✨ Legal Agreement Clauses
5 JULY 2011 NEW ZEALAND GAZETTE, No. 93 2625
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17.3 Action against Third Parties: If the Purchaser has a claim against a third party in relation to a matter which gives rise to a claim in respect of which the Vendor has paid any amount to the Purchaser, the Purchaser shall (at the cost and expense of the Vendor) assign to the Vendor or its nominee all rights to the claim (if capable of assignment) against the third party. If the rights to any claim against the third party cannot be assigned to the Vendor, the Purchaser shall, at the request of the Vendor, comply with all reasonable directions of the Vendor in pursuing such claim, provided that the Vendor shall indemnify the Purchaser and its Related Companies against any costs, charges, liabilities and expenses that they may incur as a result of complying with the Vendor’s directions.
17.4 Survive termination: The provisions of this clause 17 are to survive the termination or expiration of this Agreement.
17.5 Damage to Purchaser’s reputation: In taking steps under clause 17.1(b), or in respect of a claim assigned under clause 17.3, or in giving directions under clause 17.3, the Vendor shall consult fully with the Purchaser, and shall not do, or require the Purchaser to do, anything which may harm the reputation or goodwill of the Purchaser, or the relationship of the Purchaser with any Stakeholder or with any members of the community in the vicinity of the Power Stations.
- DELAY
18.1 No delay, grant of time, release, compromise, forbearance (whether partial or otherwise) or other indulgence by one party in respect of any breach of the other party’s obligations under this Agreement will:
(a) operate as a waiver of, or prevent the subsequent enforcement of, that obligation; or
(b) be deemed a delay, grant of time, release, compromise, forbearance (whether partial or otherwise) or other indulgence in respect of, or a waiver of, any subsequent or other breach.- RECORDS
19.1 Access to general records after Settlement: After the Settlement Date, each party (and, as the context may require, its auditors or the IRD) may have such access to relevant records, books of account and other documents of the other party and its subsidiaries as may reasonably and properly be required by the first-mentioned party for its own accounting or taxation purposes, provided that neither party will be required to release any information under this clause which relates to its strategic direction or which is otherwise commercially sensitive or confidential.
19.2 Record keeping: Each party undertakes in favour of the other party that it will safeguard and keep, and maintain in a readily accessible state, all its accounting and taxation records for income years ending before Settlement and for the income year in which Settlement occurs for a period of 10 years from the end of the relevant income year to which the respective records relate.
- CONFIDENTIALITY
20.1 Confidentiality Obligation: Subject to clause 20.2, each party shall keep confidential, and make no disclosure of:
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NZ Gazette 2011, No 93
✨ LLM interpretation of page content
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Agreement for Sale and Purchase of Power Stations
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🌾 Primary Industries & ResourcesAgreement, Sale, Purchase, Power Stations, Legal Provisions, Clauses, Liability, Indemnity