Common use of Declaratory or Injunctive Relief Clause in Contracts

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Use Agreement remains in effect) or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the Authority or other express beneficiary of this Non- Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (A) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Use Agreement remains in effect) or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the The Authority or other any express beneficiary of the Authority’s rights under this Non- Non-Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. ; provided, however, injunctive or declaratory relief is not an available remedy if the Authority has terminated the Stadium Lease and has not agreed to recognize the Team Use Agreement pursuant to the terms of Section 17.1(b)(iii) of the Stadium Lease; provided, further, injunctive or declaratory relief, including specific performance, is not an available remedy (other than in the case of a Specified Relocation Default) where specific performance would result in noncompliance with the MLB Rules by TeamCo, StadCo, the Team or the Authority (so long as the MLB Rules are applied by MLB without discrimination in application to the Team or Stadium). (b) In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL MLB Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (Aw) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Term Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Term Use Agreement remains in effect) ), or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the Authority or other express beneficiary of this Non- Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Non- Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (A) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of this Non-Non- Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,, (C) the Authority may enforce any such covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement through specific performance, and (D) the Authority may seek injunctive or other form of ancillary relief from a court of competent jurisdiction in order to maintain the status quo and enforce the terms of Article 3 of this Non-Relocation Agreement. The Parties hereby agree and irrevocably stipulate that the rights of the Authority to injunctive relief pursuant to this Section 4.3 of this Non-Relocation Agreement shall not constitute a “claim” pursuant to Section 101(5) of the United States Bankruptcy Code and shall not be subject to discharge or restraint of any nature in any bankruptcy proceeding involving TeamCo, and that this Non-Relocation Agreement is not an “executory” contract as contemplated by Section 365 of the United States Bankruptcy Code. (b) TEAMCO WAIVES ANY RIGHT IT MAY HAVE TO OBJECT TO OR TO RAISE A DEFENSE TO ANY ACTUAL OR REQUESTED AWARD OF THE REMEDY OF SPECIFIC PERFORMANCE IN ANY ACTION BROUGHT BY OR ON BEHALF OF THE AUTHORITY IN RESPECT OF A MATERIAL BREACH OR THREATENED BREACH BY TEAMCO OF ANY COVENANT OR AGREEMENT CONTAINED IN ARTICLE 3 OF THIS NON-RELOCATION AGREEMENT, EXCEPT (I) ALLEGED UNCLEAN HANDS OF THE AUTHORITY OR LACHES IN THE COMMENCEMENT OF THE PROCEEDINGS AND (II) THE DEFENSE THAT THERE HAS IN FACT NOT BEEN A MATERIAL BREACH OR THREATENED BREACH BY TEAMCO OF ANY COVENANT OR AGREEMENT CONTAINED IN ARTICLE 3 OF THIS NON-RELOCATION AGREEMENT. (c) Notwithstanding the foregoing to the contrary, so long as Xxxx Xxxxx is, directly or indirectly, the Controlling Person of TeamCo, the Authority and any other beneficiaries of this Non-Relocation Agreement agree that they must first seek (and thereafter prosecute to a final and non-appealable judgment) injunctive or declaratory relief pursuant to this Section 4.3 hereof (including specific performance) for a Specified Relcation Default prior to instituting a suit for (or otherwise seeking to obtain) liquidated damages. In the event that the remedy of injunctive relief pursuant to this Section 4.3(c) hereof (including specific performance) is not granted by a court of competent jurisdiction, then the Authority and any express beneficiaries hereof shall have the right to pursue any and all other remedies available under this Non-Relocation Agreement including any and all remedies available at law or in equity.

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Use Agreement remains in effect) or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the The Authority or other any express beneficiary of the Authority’s rights under this Non- Non-Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. ; provided, however, injunctive or declaratory relief is not an available remedy if the Authority has terminated the Stadium Lease and has rejected a Team Use Agreement that contains the Required Team Use Terms pursuant to the terms of Section 17.1(b)(iii) of the Stadium Lease; provided, further, injunctive or declaratory relief, including specific performance, is not an available remedy (other than in the case of a Specified Relocation Default) where specific performance would result in noncompliance with the MLB Rules by TeamCo, StadCo, the Team or the Authority (so long as the MLB Rules are applied by MLB without discrimination in application to the Team or Stadium). (b) In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL MLB Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (Aw) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Use Agreement remains in effect) ), or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the Authority or other express beneficiary of this Non- Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Non- Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (A) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of 3of this Non-Non- Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of 3of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,, (C) the Authority may enforce any such covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement through specific performance, and (D) the Authority may seek injunctive or other form of ancillary relief from a court of competent jurisdiction in order to maintain the status quo and enforce the terms of Article 3of this Non-Relocation Agreement. The Parties hereby agree and irrevocably stipulate that the rights of the Authority to injunctive relief pursuant to this Section 4.3 of this Non-Relocation Agreement shall not constitute a “claim” pursuant to Section 101(5) of the United States Bankruptcy Code and shall not be subject to discharge or restraint of any nature in any bankruptcy proceeding involving TeamCo, and that this Non-Relocation Agreement is not an “executory” contract as contemplated by Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code. (b) TEAMCO WAIVES ANY RIGHT IT MAY HAVE TO OBJECT TO OR TO RAISE A DEFENSE TO ANY ACTUAL OR REQUESTED AWARD OF THE REMEDY OF SPECIFIC PERFORMANCE IN ANY ACTION BROUGHT BY OR ON BEHALF OF THE AUTHORITY IN RESPECT OF A MATERIAL BREACH OR THREATENED BREACH BY TEAMCO OF ANY COVENANT OR AGREEMENT CONTAINED IN ARTICLE 3 OF THIS NON-RELOCATION AGREEMENT, EXCEPT (I) ALLEGED UNCLEAN HANDS OF THE AUTHORITY OR LACHES IN THE COMMENCEMENT OF THE PROCEEDINGS AND (II) THE DEFENSE THAT THERE HAS IN FACT NOT BEEN A MATERIAL BREACH OR THREATENED BREACH BY TEAMCO OF ANY COVENANT OR AGREEMENT CONTAINED IN ARTICLE 3 OF THIS NON-RELOCATION AGREEMENT. (c) Notwithstanding the foregoing to the contrary, so long as Xxxx Xxxxx is, directly or indirectly, the Controlling Person of TeamCo, the Authority and any other beneficiaries of this Non-Relocation Agreement agree that they must first seek (and thereafter prosecute to a final and non-appealable judgment) injunctive or declaratory relief pursuant to this Section 4.3 hereof (including specific performance) for a Specified Relocation Default prior to instituting a suit for (or otherwise seeking to obtain) liquidated damages. In the event that the remedy of injunctive relief pursuant to this Section 4.3(c) hereof (including specific performance) is not granted by a court of competent jurisdiction, then the Authority and any express beneficiaries hereof shall have the right to pursue any and all other remedies available under this Non-Relocation Agreement including any and all remedies available at law or in equity.

Declaratory or Injunctive Relief. ‌ (a) So long as the Authority has not terminated the Stadium Lease (unless the Team Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team Use Agreement remains in effect) or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the The Authority or other any express beneficiary of the Authority’s rights under this Non- Non-Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3 of this Non-Relocation Agreement. ; provided, however, injunctive or declaratory relief is not an available remedy if the Authority has terminated the Stadium Lease and has rejected a Team Use Agreement that contains the Required Team Use Terms pursuant to the terms of Section 17.1(b)(iii) of the Stadium Lease; provided, further, injunctive or declaratory relief, including specific performance, is not an available remedy (other than in the case of a Specified Relocation Default) where specific performance would result in noncompliance with the MLB Rules by TeamCo, StadCo, the Team or the Authority (so long as the MLB Rules are applied by MLB without discrimination in application to the Team or Stadium).‌ (b) In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL MLB Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (Aw) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3 of this Non-Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,remedy,‌

Declaratory or Injunctive Relief. (a) So long as the Authority has not terminated the Stadium Lease (unless the Team TeamTerm Use Agreement remains in effect), terminated StadCo’s right of possession of the Stadium under the Stadium Lease (unless the Team TeamTerm Use Agreement remains in effect) ), or recovered liquidated damages pursuant to Section 4.4 hereof (if the Authority has chosen to pursue any of such remedies), the Authority or other express beneficiary of this Non- Non-Relocation Agreement shall be entitled to seek injunctive relief prohibiting or mandating action by TeamCo in accordance with, or declaratory relief with respect to, the covenants or agreements set forth in Article 3Article 3 of this Non-Relocation Agreement. In addition, TeamCo (i) recognizes that the Authority owns the Stadium, certain taxes have been imposed by the County, and certain debt is being incurred by the County in order to permit the construction and development of the Stadium and the playing of NFL Home Games in the Stadium during the Non-Relocation Term in accordance with Article 2 of this Non-Relocation Agreement, and (ii) acknowledges and agrees that monetary damages could not be calculated to compensate the Authority for any breach by TeamCo of the covenants or agreements contained in Article 3 of this Non-Relocation Agreement. Accordingly, TeamCo agrees that (A) the Authority may restrain or enjoin any breach or threatened breach of any covenant or agreement of TeamCo contained in Article 3Article 3 of this Non-Relocation Agreement without the necessity of posting a bond or other security and without any further showing of irreparable harm, balance of xxxxx, consideration of the public interest or the inadequacy of monetary damages as a remedy, (B) the administration of an order for injunctive relief would not be impractical and, in the event of any breach of any covenant or agreement contained in Article 3 of this Non-Relocation Agreement, the balance of hardships would weigh in favor of entry of injunctive relief,