Release Rights Clause Samples

Release Rights. At any time that the operating pressure at a Delivery Point is not in compliance with the required operating pressure or is in excess of the MAOP for any reason, including Force Majeure, Producer shall be entitled to an immediate temporary release from dedication and may immediately dispose of and/or deliver to any third Person any of Producer’s Gas available for delivery at such Delivery Point. In the event the operating pressure is not in compliance with the required pressure for a cumulative thirty (30) Days in any ninety (90) Day period for reasons other than Force Majeure, then upon Producer’s written notice to Processor, Processor shall have fifteen (15) Days from receipt of such notice to propose a feasible plan that shall, at Processor’s sole cost and expense, resolve the pressure issue within sixty (60) Days after proposing such plan (the “Resolution Period”) so that the pressure shall be maintained in compliance with the required pressure (including when all available Gas is delivered to the Delivery Point(s), i.e., including all of Producer’s Gas that may have been temporarily released). If (a) Processor fails to propose a resolution within the stated fifteen (15) Days, (b) the issue is not resolved after completion of Processor’s resolution, or (c) Processor does not complete its proposed resolution within the Resolution Period for any reason (but if Processor’s completion is delayed or prevented by reason of Force Majeure, the Resolution Period shall be extended by an additional 120 Days), then Producer may elect, by giving written notice to Processor, to either (i) a permanent release from dedication as to any affected Delivery Point(s) and the portion(s) of the Dedicated Area associated with such Delivery Point(s) (and such released portion(s) may be stated in terms of ▇▇▇▇▇ and/or acreage) or (ii) until the pressure issue has been resolved, a [***] percent ([***]%) reduction in the then-existing applicable Fees for a volume of Gas equal to Producer’s good-faith estimate of the volumes that would have been delivered to the affected Delivery Points under this Agreement; provided, however, Producer shall not be entitled to the remedies set forth in either subsection (i) or subsection (ii) to the extent that (x) any Receipt Point(s) upstream of the Delivery Point are in compliance with the Required Pressure (as defined in the Gas Gathering Agreement) for such Receipt Point(s) or (y) Producer’s good-faith estimate of volumes exceeds the last 2-Y...
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Release Rights. Grantor shall be entitled to the release of Mortgaged Property from the Lien of this Deed of Trust on the following terms and conditions:
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Release Rights. Licensee shall only release or distribute the Final Work through only the following platform: YouTube, SoundCloud, Audiomack, Tik-Tok (video), Facebook, Instagram with the right to monetize.
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Release Rights. (a) During the Term of the Loan, if Borrower proposes to sell a parcel (the “Release Parcel”) which is part of the Property to a bona fide third party purchaser, or if the Event of Default has occurred with respect to any Property, and Borrower proposes to repay the amount of the Loan necessary to affect the release of such property in order to cure the Event of Default (a “Release to Cure”) then as limited below, Borrower will be permitted to obtain a release (a “Release”) of the Release Parcel subject to the following conditions and limitations for each Release: (i) the Release is solely for the purpose of a transfer of the Release Parcel to an unaffiliated bona fide purchaser or in connection with a Release to Cure; (ii) not less than thirty (30) days prior to the date of the Release, Borrower delivers to Lender (A) a notice (which notice may be subsequently revoked) setting forth (1) the anticipated date of the Release (provided the date of the actual Release may be revised to coincide with the sale of the Property), (2) the name of the proposed transferee (if known at such time); and (3) any other information reasonably necessary for Lender to analyze the terms of the Release, and (B) a non-refundable fee of $25,000 for each Release; (iii) there is no Event of Default under the Loan Documents on either the notice date or the date of the Release other than one which will be cured or eliminated by a Release to Cure; (iv) Borrower pays all of Lender’s reasonable third party fees and expenses relating to the Release, including title costs and outside counsel fees, if applicable; (v) Borrower delivers to Lender copies of the executed documents evidencing the transfer of the Release Parcel as provided in subsection (i) above (which may be through the closing escrow); (vi) the aggregate loan to value ratio for the remaining Property (excluding the Release Parcel) as determined by Lender in its reasonable discretion (provided, if Borrower, in good faith, disputes Lender’s determination, Borrower and Lender shall agree to abide by the value determined by a third party appraiser appointed by Lender and paid for by Borrower) shall not exceed the lesser of (A) seventy percent (70%), or (B) the aggregate loan to value ratio of the Property, including the Release Parcel, immediately prior to the Release; provided however, Borrower may, in its sole discretion, prepay a portion of the Principal as part of the Release in order to satisfy the foregoing loan to value re...
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Release Rights. (a) As of the date hereof, the real property described on Exhibit E attached hereto is encumbered by this Mortgage in part (the unencumbered portion not being owned by Borrower as of the date hereof). Acquiring the applicable portion of the Land not currently encumbered by this Mortgage will require Borrower, subsequent to the date hereof, to acquire certain real property and convey other real property encumbered by this Mortgage to ▇.▇. ▇▇▇▇▇▇, and the creation of the Development Parcel (as hereinafter defined) as a separate real estate tax parcel may need to be accomplished by Borrower (x) executing and recording a plat, and/or entering into lot line adjustment and/or conveying the Development Parcel to an affiliate of Key Principal which will simultaneously reconvey it back to Borrower, and (y) complying with other requirements imposed under the Delaware County, Ohio subdivision procedures and regulations (all of the foregoing activities, inclusive of the land swap with ▇.▇. Penney, being hereinafter collectively defined as the “Development Parcel Creation Activities”). That portion of the Development Parcel Creation Activities consisting of the land swap with ▇.▇. ▇▇▇▇▇▇ and any other adjustment of the boundary line of the Land existing as of the date hereof shall be subject to (i) no Event of Default having occurred under the Loan Documents, (ii) Borrower’s execution of an amendment to this Mortgage and the other Loan Documents such that, as of the date of such amendment, the real property described on Exhibit E attached hereto is encumbered by this Mortgage and (iii) Borrower’s delivery to Lender of an endorsement to Lender’s title insurance policy satisfactory to Lender that (a) extends the effective date of the policy to the effective date of the amendment and (b) confirms no change in the priority of the lien of this Mortgage or in the amount of coverage, or subjects the policy to any exceptions not permitted by this Mortgage or otherwise approved by Lender. Provided TIAA Authorization ID # AAA-7346; TIAA Inv. ID # 000553801 Polaris Fashion Place Mortgage 15239260v.7 the foregoing conditions are satisfied, contemporaneously with the execution and delivery of such amendment by Borrower to Lender, Lender shall execute and deliver to Borrower a release from this Mortgage of the applicable portions of the Land (consisting of approximately .3 acres) which are the subject of the land swap with ▇.▇. Penney and the lot line adjustments. If Lender rejects ...
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Release Rights. Upon the release of the Escrow Materials in accordance with Section 12.2, and subject to the terms and conditions of this Agreement, Purchaser shall be granted a non- exclusive, non-transferable (except pursuant to a permitted assignment of this Agreement in compliance with Section 14.12), worldwide, royalty-bearing license for no more than eighteen (18) months, unless at the end of that 18-month period the conditions having caused the original release from escrow have persisted, to support, reproduce (in the case of software), offer, sell, import, and manufacture the Products either on its own or through contractors on its behalf. The royalty payable to Mellanox for Products obtained by Purchaser through use of the Escrow Materials shall be equal to 40% for HCA Card Products and 50% for Silicon Products of the price paid by Purchaser for Products at the time of the Trigger Event. If at any time Mellanox can demonstrate that the conditions leading to the release from escrow are no longer in existence and Mellanox has the ability (directly or through a third party reasonably acceptable to Purchaser) to perform its obligations under the Agreement, then the release rights shall expire, Purchaser shall return the Escrow Materials into escrow, and Mellanox shall resume its supply and support obligations pursuant to the terms and conditions of this Agreement.
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Release Rights 
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Related to Release Rights

  • Retention Rights This Agreement and the grant evidenced hereby do not give you the right to be retained by the Company (or any Affiliate) in any capacity. Unless otherwise specified in an employment or other written agreement between the Company (or any Affiliate) and you, the Company (and any Affiliate) reserve the right to terminate your Service at any time and for any reason.

  • Registration Rights; Rights of Participation Except as set forth on Schedule 6(b) to the Registration Rights Agreement, the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied. Except as set forth on Schedule 6(b) to the Registration Rights Agreement, no Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents.

  • Repurchase Rights (i) Upon the termination of employment of the Grantee by the Company or any of its Subsidiaries for any reason (the reason for the termination of such employment, the “Termination Event” and the date of such termination, the “Termination Date”), subject to the provisions of this Section 7 and the prior approval of the Compensation Committee of the Board (or if there is no such Compensation Committee, the Board), the Company shall have the right (but not the obligation) to purchase, and if such right is exercised, the Grantee shall sell, and shall cause any Permitted Transferees of the Grantee to sell (and such Permitted Transferees shall sell), to the Company, all or any portion (as determined by the Company) of the Purchased Shares (if any) owned by the Grantee or his Permitted Transferees at a price per Settlement Share equal to an amount (the “Termination Price”) (as determined pursuant to Section 7(b) below); provided, that the parties acknowledge that any unvested Options held by the Grantee as of the Termination Date shall be cancelled pursuant to this Agreement. (ii) With respect to the Purchased Shares, the Company shall notify the Grantee in writing, within the Call Period whether the Company will exercise its right to purchase the Purchased Shares (the date on which the Grantee is so notified, the “Call Notice Date”). The Company may assign its right to purchase all or any portion of the Purchased Shares under this Section 7 to the DCP Investor and the DCP Investor may exercise the rights of the Company under this Section 7 in the same manner in which the Company could exercise such rights. (iii) The closing of the purchase by the Company or the DCP Investor of Purchased Shares pursuant to this Section 7 shall take place at the principal office of the Company, on the date chosen by either the Company or the DCP Investor, as applicable, which date shall, except as may be reasonably necessary to determine the Termination Price, in no event be more than 45 days after the Call Notice Date. At such closing, (i) the Company or the DCP Investor, as applicable, shall pay the Grantee and/or such Grantee’s Permitted Transferees, as applicable, against delivery of duly endorsed certificates described below representing such Purchased Shares, the aggregate Termination Price by wire transfer of immediately available federal funds and (ii) the Grantee and/or such Grantee’s Permitted Transferees, as applicable, shall deliver to the Company a certificate or certificates representing the Purchased Shares to be purchased by the Company or the DCP Investor, as applicable, duly endorsed, or with share (or equivalent) powers duly endorsed, for transfer with signature guaranteed, free and clear of any lien or encumbrance, with any necessary share (or equivalent) transfer tax stamps affixed. The delivery of a certificate or certificates for the Purchased Shares by any Person selling such Purchased Shares pursuant to this Section 7(a)(iii) shall be deemed a representation and warranty by such Person that: (w) such Person has full right, title and interest in and to such Purchased Shares; (x) such Person has all necessary power and authority and has taken all necessary action to sell such Purchased Shares as contemplated; (y) such Purchased Shares are free and clear of any and all liens or encumbrances; and (z) there is no adverse claim with respect to such Purchased Shares.

  • Termination Rights 17.1 In addition to any other termination rights it has, the Department may terminate this Contract at any time by issuing a Notice to the Training Provider. Such a termination will take effect 20 Business Days after the Notice takes effect under Clause 14.2, or at any later time specified in the Notice. 17.2 If the Department terminates this Contract under Clause 17.1, it will determine and pay: a) amounts that, in its reasonable opinion, are due and payable under Clause 8 as at the date of termination; and b) reasonable costs (but not including loss of profit or income) that, in its reasonable opinion, have been necessarily and directly incurred by the Training Provider as a result of the termination, provided that the Training Provider has, to the reasonable satisfaction of the Department: i) used its best efforts to minimise any costs arising as a result of the termination; and ii) provided adequate documentary evidence to substantiate those costs. 17.3 This Contract may be terminated at any time by written agreement between the Parties. 17.4 The Department may terminate this Contract immediately by issuing a Notice to the Training Provider if: a) the Training Provider commits a Material Breach; b) the Training Provider commits a breach of this Contract (whether or not it is a Material Breach) which cannot be remedied; c) the Training Provider commits a breach of this Contract (whether or not it is a Material Breach) and it: i) fails to commence action to remedy the breach within 10 Business Days after the Department has served a Notice requiring it to do so; or ii) having commenced action to remedy the breach, fails to complete that action as soon as possible and in any event within 20 Business Days of the Department's Notice; d) without limiting paragraphs (a) to (c), the Training Provider fails to provide some or all of the Training Services for which Funds have been claimed and/or paid or any such Training Services are not provided to a standard satisfactory to the Department; e) there has been any fraud, or the Department reasonably suspects any fraud, relating to the Training Provider or the Funds, or there has been any misappropriation of Funds by the Training Provider or any other misleading or deceptive conduct on the part of the Training Provider in connection with this Contract or the claiming, receipt or use of the Funds; f) the Training Provider’s registration as a registered training organisation under the Act or the National Act is suspended, withdrawn, cancelled or otherwise ceases; g) an Other VET Funding Arrangement Termination Event occurs;

  • Step-In Rights 11.1 Without prejudice to the provisions of Schedule 4 (Performance Management) or to any remedy that the Authority may have (whether under this Agreement or otherwise): 11.1.1 where the Authority reasonably believes that the Operator’s failure to provide any part of the Services to the relevant Service Level or otherwise in accordance with this Agreement has an adverse, material impact on the business of the Authority or on the running of the Scheme; 11.1.2 where the Authority reasonably believes that the Operator is about to commit such a failure which, if committed, would have such an impact; 11.1.3 where the Authority considers it necessary in order to carry out any of its statutory obligations, functions or other duties; 11.1.4 on the occurrence of a Force Majeure Event; or 11.1.5 on the occurrence of an Insolvency Event in respect of the Operator, the Authority may, by giving such written notice to the Operator as the Authority considers reasonable in the circumstances, exercise its right under Clause 11.2. 11.2 In the circumstances set out in Clause 11.1 the Authority may make arrangements for the Authority to provide and perform itself or through another contractor, such part of the Services as it decides in its discretion. Where any failure on the Operator's part is, in the reasonable opinion of the Authority, due to the failure of the Operator's management or supervisory staff to perform their work adequately or at all, or is due to the absence or insufficiency of such staff, the Authority may cause the relevant Services to be managed and supervised by the Authority's own staff, or the staff of another contractor. 11.3 Where the Authority exercises its right pursuant to Clause 11.2, the Operator shall:- 11.3.1 provide the Authority and Authority Personnel such access as is necessary for the Authority to exercise its right; 11.3.2 grant and procure that any Sub-Contractor or relevant third party grants the Authority such licences as are reasonably required (for itself or a contractor appointed to perform the step-in services) for the purposes of the Authority exercising its right; 11.3.3 afford (and procure that its Sub-Contractors afford) to the Authority (and any contractor appointed to perform the step-in services) such co-operation and access to any of the Operator's Intellectual Property, the Third Party Intellectual Property, Operator systems, premises, equipment, documents, information or other items as are reasonably required for the purposes of exercising its right; and 11.3.4 indemnify and keep indemnified the Authority from and against all Losses arising in connection with the exercise of its rights pursuant to this Clause 11.