Minimum Number of Events Sample Clauses

Minimum Number of Events. During each Contract Year throughout the Term, the Company shall sponsor and host at least one hundred (100) Events, which shall include all of the Team’s home games, local high school baseball tournaments and championship games and college baseball tournaments, and at least two (2) “Big League Weekend” pre-season, MLB exhibition games each Contract Year, which shall be televised to the local markets of each team and the LVCVA will be allotted at least one (1) on air interview for each of the televised games; provided, however, that the failure by the Company to sponsor and host at least one hundred (100) Events or any of the specific Events described herein shall not be grounds for LVCVA terminating this Agreement but, instead, the Company shall be liable for damages for any such failure in accordance with the provisions set forth in Section 12.5. In addition, the Company also shall use commercially reasonable efforts to get MLB to host (i) at least two (2) other pre-season MLB exhibition games each Contract Year and (ii) the Winter baseball meetings in Las Vegas as often as possible during the Term, and, if the Company shall fail to host at least two (2) other pre-season MLB exhibition games in any Contract Year (as provided in (i) above), then, in this instance, the Company shall be required to sponsor and host at least one hundred and five (105) Events during the applicable Contract Year (instead of the one hundred (100) Events for such Contract Year). In the event that Company shall fail to host at least two (2) other pre-season MLB exhibition games in any Contract Year (as provided in (i) above), then with respect to the additional five (5) Events to be hosted by Company (the "Replacement Events"), (i) the Parties agree to meet and confer on possibilities for the Replacement Events, (ii) Company shall use good faith efforts to add Replacement Events that bring out-of-Las Vegas market exposure to LVCVA and draw out-of-town tourists to the Replacement Events; and (iii) LVCVA shall have the right of approval over the Replacement Events, which approval shall not be unreasonably withheld, conditioned or delayed, provided that LVCVA must specifically reject a proposed Replacement Event within 10 business days of receipt of notice from Company on the Replacement Event, otherwise such Replacement Event shall be considered approved.
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Related to Minimum Number of Events

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

  • Definitions For purposes of this Agreement:

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • Term The term of this Agreement will be ten (10) years from the Effective Date (as such term may be extended pursuant to Section 4.2, the “Term”).

  • Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

  • NOW, THEREFORE the parties hereto agree as follows:

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

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