Release Procedure. In any case in which you are required to execute a release as a condition to vesting and settlement of the Performance Share Units, the applicable procedure shall be as specified under Plan Section 11(k)(v), except that the deadline for complying with such condition shall be the period provided in this Agreement.
Release Procedure. If and only if no Insolvency Action has occurred, then ----------------- effective on the Release Date:
a. SSC, on behalf of itself and the other SSC Releasees, agrees as follows:
i. SSC, on behalf of itself and each other SSC Releasee, fully and forever releases and discharges each of the MPI Releasees from and against any and all claims, damages and causes of action they may have against each such person or entity with respect to any matter under the provisions of, arising out of or in connection with, the Loan Documents, including any breach of any representation or warranty or noncompliance or nonfulfillment of any covenant or agreement set forth in such documents; provided that such release and discharge shall not extend to any claims, damages and causes of action any SSC Releasee may have against any MPI Releasee for fraud or willful misconduct with respect to any of the Loan Documents or any of the transactions contemplated by this Agreement.
ii. SSC agrees that each of the Loan Documents, regardless of whether they are in default, are fully and completely terminated and rendered devoid of legal effect and unenforceable, such that even provisions of the Loan Documents that, according to their terms, survive termination, are terminated and nullified. Further, SSC acknowledges and agrees that any loan, debt, liability or other obligation created pursuant to or arising out of the Loan Documents, as well as any writings, agreements, notes or certificates representing such loan, debt, liability or obligations, are canceled and rendered devoid of force and effect.
b. MPI, on behalf of itself and the other MPI Releasees, agrees as follows:
i. MPI, on behalf of itself and each other MPI Releasee, fully and forever releases and discharges each of the SSC Releasees from any claims, damages, and causes of action it or they may have against any of them with respect to any matter under the provisions of, arising out of or in connection with the Loan Documents; provided that such release and discharge shall not extend to any claims, damages and causes of action any MPI Releasee may have against any SSC Releasee for fraud or willful misconduct with respect to any of the Loan Documents or any of the transactions contemplated by this Agreement.
ii. MPI acknowledges and agrees that each of the Loan Documents are fully and completely terminated and rendered devoid of force and effect, such that even provisions of the Loan Documents and each of their respective related...
Release Procedure. Subject to the provisions of this Section 9.5.4.2, the Escrow Agent is hereby authorized to release the Escrow Materials to Alstom upon receiving written authorization from Alstom certifying that Alstom is entitled to the Escrow Materials (the “Release Notice”) pursuant to Section 9.5.4.1. Alstom shall provide a copy of each Release Notice to BSE.
Release Procedure. Release of cash amounts shall be made by a wire transfer, to the bank account of the party entitled to receive such payment. The Escrow Agent shall, promptly after each release or disbursement of the Escrow Funds set forth herein, deliver to Seller and Buyer a notice setting forth the aggregate amount of the Escrow Funds so released or disbursed to Seller or Buyer and the balance of the Escrow Funds as of such date.
Release Procedure. If and only if no Insolvency Action has occurred, then ----------------- effective the Release Date: a. ORIX, on behalf of itself and the other ORIX Releasees, agrees as follows:
i. ORIX, on behalf of itself and each other ORIX Releasee, fully and forever releases and discharges each of the MPI Releasees from and against any and all claims, damages and causes of action they may have against each such person or entity with respect to any matter under the provisions of, arising out or in connection with, the Loan Documents, including any breach of any representation or warranty or noncompliance or nonfulfillment of any covenant or agreement set forth in such documents; provided that such release and discharge shall not extend to any claims, damages and causes of actions any ORIX Releasee may have against any MPI Releasee for fraud or wilful misconduct with respect to any of the Loan Documents or any of the transactions contemplated by this Agreement.
ii. ORIX agrees that each of the Loan Documents, regardless of whether they are in default, are fully and completely terminated and rendered devoid of legal effect and unenforceable, such that even provisions of the Loan Documents that, according to their terms, survive termination, are terminated and nullified. Further, ORIX acknowledges and agrees that any loan, debt, liability or other obligation created pursuant to or arising out of the Loan Documents, as well as any writings, agreements, notes or certificates representing such loan, debt, liability or obligations, are canceled and rendered devoid of force and effect.
b. MPI, on behalf of itself and the other MPI Releasees, agrees as follows:
i. MPI, on behalf of itself and each other MPI Releasee, fully and forever releases and discharges each of the ORIX Releasees from any claims, damages, and causes of action it or they may have against any of them with respect to any matter under the provisions of, arising out or in connection with the Loan Documents; provided that such release and discharge shall not extend to any claims, damages and causes of action any MPI Releasee may have against any ORIX Releasee for fraud or willful misconduct with respect to any of the Loan Documents or any of the transactions contemplated by this Agreement.
ii. MPI acknowledges and agrees that each of the Loan Documents are fully and completely terminated and rendered devoid of force and effect, such that even provisions of the Loan Documents and each of their respective related...
Release Procedure. Upon the occurrence and continuation of a ----------------- Release Event, MKE will notify the Escrow Agent. The Escrow Materials will be released for use by MKE, subject to the terms and conditions hereof, only after notice of such Release Event from the Escrow Agent to Replay and Replay's failure to declare in writing to the Escrow Agent within [***] that no Release Event has occurred. If Replay makes such written declaration, then the issue of whether a Release Event has occurred and is continuing shall be submitted to arbitration in Santa Xxxxx County, California, under the Commercial Arbitration Rules of the American Arbitration Association by one (1) arbitrator appointed in accordance with said Rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The costs of the arbitration, including administrative and arbitrator's fees, shall be shared equally by the parties. Each party shall bear the costs of its own attorneys' fees in connection with such arbitration. [***] = CERTAIN INFORMATION ON THIS PAGE HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
Release Procedure. In any case in which you are required to execute a release as a condition to vesting and settlement of the Performance Share Units, the Company will supply you with a form of such release or other agreement not later than the date of your separation from service, which must be returned within the time period required by law (or ten business days if no legally mandated period applies) and you must not revoke within the applicable time period (if any) in order for you to satisfy any such condition. If any amount payable during a fixed period following separation from service is subject to such a requirement and the fixed period could begin in one year and end in the next, payment shall be made or commenced to be made in the next year regardless of when you return the release or other agreement.
Release Procedure. Borrower shall provide Bank with a fully prepared request for partial release for the Construction Parcel or any Release Parcel to be released, together with the items described in Section 15.1, 15.2 and 15.3 not less than ten (10) Business Days prior to the requested release date.
Release Procedure. ChemDevelopment shall test (or have tested at a third party laboratory as agreed by SyntheMed) the Agreement Product to the full finished product specification in accordance with the requirements specified. SyntheMed shall be responsible for the final release of the Agreement Product according to agreed upon procedures. ChemDevelopment shall provide or have available:
10.1 A Certificate of Analysis listing all test results for each batch of Agreement Product
10.2 A copy of the manufacturing record for each batch of Agreement Product delivered or Certification that all manufacturing was completed in accordance with agreed upon procedures
10.3 A statement signed by a named senior QA person at ChemDevelopment stating that the batch has been manufactured in accordance with the specifications and in accordance with all applicable regulatory requirements.
10.4 Any other details or documents which may be agreed from time to time between the Quality Departments of ChemDevelopment and SyntheMed.
10.5 Information and copies of investigation reports relating to any batch deviation, out of specification result or non-compliance with regulatory requirements shall be communicated as soon as practicable to the Director, Quality Systems at SyntheMed.
Release Procedure. Upon the occurrence and continuation of a Release Event, Customer will notify the Escrow Agent. The Escrow Materials will be released for use by Customer, subject to the terms and conditions hereof, only after notice of such Release Event from the Escrow Agent to Altair and Altair’s failure to declare in writing to the Escrow Agent within ten (10) business days that no Release Event has occurred. If Altair makes such written declaration, and Customer disputes such declaration, then the issue of whether a Release Event has occurred and is continuing shall be submitted to expedited arbitration in Washoe County, Nevada under the Commercial Arbitration Rules of the American Arbitration Association by one (1) arbitrator appointed in accordance with said Rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The prevailing party in any such arbitration shall be entitled, in addition to any other rights and remedies it may have, to reimbursement for its reasonable expenses, as well as reasonable attorneys’ fees, and the costs of the arbitration, including administrative and arbitrator’s fees.
