Termination of a Material Sample Clauses

Termination of a Material. All parties to the Pooling and Definitive Agreement Servicing Agreement, each Servicer, the Custodian and, if applicable, the Special Servicer, as to each agreement to which it is a party Item 1.03- Bankruptcy or Receivership (i) Depositor, as to itself, the sponsor, any 1100(d)(1) party, any significant obligor, any credit enhancement provider or derivative counterparty and any other transaction party, to the extent known to the Depositor, (ii) Trustee, as to itself, (iii) each Servicer as to itself, (iv) Master Servicer, as to itself and any other transaction party, to the extent known to the Master Servicer Item 2.04- Triggering Events that Master Servicer Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Item 3.03- Material Modification to Master Servicer Rights of Security Holders Item 5.03- Amendments of Articles of Master Servicer Incorporation or Bylaws; Change of Fiscal Year Item 6.01- ABS Informational and Depositor Computational Material Item 6.02- Change of Servicer or Servicer, Master Servicer Master Servicer Item 6.03- Change in Credit Depositor/Master Servicer Enhancement or External Support Item 6.04- Failure to Make a Required Master Servicer Distribution Item 6.05- Securities Act Updating Depositor Disclosure
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Termination of a Material. DEFINITIVE All parties AGREEMENT Disclosure is required regarding termination of any definitive agreement that is material to the securitization (other than expiration in accordance with its terms), even if depositor is not a party. Examples: servicing agreement, custodial agreement.
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Termination of a Material. Master Servicer (in the case of the Master Definitive Agreement Servicer, only as to agreements it is a party to or entered into on behalf of the Trust) Depositor Trustee Special Servicer Item 1.03- Bankruptcy or Receivership Depositor Item 2.04- Triggering Events that Accelerate Depositor or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Item 3.03- Material Modification to Rights of Trustee Security Holders Item 5.03- Amendments of Articles of Depositor Incorporation or Bylaws; Change of Fiscal Year Item 6.01- ABS Informational and Computational Depositor Material Item 6.02- Change of Master Servicer, Special Master Servicer (as to itself) Servicer or Trustee Special Servicer Trustee Depositor Item 6.03- Change in Credit Enhancement or Depositor External Support Trustee Item 6.04- Failure to Make a Required Trustee Distribution Item 6.05- Securities Act Updating Disclosure Depositor Item 7.01- Regulation FD Disclosure Depositor Item 8.01 Depositor Item 9.01 Depositor EXHIBIT X FORM OF ADDITIONAL DISCLOSURE NOTIFICATION **SEND VIA FAX TO 443-367-3307 AND VIA EMAIL TO cts.sec.notifications@wellsfargo.com AND XXX XXXXXXXXT MAIL TO THE ADDRXXX XXXXXXXXXXX XXXXX** Xxxxx Xxxxx Bank, N.A., as Trustee 9062 Old Annapolis Road Columbia, Maxxxxxd 21045 Attn: Global Securitixx xxx Xxxxx Xxxxxxxx Xxxxx - XX Xxxxxxxx Xxxxxxties Trust 2007-GG10, Commercial Mortgage Pass-Through Certificates, Series 2007-GG10--SEC REPORT PROCESSING GS Mortgage Securities Corporation II 85 Broad Street New York, New York 10004 RE: **Additional Form [10-D][00-X][0-X] Xxxxxxxxxx** Xxxxxxxx Xxxxxs and Gentlemen: In accordance with Section [ ] of the Pooling and Servicing Agreement, dated as of July 1, 2007, among Wachovia Bank, National Association, as master servicer, CWCapital Asset Management LLC, as special servicer and Wells Fargo Bank, N.A., as trustee, the undersigned, as [ ], hereby notxxxxx you that certain events have come to our attention that [will] [may] need to be disclosed on Form [10-D][10-K][8-K]. Description of Additional Form [10-D][10-K][8-K] Disclosure: List of any Attachments hereto to be included in the Additional Form [10-D][10-K][8-K] Disclosure: Any inquiries related to this notification should be directed to [ ], phone number: [ ]; email address: [ ]. [NAME OF PARTY], as [role] By: _______________________________________ Name: Title: EXHIBIT Y SERVICING AND SUBSERVICING AGREEMENTS The Mortgage Loans shall be serviced ...
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Termination of a Material. Definitive All parties to this Agreement only as to agreements Agreement such entity is a party to or entered into on behalf of the Trust Fund Item 1.03- Bankruptcy or Receivership Depositor Item 2.04- Triggering Events that Accelerate or Depositor Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Item 3.03- Material Modification to Rights of Trustee Security Holders Item 5.03- Amendments of Articles of Incorporation or Depositor Bylaws; Change of Fiscal Year Item 6.01- ABS Informational and Computational Depositor Material Item 6.02- Change of Master Servicer, Special Master Servicer (as to itself or a Sub-Servicer Servicer or Trustee retained by the Master Servicer) Special Servicer(as to itself or a Sub-Servicer retained by the Special Servicer) Trustee Item 6.03- Change in Credit Enhancement or External Depositor Support Trustee Item 6.04- Failure to Make a Required Distribution Trustee Item 6.05- Securities Act Updating Disclosure Depositor Item 7.01- Reg FD Disclosure Depositor Item 8.01 Depositor Item 9.01 Depositor EXHIBIT Y SUB-SERVICER LIST -------------------------------------------------------------------------------- SUB-SERVICERS SUB-SERVICED MORTGAGE LOANS -------------------------------------------------------------------------------- Northmarq Capital Extra Space Storage Pico Rivera II Empire II & Willowbrook Apartments -------------------------------------------------------------------------------- Laureate Capital, LLC Super 8 - Weatherford, TX Comfort Suites - Fishers, IN Super 8 Motel - Avon, IN -------------------------------------------------------------------------------- Bank of America 666 Fifth Avenue -------------------------------------------------------------------------------- Midland Sawgrass Mills -------------------------------------------------------------------------------- EXHIBIT Z TENANTS-IN-COMMON TRANSFER COMPLIANCE Timing & Notice Approval of New Accredited Sponsor Name Requirement Borrower Investors Only -------------------------------------------------------------------------------------------------------------------------- Genva - Initial TIC Transfers (International Market Within the first At Lender's Yes Square) 180 days; upon 10 Discretion days prior notice -------------------------------------------------------------------------------------------------------------------------- Genva - Future TIC Transfers (International Market After the Square) completion of the I...
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Termination of a Material. All parties to this Agreement only as Definitive Agreement to agreements such entity is a party to or entered into on behalf of the Trust Fund Item 1.03 Bankruptcy or Receivership Depositor Item 2.04 Triggering Events that Trustee Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Item 3.03 Material Modification to Trustee Rights of Security Holders Item 5.03 Amendments of Articles of Depositor Incorporation or Bylaws; Change of Fiscal Year Item 6.01 ABS Informational and Depositor Computational Material
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Related to Termination of a Material

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Termination for Material Breach If either Party (the “Non-Breaching Party”) believes that the other Party (the “Breaching Party”) has materially breached one or more of its material obligations under this Agreement, then the Non-Breaching Party may deliver notice of such material breach to the Breaching Party (a “Default Notice”). If the Breaching Party does not dispute that it has committed a material breach of one or more of its material obligations under this Agreement, then if the Breaching Party fails to cure such breach within *** days after receipt of the Default Notice, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after receipt of the Default Notice, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party. If the Breaching Party disputes that it has materially breached one or more of its material obligations under this Agreement, the dispute shall be resolved pursuant to Section 11.7. If, as a result of the application of such dispute resolution procedures, the Breaching Party is determined to be in material breach of one or more of its material obligations under this Agreement (an “Adverse Ruling”), then if the Breaching Party fails to cure any breach specified by the Adverse Ruling within *** days after such ruling, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after the Adverse Ruling, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party.

  • Termination of Engagement (a) This Agreement shall terminate (i) immediately upon the death of Consultant, (ii) at the option of either party hereto without cause upon thirty (30) days advance written notice from the terminating party to the other party, or (iii) upon the termination of this Agreement by the Contractor for "cause." For the purposes of this Agreement, "

  • Term; Termination of Agreement This Agreement shall continue in force for a period of one year from the date hereof, subject to an unlimited number of successive one-year renewals upon mutual consent of the parties. It is the duty of the Independent Directors to evaluate the performance of the Advisor annually before renewing the Agreement, and each such renewal shall be for a term of no more than one year.

  • Termination of a Material Definitive Agreement Disclosure is required regarding termination of any definitive agreement that is material to the securitization (other than expiration in accordance with its terms), even if depositor is not a party. Examples: servicing agreement, custodial agreement. Depositor

  • Termination of Services If the Optionee’s services with the Company and all Related Corporations are terminated for any reason (other than death or disability) prior to the Expiration Date, then this Option may be exercised by Optionee, to the extent of the number of Common Shares with respect to which the Optionee could have exercised it on the date of such termination of services, at any time prior to the earlier of (i) the Expiration Date, or (ii) three months after such termination of services. Any part of the Option that was not exercisable immediately before the termination of Optionee’s services shall terminate at that time.

  • Termination of Relationship If Optionee terminates Continuous Status --------------------------- as an Employee or Consultant for any reason, Optionee may exercise this Option during the Termination Period set out in the Notice of Grant, to the extent the Option was vested at the date of such termination. To the extent that Optionee was not vested in this Option at the date on which Optionee terminates Continuous Status as an Employee or Consultant, or if Optionee does not exercise this Option within the time specified herein, the Option shall terminate.

  • Termination by Licensee 10.1. Licensee will have the right at any time to terminate this Agreement in whole or as to any portion of Patent Rights or Property Rights by giving notice in writing to The Regents. Such Notice of Termination will be subject to Article 20. (Notices) and termination of this Agreement in whole or with respect to any portion of the Patent Rights or Property Rights will be effective 60 days after the effective date thereof.

  • Termination of Business Relationship If the Optionee's Business Relationship with the Company and all Related Corporations is terminated, other than by reason of death, disability or dissolution as defined in Section 5, no further installments of this option shall become exercisable, and this option shall terminate (and may no longer be exercised) after the passage of 90 days from the date the Business Relationship ceases, but in no event later than the scheduled expiration date. In such a case, the Optionee's only rights hereunder shall be those which are properly exercised before the termination of this option.

  • Voluntary Termination or Termination for Cause If Executive is no longer employed by the Company or any of its subsidiaries as a result of Executive's termination for Cause or resignation, then on or after the Termination Date, the Company may elect to purchase all or any portion of the Executive Units at a price per Unit equal to the lower of the Original Value thereof or the Fair Market Value thereof determined as described in clause (b)(1) above; provided, however, that if Executive resigns on or after the fifth anniversary of the date hereof, then on or after such Termination Date, the Company may elect to purchase all or any portion of the Executive Units at a price per unit equal to the Fair Market Value thereof determined as described in clause 3(b)(1) above.

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