Ifc Policy Covenants Sample Clauses

The IFC Policy Covenants clause requires the contracting party to comply with specific policies and standards set by the International Finance Corporation (IFC) throughout the duration of the agreement. This typically includes adherence to environmental, social, and governance (ESG) requirements, as well as ongoing reporting and monitoring obligations to demonstrate compliance. The core function of this clause is to ensure that the project or activity financed by the IFC aligns with its sustainability and ethical standards, thereby managing reputational and operational risks for both parties.
Ifc Policy Covenants. 11.1. HCARE hereby accepts and agrees to be fully bound by and subject to all the covenants, terms and conditions set forth in SCHEDULE 3. 11.2. Without prejudice to Clause 11.1 above, any consent to be sought by the Promoters and/or the Company and/or the Subsidiaries from HCARE under Clause 10.3 of the HCARE IRA or any other provisions of the Transaction Documents (“HCARE Consent”) shall be substantially in the form set out in SCHEDULE 7 of this Agreement.
View Source
Ifc Policy Covenants. The Company and the Shareholders (other than IFC) (to the extent required pursuant to paragraph (a) of Schedule 11 (IFC Policy Covenants)) shall comply with IFC’s standard policies on environment, social, anti-corruption, anti-money laundering and insurance issues, as provided in Schedule 11 (IFC Policy Covenants).
View Source
Ifc Policy Covenants. (i) The Company shall promptly notify IFC upon becoming aware of: (a) any litigation or investigations or proceedings which have or may reasonably be expected to have a material adverse effect; or (b) any criminal investigations or proceedings against the Company or any Affiliates, and any such notification shall specify the nature of the action or proceeding and any steps that the Company proposes to take in response to the same. (ii) Upon IFC’s request, and with reasonable prior notice to the Company, the Company shall permit representatives of IFC and the CAO, during normal office hours, to: (a) visit any of the sites and premises where the business of the Company or its Subsidiaries is conducted; (b) inspect any of the offices, branches and other facilities of the Company or its Subsidiaries; (c) have access to the books of account and all records of the Company and its Subsidiaries; and (d) have access to those employees, agents, contractors and subcontractors of the Company and its Subsidiaries who have or may have knowledge of matters with respect to which IFC or the CAO seeks information, provided, that: (A) no such reasonable prior notice shall be necessary if special circumstances so require; and (B) in the case of the CAO, such access shall be for the purpose of carrying out the CAO’s Role. (iii) The Company shall, and shall ensure that each of its Subsidiaries will: (a) within ninety (90) days after the end of each fiscal year, deliver to IFC (A) a self-declaration note confirming the compliance of the Company or the relevant Subsidiary of the Company with the labor laws in each jurisdiction that the Company or such Subsidiary operates in and the lack of disputes submitted to court against the Company or the relevant Subsidiary of the Company in relation to Applicable S&E Law, and (B) information necessary to measure the ongoing development results of IFC’s investment in the Company against the indicators identified in Exhibit G and such other information as IFC shall reasonably require in order to measure the ongoing development results of IFC’s investment in the Company (which information IFC may hold and use in accordance with IFC’s Access to Information Policy, dated January 1, 2012, which is available ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇/wps/wcm/connect/98d8ae004997936f9b7bffb2b4b33c15/IFCPolicyDisclosureInformation.pdf?MOD=AJPERES); and (b) within three (3) days after its occurrence, notify IFC of any social, labor, health and safety, security or environme...
View Source
Ifc Policy Covenants. The Borrower and each Co-Borrower and their respective Subsidiaries shall:
View Source
Ifc Policy Covenants. (a) The Company and its Subsidiaries shall: (i) undertake their Operations in compliance with (i) the Action Plan and (ii) the IFC Performance Standards; (ii) periodically review the form of the Annual Monitoring Report and advise IFC as to whether revision of the form is necessary or appropriate in light of changes to the Operations of the Company or any Subsidiary, or in light of environmental or social risks identified by the Company’s S&E Management System, and revise the form as agreed with IFC; (iii) use all reasonable efforts to ensure the continuing operation of the S&E Management System to assess and manage the social and environmental performance of the Operations in compliance with the IFC Performance Standards; (iv) within sixty (60) days after the end of each fiscal year, deliver to IFC an Annual Monitoring Report confirming compliance with the Action Plan, the social and environmental covenants set forth in this Section 5.7 and Applicable S&E Law or, as the case may be, identifying any non-compliance or failure, and the actions taken to remedy any such deficiency, in form and substance satisfactory to IFC; provided the Company may supplement any Annual Monitoring Report with such information as may be useful to enhance its clarity and/or to better illustrate the Company’s performance over time (e.g., charts, graphs); (v) within three days after its occurrence, notify IFC of any social, labor, health and safety, security or environmental incident, accident or circumstance having, or which could reasonably be expected to have, any material impact on the implementation or operation of the Operations in compliance with the IFC Performance Standards or a Material Adverse Effect, specifying in each case the nature of the incident, accident, or circumstance and the impact or effect arising or likely to arise therefrom, and the measures the Company is taking or plans to take to address them and to prevent any future similar event; and keep IFC informed of the on-going implementation of those measures; (vi) not amend the Action Plan in any material respect without the prior written consent of IFC; and (vii) not undertake, or invest in any Person engaged in, any of the activities set forth on Annex B. (b) The Company hereby agrees that no party hereto shall make (and no party hereto shall authorize or permit any Affiliate or any other Person acting on its behalf to make) any Prohibited Payment. Each of the parties hereto further covenants that should I...
View Source
Ifc Policy Covenants. Sanctionable Practices (a) HCARE hereby agrees that it shall not engage in (nor authorize or permit any Affiliate or any other Person acting on its behalf to engage in) any Sanctionable Practice with respect to the Company or any transaction contemplated by this Agreement; (b) HCARE further covenants that should it become aware of any violation of Section 2(a) above, it shall promptly notify IFC; and (c) If IFC notifies the Company and/or HCARE of its concern that there has been a violation of Section 2(a) above, the Company and HCARE shall cooperate in good faith with IFC and its representatives in determining whether such a violation has occurred, and shall respond promptly and in reasonable detail to any notice from IFC, and shall furnish documentary support for such response upon IFC’s request.
View Source
Ifc Policy Covenants 
View SourceView Similar (9)

Related to Ifc Policy Covenants

  • Seller Covenants Seller covenants and agrees as follows:

  • Company Covenants Until all of Company’s obligations (other than contingent and indemnification obligations) under all of the Transaction Documents are paid in full, or within the timeframes otherwise specifically set forth below, Company will at all times comply with the following covenants: (i) so long as the Interest is outstanding and for at least twenty (20) Business Days (as defined in the Interest) thereafter, Company will timely file on the applicable deadline (including any extensions thereof) all reports required to be filed with the SEC pursuant to Sections 13 or 15(d) of the 1934 Act that would otherwise impact the availability of Rule 144 of the 1933 Act, and will take all reasonable action under its control to ensure that adequate current public information with respect to Company, as required in accordance with Rule 144 of the 1933 Act, is publicly available, and until a Fundamental Transaction (as defined in the Interest) will not terminate its status as an issuer required to file reports under the 1934 Act even if the 1934 Act or the rules and regulations thereunder would permit such termination; (ii) until a Fundamental Transaction, the Common Stock shall be listed or quoted for trading on any of (a) NYSE, (b) NASDAQ, (c) OTCQX, or (d) OTCQB; (iii) until a Fundamental Transaction, trading in Company’s Common Stock will not be suspended, halted, chilled, frozen, reach zero bid or otherwise cease on Company’s principal trading market; (iv) unless an acquiring party specifically agrees to assume all rights and obligations associated with the Interest and, in Investor’s discretion is capable of fulfilling such obligations, Company may not consummate any sale or liquidation of all or substantially all of its business or any material asset outside the ordinary course of business without the prior written consent of Investor; (v) Company will not grant a security or royalty interest in any of the Included Products (as defined in the Interest) for the primary purpose of raising capital without Investor’s prior written consent, which for the avoidance of doubt, shall exclude any of the Included Products with one or more business development partners in connection with a licensing transaction or collaboration; and (vi) for so long as the Interest remains outstanding, Company shall deliver to Investor quarterly reports summarizing all Included Products revenues and Net Sales (as defined in the Interest) and shall further hold with Investor a quarterly call with Company’s management to discuss such report, provided that Company will not disclose any material non-public information to Investor without Investor’s prior written consent.

  • Subsidiary Covenants The Borrower will not, and will not permit any Subsidiary to, create or otherwise cause to become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to pay dividends or make any other distribution on its stock, or make any other Restricted Payment, pay any Indebtedness or other Obligation owed to the Borrower or any other Subsidiary, make loans or advances or other Investments in the Borrower or any other Subsidiary, or sell, transfer or otherwise convey any of its property to the Borrower or any other Subsidiary.

  • Confidentiality Covenants (a) The Executive understands that the Company and/or its Affiliates, from time to time, may impart to the Executive confidential information, whether such information is written, oral or graphic.

  • Interim Covenants (a) Except with the prior written consent of Purchaser (which consent shall not be unreasonably withheld, delayed or conditioned), as otherwise contemplated or permitted by this Agreement or as required by the Bankruptcy Code or other applicable Law, during the period prior to and up to Closing, Seller shall operate the Yu-Gi-Oh! Business in compliance in all material respects with all Laws applicable to the operation of its business. From the date hereof through the Closing Date, or as otherwise required by applicable Law, Seller shall use commercially reasonable efforts to: (i) maintain the Purchased Assets in a manner consistent with past practices, reasonable wear and tear excepted and maintain the types and levels of insurance currently in effect in respect of the Purchased Assets; (ii) preserve intact the Yu-Gi-Oh! Business, to keep available the services of its current employees and agents and to maintain its relations and goodwill with its suppliers, customers, distributors and any others with whom or with which it has business relations; (iii) upon any damage, destruction or loss to any Purchased Asset, apply any insurance proceeds received with respect thereto to the prompt repair, replacement and restoration thereof to the condition of such Purchased Asset before such event or, if required, to such other (better) condition as may be required by applicable Law; (iv) promptly advise Purchaser in writing of the occurrence of any event that has had, or would reasonably be expected to have, a Material Adverse Change; and (v) consult with Purchaser on all material aspects of the Yu-Gi-Oh! Business as may be reasonably requested from time to time by Purchaser, including, but not limited to, personnel, accounting and financial functions. (b) Except as otherwise contemplated or permitted by this Agreement or by applicable Law, during the period prior to and up to Closing, Seller shall not, without the prior written consent of Purchaser: (i) enter into, terminate or amend or reject any of the Transferred Agreements, or cancel, modify or waive any material claims held in respect of the Purchased Assets or waive any material rights of value; (ii) do any act or fail to do any act that will cause a material breach or default under any of the Transferred Agreements; (iii) sell, transfer or otherwise dispose of any of the Purchased Assets; (iv) modify any of its sales practices or receivables collections practices from those in place on the date hereof, including offering any discounts, incentives or other accommodations for early payment; (v) conduct any “going out of business,” liquidation, bankruptcy, or similar sales or take any action to fashion its business as going out of business, liquidating or closing; (vi) dispose of or fail to keep in effect any material rights in, to, or for the use of any of the Intellectual Property, except for rights which expire or terminate in accordance with their terms; (vii) subject any Purchased Assets to any Liens; (viii) enter into, or negotiate any licenses or grant any party any rights or license in any of the Purchased Assets; or (ix) authorize any of the foregoing, or commit or agree to take actions, whether in writing or otherwise, to do any of the foregoing. (c) Seller take all action to properly and timely (i) exercise its option for the next season of Yu-Gi-Oh! such that the expiration dates of the Yu-Gi-Oh! Grant Agreements at Closing shall be August 31, 2019 for broadcast and home video rights in the United States, August 31, 2020 for broadcast and home video rights in the territory described therein outside of the United States, and August 31, 2019 with respect to merchandising rights and (ii) make any required payments under the Yu-Gi-Oh Grant Agreements.