STEP-IN ARRANGEMENTS Sample Clauses

A Step-In Arrangements clause allows a third party, often a lender or project sponsor, to temporarily take over the rights and obligations of a party to a contract, typically when that party defaults or fails to perform. In practice, this means that if a contractor is unable to fulfill their duties, the lender can "step in" to manage the project or appoint a replacement to ensure continuity. This clause is crucial in project finance and infrastructure agreements, as it protects the interests of financiers and stakeholders by minimizing disruptions and safeguarding the completion of the project.
STEP-IN ARRANGEMENTS. Section 4.01 Step-in Notice (a) Provided that all unperformed payment obligations of the Developer identified in a Department Notice will have been remedied in full or waived by the Department on or before the Step-in Date, the Collateral Agent may provide the Department with a written notice (“Step- in Notice”) under this Section 4.01 at any time during any Cure Period or Event of Default. (b) The Collateral Agent will nominate, in any Step-in Notice, any one of: (i) the Collateral Agent, a Lender or any of their respective Affiliates (any such respective Affiliate subject to Department approval unless such respective Affiliate is wholly-owned by the Lender to which it is affiliated); or (ii) any Person approved by the Department in its discretion, such approval not to be unreasonably withheld, conditioned or delayed if such Person meets all the criteria to be a Qualified Substitute Developer and the Department has been provided with the relevant information required under Section 5.03 with respect to such Person, provided that if the Department fails to respond to the Collateral Agent within 60 days of the date on which the Department has received the information specified in Section 5.03 in respect of such nominated Person, the approval of the Department shall be deemed to have been given (each a “Step-in Entity”), stating that the Step-in Entity is to become a joint and several obligor with the Developer under the Comprehensive Agreement and this Agreement in accordance with the terms hereof. (c) The Step-in Entity named in the Step-in Notice will be deemed to become a party to the Comprehensive Agreement and this Agreement on and from the date it executes a duly completed Step-in Entity Accession Agreement, substantially in the form attached hereto as Annex 1 (Form of Step-in Entity Accession Agreement), and submits it to the Department (the “Step-in Date”).
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STEP-IN ARRANGEMENTS. Step-in Notice
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STEP-IN ARRANGEMENTS. Section 4.01 Step-in Notice
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STEP-IN ARRANGEMENTS. 5.1 Step-in Notice‌ If at any time the Collateral Agent proposes that any Person become a joint and several obligor with Developer under the Project Agreement and this Agreement in accordance with the terms hereof (any such Person, a “Step-in Entity”), the effectiveness of such arrangement shall be conditional upon: (a) the Collateral Agent giving a notice (“Step-in Notice”) to the Enterprises, at any time that such notice delivery is permitted pursuant to Section 4.2(c), requesting the Enterprises’ consent to the proposed Step-in Entity;‌ (b) the Enterprises’ approval (or deemed approval) of the identity of the proposed Step-in Entity pursuant to Section 5.2; and (c) the proposed Step-in Entity executing a Step-in Entity Accession Agreement in accordance with Section 5.3.
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STEP-IN ARRANGEMENTS 
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Related to STEP-IN ARRANGEMENTS

  • Certain Arrangements The Company will not consummate or permit to occur any Section 13 Event unless (A) the Principal Party has a sufficient number of authorized, unissued and unreserved Common Shares to permit the exercise in full of the Rights in accordance with this Section 13 and (B) prior thereto the Company and the Principal Party have executed and delivered to the Rights Agent a supplemental agreement confirming that (1) the requirements of this Section 13 will be promptly performed in accordance with their terms, (2) the Principal Party will, upon consummation of such Section 13 Event, assume this Plan in accordance with Section 13(a) and Section 13(b), (3) such Section 13 Event will not result in a default by the Principal Party pursuant to this Plan (as it has been assumed by the Principal Party) and (4) the Principal Party, as soon as practicable after the date of such Section 13 Event and at its own expense, will: (i) prepare and file a registration statement pursuant to the Securities Act with respect to the Rights and the securities purchasable upon exercise of the Rights on an appropriate form, and use its best efforts to cause such registration statement to (x) become effective as soon as practicable after such filing and (y) remain effective (with a prospectus at all times meeting the requirements of the Securities Act) until the Expiration Date, and similarly comply with applicable state securities laws; (ii) use its best efforts to list (or continue the listing of) the Rights and the securities purchasable upon exercise of the Rights on a national securities exchange or to meet the eligibility requirements for quotation on a national securities exchange and to list (and continue the listing of) the Rights and the securities purchasable upon exercise of the Rights on a national securities exchange; (iii) deliver to holders of the Rights historical financial statements for the Principal Party and its Affiliates that comply in all respects with the requirements for registration on Form 10 (or any successor form) promulgated under the Exchange Act; and (iv) take all other action as may be necessary to allow the Principal Party to issue the securities purchasable upon exercise of the Rights.

  • Tax Arrangements 47.1 Where the Contractor is liable to be taxed in the UK in respect of consideration received under this contract, it shall at all times comply with the Income Tax (Earnings and ▇▇▇▇▇▇▇▇) ▇▇▇ ▇▇▇▇ (ITEPA) and all other statutes and regulations relating to income tax in respect of that consideration. 47.2 Where the Contractor is liable to National Insurance Contributions (NICs) in respect of consideration received under this Framework Agreement, it shall at all times comply with the Social Security Contributions and Benefits ▇▇▇ ▇▇▇▇ (SSCBA) and all other statutes and regulations relating to NICs in respect of that consideration. 47.3 The Authority may, at any time during the term of this Framework Agreement, request the Contractor to provide information which demonstrates how the Contractor complies with sub-clauses 47.1 and 47.2 above or why those clauses do not apply to it. 47.4 A request under sub-clause 47.3 above may specify the information which the Contractor must provide and the period within which that information must be provided.

  • Business Arrangements Except as disclosed in the Registration Statement, the Time of Sale Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell its products to any other person and is not bound by any agreement that affects the exclusive right of the Company or such subsidiary to develop, manufacture, produce, assemble, distribute, license, market or sell its products.

  • Implementation Arrangements Institutional Arrangements

  • Protective Arrangements In the event that a Party or any member of its Group either determines on the advice of its counsel that it is required to disclose any information pursuant to applicable Law or receives any request or demand under lawful process or from any Governmental Authority to disclose or provide information of the other Party (or any member of the other Party’s Group) that is subject to the confidentiality provisions hereof, such Party shall notify the other Party (to the extent legally permitted) as promptly as practicable under the circumstances prior to disclosing or providing such information and shall cooperate, at the expense of the other Party, in seeking any appropriate protective order requested by the other Party. In the event that such other Party fails to receive such appropriate protective order in a timely manner and the Party receiving the request or demand reasonably determines that its failure to disclose or provide such information shall actually prejudice the Party receiving the request or demand, then the Party that received such request or demand may thereafter disclose or provide information to the extent required by such Law (as so advised by its counsel) or by lawful process or such Governmental Authority, and the disclosing Party shall promptly provide the other Party with a copy of the information so disclosed, in the same form and format so disclosed, together with a list of all Persons to whom such information was disclosed, in each case to the extent legally permitted.