Limitation On Exercise of Rights. At any time that an Event of Tenant’s Default has occurred and remains uncured, (i) it shall not be unreasonable for Landlord to deny or withhold any consent or approval requested of it by Tenant which Landlord would otherwise be obligated to give, and (ii) Tenant may not exercise any option to extend, right to terminate this Lease, or other right granted to it by this Lease which would otherwise be available to it.
Limitation On Exercise of Rights. If an Exercise Notice is delivered to the Managing General Partner but, as a result of the Ownership Limit or as a result of other restrictions contained in the Charter of the Managing General Partner, the Rights cannot be exercised in full for Shares, the Exercise Notice, if the Purchase Price is to be payable in Shares, shall be deemed to be modified such that the Rights shall be exercised only to the extent permitted under the Ownership Limit or under other restrictions in the Charter of the Managing General Partner. Notwithstanding the foregoing, any Person shall be permitted to exercise its Rights hereunder during the first half of a taxable year of the Managing General Partner even if upon conversion of the Offered Units into Shares, the Shares held by such Person will exceed the Ownership Limit, so long as such Person shall immediately following such conversion sell so many of such Shares as shall cause the Ownership Limit not to be exceeded upon consummation of such sale. The Managing General Partner hereby agrees to exercise its right pursuant to its Charter to permit the Ownership Limit to be exceeded in the circumstances described in the preceding sentence.
Limitation On Exercise of Rights. At any time that an Event of Default by Tenant has occurred and remains uncured, (i) it shall not be unreasonable for Landlord to deny or withhold any consent or approval requested of it by Tenant which Landlord would otherwise be obligated to give (unless, by means of the act for which consent is being requested, such Event of Default would be cured upon the granting of such consent); and (ii) Tenant may not exercise any right to terminate this Sublease Agreement or other right granted to it by this Sublease Agreement which would otherwise be available to it.
Limitation On Exercise of Rights. Rights may be exercised at any time and from time to time; provided, however, that in no event shall Rights be exercisable by a Limited Partner if such exercise would cause the Partnership to cease to be a limited partnership under the Act; and provided further, that in no event shall Rights be exercisable by a Limited Partner with respect to any Partnership Unit that was issued by the Partnership less than one year from the date of such exercise. In addition, if an Exercise Notice is delivered to the General Partner but, as a result of restrictions contained in the Charter of the General Partner, the Rights cannot be exercised in full for Shares, the Exercise Notice shall be deemed to be modified such that the Rights shall be exercised only to the extent permitted under the Charter of the General Partner.
Limitation On Exercise of Rights. So long as any Guarantor’s Liability remains outstanding or capable of arising the Guarantor waives all rights of subrogation and indemnity against the Borrower and any Other Surety and agrees that it shall not exercise any rights which it may have by reason of performance by it of its obligations hereunder and under the other Finance Documents and it shall not, except as may be directed by the Security Agent:
(a) make or enforce any claim or right against the Borrower or any Other Surety whether in respect of any payment hereunder or otherwise and whether by way of defence, set off, counterclaim, subrogation, contribution, indemnity or otherwise, except as specifically permitted under the Subordination Agreement;
(b) claim the benefit of any set-off, counterclaim, proof, dividend, composition or payment to which an Agent may now or hereafter be entitled from or against the Borrower or any Other Surety, except as specifically permitted under the Subordination Agreement;
(c) claim the benefit of or participate in any Collateral Security now or hereafter held by the Security Agent or any share therein;
(d) prove or claim in competition to the Security Agent in the Insolvency of the Borrower or any Other Surety so as to diminish any distribution, dividend or payment which, but for such proof or claim, the Security Agent would be entitled to receive and the Guarantor shall not claim or receive the benefit of any distribution, dividend or payment arising out of or relating thereto;
(e) call on an Agent to xxx or take proceedings against the Borrower or any Other Surety or raise a defence, set-off or counterclaim of the Guarantor, the Borrower or any Other Surety in reduction of the Guarantor’s liability hereunder;
(f) otherwise have or exercise any rights of subrogation or as surety in competition with an Agent.
Limitation On Exercise of Rights. The Offshore Security Trustee and Agent hereby agrees that, prior to the issue of an Enforcement Notice pursuant to clause 10.1 (Enforcement Notice) of the Intercreditor Agreement, unless the Company has failed to exercise its right to make demand on the Additional Cost Overrun Commitment within seven (7) days of receiving notice to do so from the Offshore Security Trustee and Agent pursuant to Clause 5.6 (Offshore Security Trustee and Agent's rights), the Offshore Security Trustee and Agent shall not exercise any of its rights under paragraph (b) of Clause 5.6 (Offshore Security Trustee and Agent's rights) in respect of the Additional Cost Overrun Commitment.
Limitation On Exercise of Rights. 11.3 Computation of Purchase Price/Form of Payment..................... 11.4 Closing........................................................... 11.5
Limitation On Exercise of Rights. If an Exercise Notice is delivered to EPT but, as a result of the limitation or restriction in the charter of EPT, the Rights cannot be exercised in full for Shares, the Exercise Notice, if the Purchase Price is to be payable in Shares, shall be deemed to be modified such that the Rights shall be exercised for cash.
Limitation On Exercise of Rights. 39 11.3 COMPUTATION OF PURCHASE PRICE; FORM OF PAYMENT....................................41 11.4 CLOSING...........................................................................41 11.5
Limitation On Exercise of Rights. (a) Rights may be exercised at any time and from time to time; PROVIDED, however, that in no event shall Rights be exercisable by a Limited Partner if such exercise would cause the Partnership to cease to be a limited partnership under the Act; and PROVIDED FURTHER, that in no event shall Rights be exercisable by a Limited Partner with respect to any Partnership Unit that was issued by the Partnership less than one year from the date of such exercise. In addition, if an Exercise Notice is delivered to the General Partner but, as a result of the Limit or as a result of other restrictions contained in the Charter of the General Partner, the Rights cannot be exercised in full for Shares, the Exercise Notice shall be deemed to be modified such that the Rights shall be exercised only to the extent permitted under the Limit or under the Charter of the General Partner. Notwithstanding the foregoing, any Person shall be permitted to exercise its Rights hereunder during the first half of a taxable year of the General Partner even if upon conversion of the Partnership Units that are then subject of an Exercise Notice into Shares, the Shares held by such Person will exceed the Limit, so long as such Person shall immediately following such conversion sell so many of such Shares as shall cause the Limit not to be exceeded upon consummation of such sale. The General Partner hereby agrees to exercise its right pursuant to Article V of its Charter to permit the Limit to be exceeded in the circumstances described in the preceding sentence.
(b) Notwithstanding anything to the contrary contained in this Article XI, each Limited Partner who is a Related Person with respect to the General Partner acknowledges and agrees that to the extent any Partnership Units issued to such Limited Partner by the Partnership (whether in one transaction or in a series of related transactions, and including any Partnership Units initially issued to any Related Person with respect to the General Partner in connection with such transaction or series of related transactions and subsequently transferred to such Limited Partner), together with any other Partnership Units issued in the same transaction or in a series of related transactions to any Related Person with respect to the General Partner ("RELATED PERSON UNITS"), would, upon exercise of the Rights, be converted into a number of Shares that exceed 1% of the outstanding Shares immediately prior to the issuance of such Partnership Units by the...
