Event of Election Sample Clauses

Event of Election. In the event that the Company fails to fulfill its registration responsibilities pursuant to Sections 2, 3 or 4 of this Agreement, the Stockholders shall have all rights and remedies available to them at law or equity.
Sample 1See All (4)
AutoNDA by SimpleDocs
Event of Election. In the event that the Merger Successor fails to fulfill its registration responsibilities pursuant to Sections 2, 3 or 4 of this Agreement, the Holders shall have all rights and remedies available to them at law or equity.
Sample 1Sample 2
Event of Election. If the Company shall not have otherwise effected a Liquidity Event by the fourth (4th) anniversary of the date hereof, then, notwithstanding the provisions of Section 7 hereof, the majority of the Equity Investors still holding Equity Securities shall have the right to elect a majority of the members of the Company’s Board of Directors and shall have the right to remove directors as necessary and to create vacancies for the election of such nominees (“Event of Election”). The Event of Election shall continue until the occurrence of a Liquidity Event, whereupon any directors nominated and elected pursuant to this Section 8 shall resign from the Board of Directors and those directors who were removed to create vacancies, if any, shall be reinstated to the Board of Directors.
Sample 1
Event of Election. In the event that the Company fails to fulfill its registration responsibilities pursuant to Sections 2 or 3 of this Agreement for any reason, then the holders of the Common Stock contained in the Units purchased by the Investors, in addition to all other rights and remedies available to such holders at law or equity, shall have the rights provided in Section 9 of the Subscription Agreement of even date herewith.
Sample 1

Related to Event of Election

  • Release from Contract An employee under contract shall be released from the obligations of the contract upon request under the following conditions:

  • Indemnification of the Fund PFPC agrees to defend, indemnify and hold the Fund and its officers, directors and employees harmless from any and all Claims arising directly or indirectly from the negligence, bad faith or willful misfeasance of PFPC in the performance of its duties hereunder. Notwithstanding the foregoing, the Fund shall not be indemnified against any Claim caused by the Fund's or the Fund's other service providers' willful misfeasance, bad faith or negligence.

  • Reimbursement of Expenses Associated with Security Breach In the event of a Security Breach that is attributable to the Provider, the Provider shall reimburse and indemnify the LEA for any and all costs and expenses that the LEA incurs in investigating and remediating the Security Breach, without regard to any limitation of liability provision otherwise agreed to between Provider and LEA, including but not limited to costs and expenses associated with: a. Providing notification to the parents of those students whose Student Data was compromised and regulatory agencies or other entities as required by law or contract; b. Providing credit monitoring to those students whose Student Data was exposed in a manner during the Security Breach that a reasonable person would believe may impact the student's credit or financial security; c. Legal fees, audit costs, fines, and any other fees or damages imposed against the LEA as a result of the security breach; and d. Providing any other notifications or fulfilling any other requirements adopted by the Illinois State Board of Education or under other State or federal laws.

  • Release from Liability Contractor generally releases from liability and waives all claims against any party providing information about the Contractor at the request of System Agency.

  • Independence from Material Breach Determination Except as set forth in Section X.D.1.c, these provisions for payment of Stipulated Penalties shall not affect or otherwise set a standard for OIG’s decision that Xxxxx has materially breached this IA, which decision shall be made at OIG’s discretion and shall be governed by the provisions in Section X.D, below.

  • Termination for Conflict of Interest HCA may terminate this Contract by written notice to the Contractor if HCA determines, after due notice and examination, that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW, or any other laws regarding ethics in public acquisitions and procurement and performance of contracts. In the event this Contract is so terminated, HCA will be entitled to pursue the same remedies against the Contractor as it could pursue in the event Contractor breaches the contract.

  • WAIVER IN CASE OF EMERGENCY In cases of emergency declared by the President of the United States, the Governor of the state of Ohio, the Xxxxxxxxxx County Sheriff, the City Manager of Xxxxx Heights, or any other authorized governmental official, for acts of God or civil disorder, the following conditions of this Agreement may be temporarily suspended by the Employer A. Time limits for the processing of grievances; and B. Selected work rules and/or agreements and practices relating to the assignment of employees.

  • Servicer Termination Event For purposes of this Agreement, each of the following shall constitute a “Servicer Termination Event”:

  • Termination Apart from Change of Control In the event the Employee’s employment is terminated for any reason, either prior to the occurrence of a Change of Control or after the twelve (12) month period following a Change of Control, then the Employee shall be entitled to receive severance and any other benefits only as may then be established under the Company’s (or any subsidiary’s) then existing severance and benefits plans or pursuant to other written agreements with the Company.

  • Resignation of the Master Servicer The Master Servicer shall not resign from the obligations and duties hereby imposed on it except upon determination that its duties hereunder are no longer permissible under applicable law or are in material conflict by reason of applicable law with any other activities carried on by it. Any such determination permitting the resignation of the Master Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Trustee. No such resignation shall become effective until the Trustee or a successor servicer shall have assumed the Master Servicer's responsibilities, duties, liabilities and obligations hereunder.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!