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Legal Events Sample Clauses

Legal Events. If any law is adopted or amended or any rule or regulation is published for public comment, promulgated or modified, any administrative ruling, advisory opinion or judicial interpretation in any jurisdiction is issued or modified or any court or administrative tribunal in any jurisdiction issues any decision, judgment, order or interpretation, which, in the reasonable judgment of one party draws into question the terms of this Agreement in a manner that may materially and adversely affect a party’s or any party’s affiliate’s licensure, accreditation, certification, or ability to bxxx, to claim, to present a bxxx or claim, or to receive payment or reimbursement from any payor or that may subject such party to a substantial risk of prosecution or civil monetary penalty, then the parties shall modify this Agreement to the minimum extent necessary to eliminate the illegal or unenforceable aspects hereof, while remaining consistent with the intent of this Agreement in its original form.
Legal EventsThe parties acknowledge that this Agreement has been negotiated and entered into to effect compliance with the provisions of the Medicare and Mxxxxxxx xxxx-xxxxxxxx xxxxxxx, 00 X.X.X. § 0000x-0x(x), and the Sxxxx law, 42 U.S.C. § 1395nn, and all other applicable laws and regulations. If any law is adopted or amended or any rule or regulation is published for public comment, promulgated or modified, any administrative ruling, advisory opinion or judicial interpretation in any jurisdiction is issued or modified or any court or administrative tribunal in any jurisdiction issues any decision, judgment, order or interpretation, which, in the reasonable judgment of one party draws into question the terms of this Agreement in a manner that may materially and adversely affect a party’s or any party’s affiliate’s licensure, accreditation, certification, or ability to refer, to accept any referral, to bxxx, to claim, to present a bxxx or claim, or to receive payment or reimbursement from any federal, state or local governmental or non-governmental payor or that may subject such party to a substantial risk of prosecution or civil monetary penalty, then the parties shall modify this Agreement to the minimum extent necessary to eliminate the illegal or unenforceable aspects hereof, while remaining consistent with the intent of this Agreement in its original form.
Legal Events. Either (1) the indictment or institution of any legal process or proceeding against any Credit Party, Restricted Subsidiary, Key Person or officer or director of any Credit Party or Restricted Subsidiary, under any federal, state, provincial, municipal or other criminal statute, rule, regulation, order or requirement having the force of law for a felony, or (2) the institution by the SEC of an enforcement proceeding against any Credit Party, Restricted Subsidiary, Key Person or officer or director of any Credit Party or Restricted Subsidiary;
Legal Events. Notwithstanding any other provision of this Agreement, if, subsequent to the effective date hereof, the governmental agencies that administer the Medicare, Medicaid, or other federal programs (or their representatives or agents), or any other federal, state or local governmental or non-governmental agency, or any court or administrative tribunal passes, issues, or promulgates any law, rule, regulation, standard, interpretation, order, decision, or judgment, including but not limited to those relating to any safe harbor regulations pursuant to 42 U.S.C. §1320-7b (anti-kickback statute) or any self-referral regulations pursuant to 42 U.S.C. §1395nn (Xxxxx II) (collectively or individually, “Legal Event”), which, in the good faith judgment of one party (the “Noticing Party”), materially and adversely affects either party’s licensure, accreditation, certification, or ability to bill, to claim, to present a bill or claim, or to receive payment or reimbursement from any federal, state, or local governmental or non- governmental payor, or which subjects the Noticing Party to a risk of prosecution or civil monetary penalty, or which, in the good faith judgment of the Noticing Party, indicates a safe harbor rule or regulation with which the Noticing Party desires further compliance, then the Noticing Party may give the other party notice of intent to amend or terminate this Agreement in accordance with Section 4.2 below.
Legal EventsIn the event that any state or federal law, rule or regulation, now existing or enacted or promulgated after the date hereof, is interpreted by judicial decision, by applicable regulatory agency or by IOI health care legal counsel in such a manner as to indicate that this Agreement or any provision of this Agreement is in violation of such law, rule or regulation, Westbank and IOI shall immediately work together to amend this Agreement as may be necessary to cause the applicable provision of this Agreement to be in compliance with such law, rule or regulation while preserving to the fullest extent possible the underlying economic and financial arrangements between Westbank and IOI without unnecessary substantial economic detriment to either party. Should the parties be unable to agree to such amendment, the inability of the parties shall be deemed to be a Dispute as defined in Section 13 of this Agreement that shall be resolved in accordance with the mechanisms set forth for Dispute resolution in Section 13.

Related to Legal Events

  • Special Events For the purposes of this Agreement, “special events” are defined as:

  • Material Events any other event occurs or circumstance arises which, in the opinion of the Agent (following consultation with the Banks), is likely materially and adversely to affect either (i) the ability of any Security Party to perform all or any of its obligations under or otherwise to comply with the terms of any of the Security Documents or (ii) the security created by any of the Security Documents; or

  • Termination Events If the Early Termination Date results from a Termination Event:—

  • Events If either Party hereto is at any time either during this Agreement or thereafter prevented or delayed in complying with any provisions of this Agreement by reason of strikes, walk-outs, labour shortages, power shortages, fires, wars, acts of God, earthquakes, storms, floods, explosions, accidents, protests or demonstrations by environmental lobbyists or native rights groups, delays in transportation, breakdown of machinery, inability to obtain necessary materials in the open market, unavailability of equipment, governmental regulations restricting normal operations, shipping delays or any other reason or reasons beyond the control of that Party, then the time limited for the performance by that Party of its respective obligations hereunder shall be extended by a period of time equal in length to the period of each such prevention or delay.

  • Other Termination Events Subject to Section 5.3(b), this Agreement shall terminate with respect to all Parties upon the earliest to occur of (a) a written agreement among the Parties to terminate this Agreement, (b) the Closing and (c) termination of this Agreement in accordance with Section 5.1 by written notice.

  • Events of Default and Termination Events The following Events of Default and Termination Events shall apply to Party A and Party B as set forth below:

  • Other Events There occurs any other event of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A (or any successor rule) (or a response to any similar item on any similar schedule or form) promulgated under the Exchange Act (as defined below), whether or not the Company is then subject to such reporting requirement.

  • Default Events In the event of a default as defined in the applicable SLA by a borrower with respect to any loan entered into pursuant to an SLA, GSAL will, and is hereby authorized by each Lender to, exercise on Lender's behalf, in its discretion and without prior notification to Lender, any and all remedies provided thereunder or available under applicable law. In addition, the following applies: (a) If a borrower fails in respect of any loan of securities effected pursuant hereto and pursuant to the applicable SLA to return any securities on loan when due thereunder (the “Return Date”), then GSAL shall, at its expense, but subject to Section 12(e) and (g) hereof, deposit replacement securities of the same issue, type, class and series as that of the loaned securities to the Lender’s account with Custodian, as soon as practicable. If GSAL is unable to obtain replacement securities, GSAL shall at its expense, but subject to Sections 12(e) and (g) hereof, pay Lender in U.S. dollars with the Market Value of such securities on loan on the Credit Date (as defined below). To the extent that GSAL deposits replacement securities or make payments pursuant to this Section 12(a), GSAL shall be subrogated to Lender’s rights against borrower as provided in Section 12(g). (b) If a borrower fails to pay the amount of cash Distributions with respect to securities on loan that Lender would have received had such securities not been on loan, GSAL shall pay Lender the amount of such cash Distributions plus the amount of any overdraft charges charged by the Custodian. For purposes of this section 12, “Distributions” shall mean interest, dividends and other distributions (including, but not limited to, payments made by the depositary in connection with American Depositary Receipts). To the extent that GSAL has made any payments pursuant to this Section 12(b), GSAL shall be subrogated to Lender’s rights against Borrower as provided in Section 12(g). The foregoing shall, subject to Section 12(g), be at GSAL’s expense.

  • Political Event A Political Event shall mean one or more of the following acts or events by or on account of any Government Instrumentality: (a) Change in Law, only if consequences thereof cannot be dealt with under and in accordance with the provisions of Article 37 and its effect, in financial terms, exceeds the sum specified in Clause 37.1; (b) compulsory acquisition in national interest or expropriation of any Project Assets or rights of the Concessionaire or of the Contractors; (c) unlawful or unauthorised or without jurisdiction revocation of, or refusal to renew or grant without valid cause, any clearance, licence, permit, authorisation, no objection certificate, consent, approval or exemption required by the Concessionaire or any of the Contractors to perform their respective obligations under this Agreement and the Project Agreements; provided that such delay, modification, denial, refusal or revocation did not result from the Concessionaire's or any Contractor's inability or failure to comply with any condition relating to grant, maintenance or renewal of such clearance, licence, authorisation, no objection certificate, exemption, consent, approval or permit; (d) any failure or delay of a Contractor but only to the extent caused by another Political Event and which does not result in any offsetting compensation being payable to the Concessionaire by or on behalf of such Contractor; or (e) any event or circumstance of a nature analogous to any of the foregoing.

  • Additional Events of Default Section 4.1 For purposes of this Supplemental Indenture and the Notes, in addition to the Events of Default set forth in Section 501 of the Indenture, each of the following also shall constitute an “Event of Default:” (a) default in the payment of the principal of or any premium on the Notes at Maturity; (b) there shall occur a default under any bond, debenture, note or other evidence of indebtedness of the Company, or under any mortgage, indenture or other instrument of the Company (including a default with respect to Securities of any series other than that series) under which there may be issued or by which there may be secured any indebtedness of the Company (or by any Subsidiary, the repayment of which the Company has guaranteed or for which the Company is directly responsible or liable as obligor or guarantor), whether such indebtedness now exists or shall hereafter be created, which default shall constitute a failure to pay an aggregate principal amount exceeding $10,000,000 of such indebtedness when due and payable after the expiration of any applicable grace period with respect thereto and shall have resulted in such indebtedness in an aggregate principal amount exceeding $10,000,000 becoming or being declared due and payable prior to the date on which it would otherwise have become due and payable, without such indebtedness having been discharged, or such acceleration having been rescinded or annulled, within a period of 10 days after there shall have been given, by first class mail, to the Company by the Trustee or to the Company and the Trustee by the Holders of at least a majority in principal amount of the Outstanding Notes a written notice specifying such default and requiring the Company to cause such indebtedness to be discharged or cause such acceleration to be rescinded or annulled and stating that such notice is a “Notice of Default” under the Indenture; and (c) the entry by a court of competent jurisdiction of one or more judgments, orders or decrees against the Company or any of its Subsidiaries in an aggregate amount (excluding amounts covered by insurance) in excess of $10,000,000 and such judgments, orders or decrees remain undischarged, unstayed and unsatisfied in an aggregate amount (excluding amounts covered by insurance) in excess of $10,000,000 for a period of 30 consecutive days. Section 4.2 Notwithstanding any provisions to the contrary in the Indenture, upon the acceleration of the Notes in accordance with Section 502 of the Indenture, the amount immediately due and payable in respect of the Notes shall equal the Outstanding principal amount thereof, plus accrued and unpaid interest, plus the Make-Whole Amount.