COMPANY'S TERMINATION RIGHTS. Upon the termination of the Trust pursuant to Section 9.1 and the surrender of the Exchangeable Company Interest and payment to the Trustee (in its capacity as such and/or in its capacity as Successor Servicer) of all amounts owed to it under any Pooling and Servicing Agreement, the Trustee shall assign and convey to the Company (without recourse, representation or warranty) in exchange for the Exchangeable Company Interest all right, title and interest of the Trust in the Trust Assets, whether then existing or thereafter created, and all proceeds thereof except for amounts held by the Trustee pursuant to subsection 9.3(b). The Trustee shall execute and deliver such instruments of transfer and assignment, in each case without recourse, representation or warranty, as shall be reasonably requested by the Company to vest in the Company all right, title and interest which the Trust had in the Trust Assets.
COMPANY'S TERMINATION RIGHTS. Upon the termination of the Trust pursuant to Section 9.01 and payment to the Trustee (in its capacity as such and/or in its capacity as Successor Servicer) of all amounts owed to it under any Pooling and Servicing Agreement, the Trustee shall assign and convey to the Company (without recourse, representation or warranty) in exchange for the Exchangeable Company Interest all right, title and interest of the Trust in the Trust Assets, whether then existing or thereafter created, and all proceeds thereof except for amounts held by the Trustee pursuant to subsection 9.03(b). The Trustee shall execute and deliver such instruments of transfer and assignment, in each case without recourse, representation or warranty, as shall be reasonably requested by the Company to vest in the Company all right, title and interest which the Trust had in the Trust Assets.
COMPANY'S TERMINATION RIGHTS. In addition to any other remedies which may be available to the Company in respect of any default, act or failure to act, or non-compliance with the terms of this Subscription Agreement by the Subscriber, the Company shall be entitled, at the Company’s sole discretion, to terminate and cancel, without any liability on such Company’s part, the Company’s obligations to issue the Tier 1 Preferred Shares under this Subscription Agreement if any condition set out in Section 4.3 has not be satisfied by the Subscriber or waived by the Company on or prior to 3:00 pm (EST) on October 31, 2017, unless such failure was caused by the Company’s bad faith or breach in any material respect of any provision of this Subscription Agreement, or unless such time restriction is amended by both the Subscriber and Company in writing.
COMPANY'S TERMINATION RIGHTS. Upon the termination of the Trust pursuant to Section 9.01 and payment to the Trustee (in its capacity as such and/or in its capacity as Successor Servicer) of all amounts owed to it under any Pooling and Servicing Agreement, the Trustee shall assign and convey to the Company (without recourse, representation or warranty) in exchange for the Exchangeable Company Interest all right, title and interest of the Trust in the Trust Assets, whether then existing or thereafter created, and all proceeds thereof except for amounts held by the Trustee pursuant to subsection 9.03(b). The Trustee shall execute and deliver such instruments of transfer and assignment, in each case without recourse, representation or warranty (except with respect to the Trustee Liens as set forth below), as shall be reasonably requested by the Company to vest in the Company all right, title and interest which the Trust had in the Trust Assets free and clear of all Trustee Liens.
COMPANY'S TERMINATION RIGHTS. Subject to the terms and conditions of this Section, at any time after the Issuance Date, and so long as the Company has provided appropriate notice as described below, if during any ten (10) consecutive Trading Days the Closing Sale Price of the Common Stock is below the Fixed Purchase Price for each of such ten (10) Trading Days, the Company shall have three (3) Trading Days to give written notice (a "COMPANY TERMINATION NOTICE") to the Holder electing to terminate this Agreement without any liability or payment to the Holder (a "COMPANY TERMINATION"). Any purchases submitted by the Holder which have a Purchase Date which is not later than three (3) Trading Days after receipt by the Holder of the Company Termination Notice, must be honored by the Company as otherwise provided herein. No such termination of this Agreement shall effect the Company's or the Holder's obligations under this Agreement with respect to pending purchases and the Company and the Holder shall complete their respective obligations with respect to any pending purchases under this Agreement.
COMPANY'S TERMINATION RIGHTS. Subject to the terms and conditions of ---------------------------- this Section, at any time after the Issuance Date, and so long as the Company has provided appropriate notice as described below, if during any ten (10) consecutive Trading Days the Closing Sale Price of the Common Stock is below the Fixed Conversion Price for each of such ten (10) Trading Days, the Company shall have three (3) Trading Days to give written notice (a "Company Termination Notice") to the Holder electing to terminate this Agreement without any liability or payment to the Holder (a "Company Termination") other than the Company must refund to the Holder any unused Prepayment Amount before the Company Termination Notice shall be deemed effective. No termination of this Agreement shall effect the Company's or the Holder's obligations under this Agreement with respect to pending conversions. Any conversions submitted by the Holder which have a Conversion Date which is not later than three (3) Trading Days after the later of: (1) receipt by the Holder of the Company Termination Notice or (2) full repayment to the Holder of any unused Prepayment Amount, must be honored by the Company as otherwise provided herein. The Company may not deliver a Company Termination Notice or otherwise effect a Company Termination in anticipation of or in connection with a Major Transaction until such Major Transaction has been publicly disclosed for a period of at least sixty (60) Trading Days. In the event that the Company publicly discloses a Major Transaction within sixty (60) Trading Days following a Company Termination, the Holder shall be entitled to the following payment equal to the Conversion Rate (determined as of the date of the Company Termination Notice) multiplied by the amount, if any that
(A) the arithmetic average of the Closing Sale Price for the Common Stock for the ten (10) Trading Days following the consummation of the Major Transaction exceeds (B) the Conversion Price determined as of the date the Company Termination is effected. Any payments under the previous sentence shall be made either in the form of cash or registered shares of Common Stock, eleven (11) Trading Days following the consummation of the Major Transaction. To the extent that such amounts are not paid on the eleventh (11th) Trading Day following the consummation of the Major Transaction, the Holder shall be entitled to interest in an amount equal to one percent (1.0%) of the unpaid amount per day, payable on deman...
COMPANY'S TERMINATION RIGHTS. Company may terminate this Agreement or applicable Site License Addenda, as follows:
COMPANY'S TERMINATION RIGHTS. The Company may terminate this Agreement only for good cause based upon breach by Associate of the duties and obligations under paragraph 5., above. In which event, Associate: (a) shall be entitled to retain all Training Materials and continue to engage in mergers and acquisitions as a finder, but without the assistance of the Company and without use of the Company’s name, and (b) Associate shall be entitled to their share of finder’s fees that are in escrow at the time of termination.
COMPANY'S TERMINATION RIGHTS. Upon the termination of the Trust pursuant to SECTION 9.01 and payment to the Trustee (in its capacity as such and/or in its capacity as Successor Servicer) of all amounts owed to it under any Pooling and Servicing Agreement, the Trustee shall assign and convey to the Company (without recourse, representation or warranty) in exchange for the Exchangeable Company Interest all right, title and interest of the Trust in the Trust Assets, whether then existing or thereafter created, and all proceeds thereof except for amounts held by the Trustee pursuant to SUBSECTION 9.03(B). The Trustee shall execute and deliver such instruments of transfer and assignment, in each case without recourse, representation or warranty (except with respect to the Trustee Liens as set forth below), as shall be reasonably requested by the Company to vest in the Company all right, title and interest which the Trust had in the Trust Assets free and clear of all Trustee Liens.
COMPANY'S TERMINATION RIGHTS. By the board of directors, or a duly authorized committee of the board, of Company if:
(i) Failure of Conditions. At any time after the Closing could otherwise be called, there has been a failure by Acquiror to satisfy its conditions precedent set forth in Subsection 6.2 (c) (Representations and Warranties), (e) (Opinion of Counsel), or (f) (Other Closing Transaction Documents) of which notice has been given in writing by Company and which has not been cured within thirty (30) business days of receipt of notice;
