No Termination of Agreement. This Agreement shall have been terminated in accordance with its terms.
No Termination of Agreement. The Agreement shall not have been validly terminated in accordance with its terms.
No Termination of Agreement. During Two Year Period Beginning on Date of a Change of Control. After a Change of Control, this Agreement may not be terminated. However, if Executive's employment with STERIS continues for more than two years following the occurrence of a Change of Control, then, for all purposes of this Agreement other than Subsections 2.1 and 2.2, that particular Change of Control shall thereafter be treated as if it never occurred.
No Termination of Agreement. This Agreement shall have been terminated in accordance with its terms. The foregoing conditions are for the sole benefit of Parent, HoldCo and Merger Sub and, other than the Minimum Condition, may be waived by Parent, HoldCo and Merger Sub in whole or in part at any time and from time to time in their sole discretion, in each case subject to the terms and conditions of this Agreement and to the extent such waiver is permitted by applicable Law. The failure by Parent, HoldCo, Merger Sub or any other Affiliate of Parent at any time to exercise any of the foregoing rights shall not be deemed a waiver of any such right, the waiver of any such right with respect to particular facts and circumstances shall not be deemed a waiver with respect to any other facts and circumstances and each such right shall be deemed an ongoing right that may be asserted at any time and from time to time. The capitalized terms used in this Annex I shall have the meanings set forth in the Agreement to which it is annexed. Exhibit A AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MATTRESS FIRM HOLDING CORP. I, THE UNDERSIGNED, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware, as from time to time amended, do hereby certify as follows:
No Termination of Agreement. Each party acknowledges and agrees that its remedy for breach by the other party or exceeding the scope of the licenses granted to it under this Agreement, or of any other provision hereof, is to bring a claim to recover damages or to bring a claim to seek injunctive relief for activities outside the scope of the applicable license grants or both, but in no event is this Agreement terminable. A party may, in its discretion as Licensee, terminate one or more of the licenses granted to it by written notice to the Licensor.
No Termination of Agreement. During Three Year Period Beginning on Date of a Change of Control. After a Change of Control, this Agreement may not be terminated. However, if the Executive's employment with Invacare continues for more than three years following the occurrence of a Change of Control, then, for all purposes of this Agreement other than Sections 1 and 3.1, that particular Change of Control shall thereafter be treated as if it never occurred.
No Termination of Agreement. This Agreement shall have been terminated in accordance with its terms (the “Termination Condition”). The foregoing conditions are for the sole benefit of Parent and Merger Sub and, other than the Minimum Condition and the Termination Condition, may be waived by Parent and Merger Sub in whole or in part at any time and from time to time in their respective sole discretion, in each case subject to the terms and conditions of this Agreement and to the extent permitted by applicable Law. The failure by Parent, Merger Sub or any other Affiliate of Parent at any time to exercise any of the foregoing rights shall not be deemed a waiver of any such right, the waiver of any such right with respect to particular facts and circumstances shall not be deemed a waiver with respect to any other facts and circumstances and each such right shall be deemed an ongoing right that may be asserted at any time and from time to time.
No Termination of Agreement. If there is any partial or total --------------------------- damage or destruction or condemnation or taking, as above set forth, and if Purchaser elects not to terminate this Agreement as herein provided, then in any such case all condemnation and insurance proceeds paid or payable to the Company or Seller as a result thereof shall belong to Purchaser at the Closing and shall be paid over and assigned to Purchaser at Closing, and Seller shall further execute all assignments and any other documents or other instruments as Purchaser may reasonably request or as may be necessary to transfer all interest in all such proceeds to Purchaser or to whomever Purchaser shall direct.
No Termination of Agreement. The Land Owner agrees not to take any action to terminate or cancel this Agreement for a Payment Default, if the Secured Lender, after receipt of the Failure to Cure Notice, cures the Payment Default within the time period specified. As long as there is no Payment Default, this Agreement shall not be terminated or cancelled because the Secured Lender has begun, and is diligently pursuing, judicial or nonjudicial foreclosure proceedings or other action to enforce its lien on and security interest in the Resident’s leasehold interest in the Home Site or acquires the Resident’s leasehold interest in the Home Site through negotiation of a deed in lieu of foreclosure.
No Termination of Agreement. This Agreement shall have been terminated in accordance with its terms (the “Termination Condition”). The foregoing conditions are for the sole benefit of Parent and Merger Sub and, other than the Minimum Condition, the Termination Condition or as otherwise set forth in the Agreement, may be waived by Parent and Merger Sub in whole or in part at any time and from time to time in their sole discretion, in each case subject to the terms and conditions of this Agreement and to the extent such waiver is permitted by applicable Law. The failure by Parent, Merger Sub or any other Affiliate of Parent at any time to exercise any of the foregoing rights shall not be deemed a waiver of any such right, the waiver of any such right with respect to particular facts and circumstances shall not be deemed a waiver with respect to any other facts and circumstances and each such right shall be deemed an ongoing right that may be asserted at any time and from time to time. The capitalized terms used in this Annex I shall have the meanings set forth in the Agreement to which it is annexed. Exhibit A AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MYOKARDIA, INC. ARTICLE ONE The name of the corporation is MyoKardia, Inc. (hereinafter called the “Corporation”).
