a further 70 % of the contribution shall be calculated in proportion to the value of the route facility cost-base of the Contracting Party, as defined in paragraph 4 below.
Without prejudice to the provisions of the preceding paragraph, nothing in this Convention shall be deemed to create an obligation to grant extradition.
Without prejudice to the provisions of this Agreement in relation to short selling, Client acknowledges and agrees that:
25.1 short sales via US Trader may only be effected in a margin account and are subject to margin requirements prescribed by SHK from time to time;
25.2 prior to effecting a short sale via US Trader for Client, there must be assurance acceptable to SHK that the relevant stock can be obtained or borrowed on Client’s behalf to effect delivery of the relevant stock to the purchaser;
25.3 if the relevant stock cannot be obtained or borrowed or cannot be re-borrowed in order to satisfy a re-call notice from a stock lender, then a bu y–in may be necess ary ac cording t o the a pplicable Regulator y Rules notwithstanding an y ea rlier indication to the contr ary fro m S HK via US Tra der or other wise, it be ing expressly unde rstood b y Client that notwithstanding any earlier indication to the contrary from SHK via US T xxxxx or other wise, if the relevant stock cannot be obtained, bo rrowed or re-borrowed, then without notice to or consent from Client, Client’ short position will be covered b y purchasing the relevant stock on the open market at the t hen-current market pri ce and Client shall be liable for any resulting losses and associated costs thereby incurred and the market value of the relevant stock is treated as a debit ite m to the Account. Client acknowledges and agrees t hat notwithstanding any act of SHK or an ything to th e contr ary contained in this clause 25 or other clauses of this A greement or any ot her document (written form or otherwise) or any information (written form or otherwise) (including, without limitation, US Trader RDS & Info defined in clause 31 herein below), SHK shall not be under any obligation to obtain, borrow or re-borrow any stock on behalf of Client.
Without prejudice to the provisions of Clause 13 and without this Clause in any way constituting a waiver of terms of payment, all sums due by the Borrower under this Agreement will automatically bear interest on a day to day basis from the date when they are payable until the date of actual payment at a rate per annum equal to the higher of:
12.1.1 Overnight LIBOR plus [**] per cent. [**], and
12.1.2 the CIRR plus [**] per cent. [**]. Such interest will itself bear interest at the above rate if it is due for an entire year.
Without prejudice to the provisions of Clause 3.1, no Owner shall do or permit or suffer to be done by his tenants, occupiers or licensees any act, deed, matter or thing which in any way interferes with or affects or which is likely to interfere with or affect the construction of any part of the Development at any time in the course of construction or the management and the maintenance of the Development.
(a) No Owner (including the First Owner) shall have the right to convert any part of the Common Areas and Facilities to his own use or for his own benefit unless approved by the Owners’ Committee. Any payment received for the approval shall be credited to the Special Fund.
(i) Subject to sub-clause (b)(ii) below, no Owner (including the First Owner) shall have the right to convert or designate any of his own areas to be Common Areas and Facilities unless the approval by a resolution of the Owners passed at an Owners’ meeting convened under this Deed has been obtained. No Owner (including the First Owner) shall have and the Manager shall not have the right to re- convert or re-designate the Common Areas and Facilities to his or its own use or benefit save as otherwise provided for when the area in question was so converted or designated.
(ii) Notwithstanding sub-clause (b)(i) above, an Owner may convert or designate any of his own areas as Common Areas and Facilities for the common use or benefit of some but not all the Owners (“the affected Owners”); and in that event, only the approval of the affected Owners will be required PROVIDED THAT no expenses for the maintenance or management of such Common Areas and Facilities shall be borne or paid by any other Owners who do not share in the common use or benefit thereof. The affected Owners may not reconvert or re-designate any such Common Areas and Facilities to the own use or benefit of one or more of them unless it is so provided for when the area in question was so converted or designated.
Without prejudice to the provisions of Clause 9, the Trustee may determine from time to time whether or not it will enforce the relevant guarantee which it may do without making any demand of or taking any proceedings against STWL and may from time to time make any arrangement or compromise with the Guarantor in relation to this guarantee which the Trustee may consider expedient in the interests of the relative Noteholders or Couponholders.
Without prejudice to the provisions of Clause 10, this Agreement may be terminated forthwith by either Party (the "First Party") giving to the other (the "Second Party") notice in writing in the following circumstances;
11.1.1 If, in respect of the Second Party, a petition is presented (other than a petition which is frivolous or vexatious and which is withdrawn or stayed within 20 Business Days) or a notice of resolution is given for the winding up of the Second Party (except for the purpose of a solvent amalgamation or reconstruction) or the Second Party has suffered the appointment of a receiver, an administrator or administrative receiver to manage its business affairs and property or if the Second Party has ceased to be able to pay its debts as they fall due; or
11.1.2 Unless otherwise provided in this Agreement, if the Second Party has committed a material breach of its obligations under this Agreement and (where such breach can be remedied) has failed to remedy it within 28 days after service upon it of a written notice specifying the breach in question and requiring it to be remedied.
