Exceptions to Observer Rights Sample Clauses

Exceptions to Observer Rights. Notwithstanding anything to the contrary contained herein, the Company shall have the right to withhold from an Observer written materials and other information, including portions of the minutes of meetings of the Board or any committees thereof, and exclude an Observer from any meeting of the Board or a committee, if the Board determines, in its sole discretion, that the Observers’ access to such information (i) could jeopardize an attorney-client privilege or result in (a) a breach by the Company of its obligations under any agreement, arrangement or understanding or (b) a violation of any applicable law or (ii) is necessary or appropriate in furtherance of discharging the Board’s fiduciary duties to the Company. In addition, if the Board or any committee is considering any transaction in which Xxxxxxx or any of its Affiliates has an existing interest, then the Company may withhold from the Observers written materials and other information relating to such transaction and the Observers shall excuse themselves from any portion of a meeting in which such transaction is discussed.
Sample 1
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Related to Exceptions to Observer Rights

  • Exceptions to Restrictions The provisions of Section 3.1 shall not apply to any of the following transfers:

  • Exceptions to Limitations These limitations of liability do not apply to breaches of confidentiality obligations, violations of a party’s Intellectual Property Rights by the other party, indemnification obligations, or Customer's payment obligations.

  • Exceptions to Covenants The Borrower shall not take any action or fail to take any action which is permitted as an exception to any of the covenants contained in any of the Loan Papers if such action or omission would result in the breach of any other covenant contained in any of the Loan Papers.

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • CONDITIONS TO GRANT TO HAVE AND TO HOLD the above granted and described Property unto and to the use and benefit of Lender, and the successors and assigns of Lender, forever; PROVIDED, HOWEVER, these presents are upon the express condition that, if Borrower shall well and truly pay to Lender the Debt at the time and in the manner provided in the Note and this Security Instrument, shall well and truly perform the Other Obligations as set forth in this Security Instrument and shall well and truly abide by and comply with each and every covenant and condition set forth herein and in the Note, these presents and the estate hereby granted shall cease, terminate and be void.

  • CONDITIONS TO PURCHASE The obligations of the Purchaser to purchase any Mortgage Loans on any Closing Date are subject to the satisfaction, as applicable, prior to or on the Initial Closing Date and on such Closing Date (or on such other date as expressly provided for herein) of the following conditions, any of which may be waived in writing by Purchaser:

  • Conditions to Purchases No Purchase Commitment or Purchase shall be entered into unless each of the following conditions is satisfied (or waived as provided below) as of the date (such Portfolio Investment’s “Trade Date”) on which such Purchase Commitment is entered into (and such Portfolio Investment shall not be Purchased, and the related Financing shall not be required to be made available to the Company by the applicable Financing Providers, unless each of the following conditions is satisfied or waived as of such Trade Date):

  • Conditions to Obligations to Close The obligations of Purchaser to consummate the transactions contemplated herein shall be subject to the fulfillment of the following conditions (“Purchaser’s Conditions”), any of which may be waived by Purchaser in its sole and absolute discretion:

  • Certain Conditions to Assignments Assignments shall be subject to the following additional conditions:

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