In the simplest case, this concerns interfaces between slab wave- guides with different core thicknesses. Introduction Taper structures, and the modelling and design of these, for manifold purposes, have a decades-long history in the field of integrated / waveguide optics. WHEREAS the Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act") and If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be.ĭefinitions As used in this Agreement, the following terms shall have the following meanings: shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. All payments received by the Administrative Agent after 2:00 p.m. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 2:00 p.m. General All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Related to Shorter Oxford English Dictionary The classic statement of the principle is in the judgment of Innes CJ in Robinson v Randfontein Estates:15 There is little difficulty with the notion of a conflict of interest, a concept that has over many years received the attention of our courts. Lastly, a conflict of interest or a lack of independence are also reasons for the removal of a BRP. At the very least the potential for harm to have been caused by the actions of the BRP must be considered even if that harm was averted or did not materialise. While proof of harm to the company, whether in the implementation of an approved business plan or from the perspective of its future operations after business rescue is terminated, may not be a prerequisite to proof of a failure to exercise a proper degree of care, in the absence of harm it may be difficult for a court to conclude that the BRP has not exercised a proper degree of care. It is difficult to see how that could be shown by way of general allegations without reference to specific instances of negligence. A failure to exercise a proper degree of care in the performance of their functions will in most instances require proof of negligence. A general neglect of the duties of a BRP, where the BRP simply fails to deal with matters requiring attention in a regular and timeous fashion, may suffice, but a BRP who is attending to matters in a manner which the affected party does not approve of is not failing to perform their duties. A failure to convene meetings as required by the statute and the business rescue plan, or a failure to report to the creditors and other affected parties, come to mind as fairly obvious examples. Where a failure to perform the duties of a BRP is relied on it is essential to identify the duties that the affected party says should have been performed and to show the respects in which they were not performed. An inability to perform the role of BRP properly in relation to the circumstances of the particular company must be demonstrated. The alleged incompetence must relate directly to the performance of the task of a BRP. Nor does the failure to meet the standards that the affected party would like to see achieved, whether that relates to the time taken to complete the business rescue process, or the prices at which assets are sold, or the manner in which the BRP approaches their task. Merely moderate ability does not amount to incompetence. Shorter Oxford English Dictionary. 6 ed (2007), Vol 1 at 1355, sv ' incompetent', meaning 2.
0 Comments
Leave a Reply. |
AuthorWrite something about yourself. No need to be fancy, just an overview. ArchivesCategories |