Relocation and Abandonment Sample Clauses

Relocation and Abandonment. 9.1 Licensee agrees and covenants at no cost to Licensor, to relocate its Wireless Installations when requested to do so by Licensor for a public project, provided that, Licensee shall in all such cases have the privilege, upon approval by Licensor, to temporarily bypass, in the authorized portion of the same right of way any Wireless Installations required to be relocated. 9.2 If Licensor determines that a public project necessitates the relocation of Licensee's existing Wireless Installations, Licensor shall: (a) At least seventy-five (75) days prior to the commencement of such project, provide Licensee with written notice of known Wireless Installations requiring such relocation; and (b) Provide Licensee with copies of any plans and specifications pertinent to the requested relocation and a proposed temporary or permanent relocation for Licensee's Wireless Installations. (c) Meet with Licensee, if requested, within five (5) business days to discuss the scope, requirements and challenges of the relocation work, and to discuss any possible alternatives to the relocation as permitted in Section 9.4, below. 9.3 After receipt of such notice and such plans and specifications and meeting, Licensee shall complete relocation of its Wireless Installations at no charge or expense to Licensor at least ten (10) days prior to commencement of the project. 9.4 Licensee may, after receipt of written notice requesting a relocation of its Wireless Installations, submit to Licensor written alternatives to such relocation. Licensor shall evaluate such alternatives and advise Licensee in writing as soon as practicable if any of the alternatives is suitable to accommodate the work that otherwise necessitates the relocation of the Wireless Installations. If so requested by Licensor, Licensee shall submit additional information to assist Licensor in making such evaluation. Licensor shall give each alternative proposed by Licensee as full and fair a consideration as the project schedule will allow. In the event Licensor ultimately determines that there is no other reasonable alternative, Licensee shall relocate its Wireless Installations as directed by Licensor and in accordance with this Section 9 of this Agreement. 9.5 Licensor will notify Licensee as soon as practical of any Wireless Installations that are not identified during the design of the public project, but are discovered during the course of construction and need to be relocated. Licensee will work with Licensor to d...
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Relocation and Abandonment. Grantee shall have the right in its sole discretion to relocate the Easement Area to a comparable location on the Property, provided such comparable area does not materially interfere with Grantor’s use and enjoyment of the Property. Grantee shall have the right in its sole discretion to abandon the Easement.
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Relocation and Abandonment. Owner acknowledges the Company may transfer and convey ownership of each parcel of the Company Property to one or more third parties (the “New Owner”). In the event the New Owner of a parcel of the Company Property notifies the Owner in writing of the New Owner’s desire, for any reason, to relocate any part of the Water Facilities, such New Owner may relocate the Water Facilities to any other location on the parcel of the Company Property owned by such New Owner, all at the Owner’s sole cost and expense (the “Relocation Cost”). In the event the Owner no longer uses the Water Facilities for the Sprinkler System for more than three (3) full years, the Company or the New Owner may remove the Water Facilities at the Owner’s sole cost and expense (the “Removal Cost”). The New Owner shall notify Owner in writing of the Relocation Cost or the Removal Cost, which shall be paid in full by owner within thirty (30) days of such written notice and shall accrue interest thereafter at the rate of ten percent (10%) per annum until paid in full.
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Relocation and Abandonment. 6.1 TVA shall be entitled to relocate, above or below ground, the System or any portion thereof along the Route and shall not be restricted by this Agreement as to the method of such relocation. TVA shall give CCC prior written notice of such relocation as soon as possible, and shall use its best efforts to give such notice no later than twelve (12) months before any relocation; provided, however, that in situations which are beyond the control of TVA which necessitate a shorter notice period, TVA shall give CCC the same amount of notice regarding such relocation which was received by TVA. TVA shall provide CCC with a plan for an alternative route as soon as practicable after such notice. For involuntary relocations, TVA shall relocate the Cable at its expense, and CCC shall (a) provide the required replacement Cable, accessories, and any other material necessary to perform the relocation; or (b) abandon, in its sole option, the entire system upon ten (10) days notice to TVA. If relocating the System is a voluntary decision by TVA, TVA will pay all relocation costs, including the cost of the Cable and associated hardware. (a) TVA shall be entitled to abandon its use of any part of the electrical power system or Rights-of-Way along the Route of the System. TVA shall give CCC prior written notice of such abandonment as soon as possible, and shall use its best efforts to give such notice no later than twelve (12) months before any abandonment; provided, however, that in situations which are beyond the control of TVA which necessitate a shorter notice period, TVA shall give CCC the same amount of notice regarding such abandonment which was received by TVA. (b) In the event CCC chooses to remain on the affected portion of the System, at CCC's option, TVA shall (i) sell to CCC at TVA's salvage or book value, whichever is less, any facilities located on said affected portion of the System which CCC desires to retain, and (ii) use its best efforts to convey to CCC any real property rights it has and can legally convey to CCC upon an abandonment. (c) In the event CCC chooses not to remain, this Agreement as it applies to such abandoned portion of the System shall be terminated, and any payments made to TVA for continued use of the System shall be prorated. 6.3 CCC shall, after giving the Discontinuance Notice to TVA at least twelve (12) months before Discontinuance, have the right to discontinue its use of the System, if it decides such Discontinuance is in CCC's b...
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Relocation and Abandonment. 1. In the event the County, acting reasonably, deems it necessary or requires that the Installation be relocated within the Highways and, or be altered in its location on the Highways, Cogeco hereby agrees to relocate and/or alter the location of the Installation and restore the affected area, with costs for same to be apportioned in accordance with Schedule "E" hereto, provided that the County gives one hundred and twenty (120) days' notice in writing to Cogeco of the requirement to relocate or alter the location of the Installation, with the timeline for such relocation and/or alteration to be negotiated by the Parties acting reasonably, in an attempt to ensure continued access to the services provided to the customers of Cogeco. It is acknowledged and agreed that in the event weather conditions negatively impact the ability of Cogeco to comply with the provisions of this paragraph within the timeline agreed to, the said timeline shall be extended accordingly to allow for the delay caused by adverse weather conditions. 2. The County must make reasonable efforts to provide alternative routes for the Installation affected by the relocation to attempt to ensure uninterrupted service to Cogeco's customers. Once Cogeco has provided the County with all information the County requires to enable it to process a permit application, the County shall provide, on a timely basis, all permits required allowing Cogeco to relocate the Installation. 3. The costs for reasonable, verifiable actual costs, including engineering and design, incurred in completing relocation requested by the County (the "Relocation Cost Recovery") shall be paid in accordance with the methodology set out in Schedule "E". 4. Should Cogeco advise the County in writing that it no longer requires the use of any part of its Installation, Cogeco shall, at the County's request and within a reasonable period of time, as agreed to by the Parties, act as follows, at Cogeco's sole cost and expense: (a) remove all abandoned parts of the Installation that are above-ground; (b) make safe any underground vaults, manholes and any other underground structures that are not occupied or used by a Third Party, (collectively "Abandoned Underground Structures"); and (c) where, in the reasonable opinion of the County Engineer, the Abandoned Underground Structures will interfere with any municipally-approved project that will require excavation or otherwise disturb the portions of the Highways in which the Abandoned Un...
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Relocation and Abandonment 
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Related to Relocation and Abandonment

  • Termination and Abandonment This Agreement may be terminated and the Merger and the other Transactions may be abandoned at any time prior to the Effective Time, notwithstanding any requisite approval and adoption of this Agreement and the transactions contemplated hereby by the stockholders of the Company: (a) By mutual written consent duly authorized by the Boards of Directors of Parent, Merger Sub and the Company prior to Merger Sub's Election Date; or (b) By Parent or the Company if (i) the Minimum Condition has not been satisfied during a ten (10) business day extension of the Offer following the Initial Expiration Date, but all other conditions have been satisfied or (ii) any court of competent jurisdiction in the United States or other governmental authority shall have issued an order, decree, ruling or taken any other action restraining, enjoining or otherwise prohibiting the acceptance for payment of, or payment for, shares of Company Common Stock pursuant to the Offer or the Merger and such order, decree, ruling or other action shall have become final and nonappealable; or (c) By Parent, if due to an occurrence or circumstance that results in a failure to satisfy any condition set forth in Annex A, Merger Sub shall have (A) failed to commence the Offer within 10 days following the date of this Agreement or (B) terminated the Offer without having accepted any Shares for payment thereunder, unless any such failure listed above shall have been caused by or resulted from the failure of Parent or Merger Sub to perform in any material respect any material covenant or agreement of either of them contained in this Agreement or the material breach by Parent or Merger Sub of any material representation or warranty of either of them contained in this Agreement; or (d) By the Company, upon approval of the Board, if (i) Merger Sub shall have (A) failed to commence the Offer within 10 days following the date of this Agreement or (B) terminated the Offer without having accepted any Shares for payment thereunder, unless such failure to pay for Shares shall have been caused by or resulted from the failure of the Company to satisfy the conditions set forth in paragraphs (f) or (g) of Annex A, (ii) prior to the purchase of Shares pursuant to the Offer, the Board shall have withdrawn or modified in a manner adverse to Merger Sub or Parent its approval or recommendation of the Offer, this Agreement or the Merger in order to approve a Superior Proposal; provided, however, that such termination under this clause (ii) shall not be effective until the Company has made payment to Parent of the Termination Fee (as hereinafter defined) required to be paid pursuant to Section 8.2(a) and has deposited with a mutually acceptable escrow agent $2 million for reimbursement to Parent and Merger Sub of Expenses (as hereinafter defined) or (iii) Parent or Merger Sub shall have breached in any material respect any of their respective representations, warranties, covenants or other agreements contained in this Agreement, which failure to perform is incapable of being cured or has not been cured within 20 days after the giving of written notice to Parent or Merger Sub, as applicable, except, in any case, such failures which are not reasonably likely to affect adversely Parent's or Merger Sub's ability to complete the Offer or the Merger. The party desiring to terminate this Agreement pursuant to this Section 8.1 (other than pursuant to Section 8.1(a)) shall give notice of such termination to the other party.

  • Effect of Termination and Abandonment In the event of termination of this Agreement and the abandonment of the Merger pursuant to this Article VIII, no party to this Agreement shall have any liability or further obligation to any other party hereunder except (a) as set forth in Sections 8.03 and 9.01 and (b) that termination will not relieve a breaching party from liability for any willful breach of this Agreement giving rise to such termination.

  • Location and Facilities The Executive will be furnished with the working facilities and staff customary for executive officers with the title and duties set forth in Section 1 and as are necessary for him to perform his duties. The location of such facilities and staff shall be at the principal administrative offices of the Company and the Bank, or at such other site or sites customary for such offices.

  • Job Abandonment A. If an employee is absent without authorized leave under the provisions of Article 17.1.D for twelve (12) or more consecutive days, the employee shall be considered to have abandoned the position and voluntarily resigned from the University. B. Notwithstanding Article 16.7(A), above, if the employee's absence is for reasons beyond the control of the employee and the employee notifies the University as soon as practicable, the employee will not be considered to have abandoned the position.

  • LOCATION AND DESCRIPTION OF THE PROPERTY The subject property is a single-storey terraced house bearing the postal address of Xx. 00, Xxxxxx 00/XX0, Xxxxxx Xxxxx Xxxxxxx, 00000 Xxxxxxx Xxxxx, Xxxxxx. The subject property will be sold on an “as is where is basis” and subject to a reserve price of RM310,000.00 (RINGGIT MALAYSIA THREE HUNDRED TEN THOUSAND ONLY) and subject to the Conditions of Sale and by way of an Assignment from the above Assignee/Bank subject to the consent being obtained by the Purchaser from the Developer and other relevant authorities if any, including all terms, conditions, stipulations and covenants which were and may be imposed by the Developer and the relevant authorities. Any arrears of quit rent, assessments and service or maintenance charges which may be lawfully due to any relevant authority or the Developer up to the date of auction sale of the property shall be paid out of the purchase money upon receipt of full purchase price. All other fees, costs and charges relating to the transfer and assignment of the property shall be borne by the successful Purchaser. Online bidders are further subject to the Terms & Conditions on xxx.xxxxxxxxxxxxxxxx.xxx. All intending bidders are required to deposit 10% of the fixed reserve price for the said property by Bank Draft or Cashier’s Order in favour of UOBM for KRISHNAMAL A/P MURLIGIAH & XXXXXXXXXXX A/L XXXXXXX or remit the same through online banking transfer, one (1) working day before auction date. The balance of the purchase money shall be paid by the Purchaser within one hundred and twenty (120) days from the date of auction sale to UNITED OVERSEAS BANK (MALAYSIA) BHD via Real Time Electronics Transfer of Funds and Securities (XXXXXX). For online bidders please refer to the Terms & Conditions on xxx.xxxxxxxxxxxxxxxx.xxx on the manner of payment of the deposit. FOR FURTHER PARTICULARS, please contact M/S HOE & MOIRA, of Xxxxx 000X (Xxxxx), 0xx Xxxxx, Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx Xxxx, 00000 Xxxxxx, Xxxxxxxx. (Ref:H&M/MT/Z4P/CB23/16) Tel.: 00-000 0000, Fax: 00-000 0000) the Assignee herein or the undermentioned Auctioneer. Suite C-20-3A, Level 20, Block C, Megan Avenue II, / XXXXX XXXXX BIN XXXXXX 00, Xxxxx Xxx Xxxx Xxxx, 50450 Kuala Lumpur (Licensed Auctioneers) Tel No.: 00-0000 0000 Fax No.: 00-0000 0000 Our Ref: LIAN/UOB1035HM Website: xxx.xxxxxxxxxxxxxxxx.xxx E-mail: xxxx@xxxxxxxxxxxxxxxx.xxx [berkuatkuasa dari 1.11.2022, perniagaan perbankan pengguna (consumer banking business) CITIBANK BERHAD (No. Syarikat: 199401011410 (297089-M) telah dipindahmilik kepada xxx diletakhakkan kepada UOB di bawah Perintah Letakhak bertarikh 12.10.2022 melalui Mahkamah Tinggi Kuala Lumpur Saman Pemula No. WA-24NCC-903-09/2022] Dalam menjalankan xxx xxx kuasa xxxx telah diberikan kepada Pihak Pemegang Serahhak/Bank dibawah Perjanjian Kemudahan, Penyerahanhak xxx Surat Kuasa Wakil kesemuanya Bertarikh 09hb Julai, 2001 diantara Pihak Penyerahhak, Pihak Pelanggan xxx Pihak Pemegang Serahhak/Bank yang diperbuat dalam perkara diatas, adalah dengan ini diisytiharkan bahawa Pihak Pemegang Serahhak/Bank tersebut dengan bantuan Pelelong yang tersebut dibawah.

  • Cooperation and Records Retention Seller and Buyer shall (i) each provide the other with such assistance as may reasonably be requested by any of them in connection with the preparation of any return, audit, or other examination by any taxing authority or judicial or administrative proceedings relating to liability for Taxes, (ii) each retain and provide the other with any records or other information that may be relevant to such return, audit or examination, proceeding or determination, and (iii) each provide the other with any final determination of any such audit or examination, proceeding, or determination that affects any amount required to be shown on any tax return of the other for any period. Without limiting the generality of the foregoing, Buyer and Seller shall each retain, until the applicable statutes of limitations (including any extensions) have expired, copies of all tax returns, supporting work schedules, and other records or information, in a timely manner, as and that may be relevant to such returns for all tax periods or portions thereof ending on or before the Closing Date and shall not destroy or otherwise dispose of any such records without first providing the other party with a reasonable opportunity to review and copy the same.

  • Indemnification and Reimbursement by Buyer Buyer will indemnify and hold harmless Sellers, and their Representatives, shareholders, subsidiaries and Related Persons (collectively, the “Seller Indemnitees”), and will reimburse Seller Indemnitees for any Damages arising from or in connection with: (a) any Breach of any representation or warranty made by Buyer in (i) this Agreement, (ii) the certificates delivered pursuant to Section 2.8(b)(vi), (iii) any transfer instrument or (iv) any other certificate, document, writing or instrument delivered by Buyer pursuant to this Agreement; (b) any Breach of any covenant or obligation of Buyer in this Agreement or in any other certificate, document, writing or instrument delivered by Buyer pursuant to this Agreement; (c) any Buyer’s agreement to assume and satisfy the Assumed Liabilities; (d) any Liability arising out of the ownership or operation of the Assets after the Effective Time, except to the extent such Liability arises out of or relates to a Retained Liability; or (e) any brokerage or finder’s fees or commissions or similar payments based upon any agreement or understanding made, or alleged to have been made, by any Person with Buyer (or any Person acting on Buyer’s behalf) in connection with any of the Contemplated Transactions.

  • ARTICLE IX MISCELLANEOUS 60 SECTION 9.01

  • Indemnification by and Reimbursement of the Servicer The Owner Trustee acknowledges and agrees to reimburse (i) the Servicer and its directors, officers, employees and agents in accordance with Section 6.03(b) of the Servicing Agreement and (ii) the Depositor and its directors, officers, employees and agents in accordance with Section 3.04 of the Trust Sale Agreement. The Owner Trustee further acknowledges and accepts the conditions and limitations with respect to the Servicer’s obligation to indemnify, defend and hold the Owner Trustee harmless as set forth in Section 6.01(a)(iv) of the Servicing Agreement.

  • Termination or Abandonment Notwithstanding anything in this Agreement to the contrary, this Agreement may be terminated and abandoned at any time prior to the Effective Time, whether before or after any approval of the Merger by the stockholders of the Company: (a) by the mutual written consent of the Company and Parent; (b) by either Parent or the Company if the Merger shall not have been consummated on or prior to June 30, 2012 (the “End Date”), provided, however, that if all of the conditions to Closing, other than the condition set forth in Section 6.1(c), shall have been satisfied or shall be capable of being satisfied at such time, the End Date may be extended by Parent or the Company from time to time by written notice to the other party up to a date not beyond December 31, 2012, the latest of any of which dates shall thereafter be deemed to be the End Date; and provided, further, that the right to terminate this Agreement pursuant to this Section 7.1(b) shall not be available to a party if the failure of the Closing to occur by such date shall be due to the material breach by such party of any representation, warranty, covenant or other agreement of such party set forth in this Agreement; (c) by either the Company or Parent if an injunction shall have been entered permanently restraining, enjoining or otherwise prohibiting the consummation of the Merger and such injunction shall have become final and non-appealable; provided that the party seeking to terminate this Agreement pursuant to this Section 7.1(c) shall have used its reasonable best efforts to remove such injunction to the extent such party is required to use its reasonable best efforts pursuant to this Agreement; (d) by either the Company or Parent if the Stockholders’ Meeting (including any adjournments or postponements thereof) shall have concluded and the Company Stockholder Approval shall not have been obtained; (e) by the Company, if Parent shall have breached or failed to perform any of its representations, warranties, covenants or other agreements contained in this Agreement, which breach or failure to perform (i) would result in a failure of a condition set forth in Section 6.1 or Section 6.2 and (ii) by its nature, cannot be cured prior to the End Date or, if by its nature such breach or failure is capable of being cured by the End Date, Parent does not diligently attempt or ceases to diligently attempt to cure such breach or failure after receiving written notice from the Company describing such breach or failure in reasonable detail (provided that the Company is not then in material breach of any representation, warranty, covenant or other agreement contained herein); (f) by Parent, if the Company shall have breached or failed to perform any of its representations, warranties, covenants or other agreements contained in this Agreement, which breach or failure to perform (i) would result in a failure of a condition set forth in Section 6.1 or Section 6.2(f) and (ii) by its nature, cannot be cured prior to the End Date or, if by its nature such breach or failure is capable of being cured by the End Date, the Company does not diligently attempt or ceases to diligently attempt to cure such breach or failure after receiving written notice from Parent describing such breach or failure in reasonable detail (provided that Parent is not then in material breach of any representation, warranty, covenant or other agreement contained herein); (g) by Parent, (i) prior to the Company Stockholder Approval, in the event of a Change of Recommendation or if the Board of Directors of the Company shall have approved or recommended to its shareholders an Acquisition Transaction, or (ii) the Company shall have willfully and materially breached any of its obligations under Section 5.4; and (h) by the Company, prior to obtaining the Company Stockholder Approval and if the Company has complied with its obligations under Section 5.4, in order to enter into a definitive agreement with respect to a Superior Offer; provided that any such purported termination by the Company pursuant to this Section 7.1(h) shall be void and of no force or effect unless the Company pays to Parent the expense reimbursement in accordance with Section 7.3(a) and the Breakup Fee in accordance with Section 7.3(c).

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