Mandatory Removal Sample Clauses

Mandatory Removal. Pathologists shall immediately remove any Approved Physician from furnishing Services under this Agreement who: (i) has his or her state license to practice medicine or board certification denied, suspended, restricted, terminated, revoked or relinquished for any reason, whether voluntarily or involuntarily, temporarily or permanently, regardless of the availability of civil or administrative hearing rights or judicial review with respect thereto; (ii) is debarred, suspended, excluded or otherwise ineligible to participate in any Federal Health Care Program; or (iii) fails to be covered by the professional liability insurance required to be maintained under this Agreement.
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Mandatory Removal. An Unencumbered Pool Property shall be removed as an Unencumbered Pool Property and therefore, among other things, cease to be included in determinations of the Unencumbered Pool Value (i) if such Property ceases to be an Eligible Property or if the Administrative Agent shall cease to have a perfected Lien in the Capital Stock of the Property Owner of such Unencumbered Pool Property and in the Capital Stock of each Subsidiary of the REIT Guarantor owning directly or indirectly Capital Stock in such Property Owner, in each case, having the priority required by the Guaranty and Security Agreement (with such removal and cessation to occur at the time of the event or circumstance causing such Property to cease to be an Eligible Property or at the time the Administrative Agent shall cease to have any such Lien with such priority, as applicable) or (ii) upon notice to the Borrower if the Required Lenders have determined in their discretion that such Unencumbered Pool Property shall no longer be an Unencumbered Pool Property.
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Mandatory Removal. 4.5.1 Except for any Existing Mortgage that relates to an Existing Loan Facility, it is understood and agreed that any deed of trust, deed to secure debt and/or mortgage granted by a Seller encumbering the fee or ground lease interest, as applicable, of a Facility, or any portion thereof (each such deed of trust or mortgage, together with any related security agreement or instrument with respect to the indebtedness secured thereby, a “Mortgage”) shall not be deemed a Permitted Exception and shall be paid off, satisfied, discharged and/or otherwise Removed either prior to the Closing or from proceeds of the Purchase Price at the applicable Closing. In addition, Sellers shall cause the Removal of (i) judgments or monetary liens of any kind filed by or on behalf of Sellers (other than Permitted Exceptions); (ii) all standard exceptions relating to the formation, ability, right, power and authority of Sellers to convey the Land and Improvements to Purchaser; (iii) the exception for real estate excise or transfer taxes which may be due as a result of recording a Deed with respect to a Facility located in a jurisdiction in which local custom dictates Seller is obligated to pay such taxes in accordance with Section 5.5.3; and (iv) exceptions affecting the Property that are knowingly and intentionally created by Sellers or any Affiliate of Sellers on or after the Effective Date (matters required to be Removed by Sellers pursuant to the foregoing clauses (i) through (iv), collectively and together with the Initial Title/Survey Objections, the “Mandatory Removal Matters”); provided, that (for the avoidance of doubt) in no event shall any exception solely caused by or solely the result of any act or omission or fault of Purchaser, any Affiliate of Purchaser or any Purchaser Consultant be deemed a Mandatory Removal Matter. 4.5.2 If any Mandatory Removal Matters may be removed by the payment of a sum of money and Sellers have not caused such Mandatory Removal Matter to be Removed as of the Closing Date, Purchaser shall have the right to request that the Title Company utilize a portion of the Purchase Price that would otherwise be payable to Sellers equal to such sum to cause the Removal of said Mandatory Removal Matter.
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Mandatory Removal. A Borrowing Base Property shall be removed as a Borrowing Base Property and therefore, among other things, cease to be included in determinations of the Borrowing Base Value (i) if such Property ceases to be an Eligible Property or if the Administrative Agent shall cease to have a perfected Lien in the Capital Stock of the Property Owner of such Borrowing Base Property and in the Capital Stock of each Subsidiary of the REIT Guarantor owning directly or indirectly Capital Stock in such Property Owner, in each case, having the priority required by the Guaranty and Security Agreement (with such removal and cessation to occur at the time of the event or circumstance causing such Property to cease to be an Eligible Property or at the time the Administrative Agent shall cease to have any such Lien with such priority, as applicable) or (ii) upon notice to the Borrower if the Required Lenders have determined in their discretion that such Borrowing Base Property shall no longer be a Borrowing Base Property.
Sample 1

Related to Mandatory Removal

  • Legend Removal Certificates evidencing the Underlying Shares shall not contain any legend (“Unlegended Shares”) (including the legend set forth in Section 4.1(b) hereof): (i) while a registration statement covering the resale of such security is effective under the Securities Act, (ii) following any sale of such Underlying Shares pursuant to Rule 144, (iii) if such Underlying Shares are eligible for sale under Rule 144, without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such Underlying Shares and without volume or manner-of-sale restrictions or (iv) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the Commission). The Company shall cause its counsel to issue a legal opinion to the Transfer Agent during the time any of the aforedescribed conditions apply, to effect the removal of the legend hereunder. If all or any Notes are converted or any portion of a Warrant is exercised at a time when there is an effective registration statement to cover the resale of the corresponding Underlying Shares, or if such Underlying Shares may be sold under Rule 144 or if such legend is not otherwise required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the Commission) then such Underlying Shares shall be issued free of all legends. The Company agrees that following such time as such legend is no longer required under this Section 4.1(d), it will, no later than five Trading Days following the delivery by the Purchaser to the Company or the Transfer Agent of a certificate representing Underlying Shares, as applicable, issued with a restrictive legend (such fifth Trading Day, the “Legend Removal Date”), deliver or cause to be delivered to such Purchaser a certificate representing such shares that is free from all restrictive and other legends (however, the Corporation shall use reasonable best efforts to deliver such shares within three (3) Trading Days). The Company may not make any notation on its records or give instructions to the Transfer Agent that enlarge the restrictions on transfer set forth in this Section 4.1. Certificates for Underlying Shares subject to legend removal hereunder shall be transmitted by the Transfer Agent to the Purchaser by crediting the account of the Purchaser’s prime broker with the Depository Trust Company System as directed by such Purchaser.