Limitations on Termination. Except as provided in Section 9.1, neither the Seller nor the Certificateholders shall be entitled to revoke or terminate the Issuer.
Limitations on Termination. Except as provided in Section 9.1, neither the Transferor nor the Certificateholder shall be entitled to revoke or terminate the Issuer.
Limitations on Termination. Except as provided in Section 9.1, neither the Depositor nor the Certificateholders shall be entitled to revoke or terminate the Issuer. 39 Amended and Restated Trust Agreement (SDART 2024-4)
Limitations on Termination. Except as provided in Section 9.1, neither the Grantor Trust Seller nor the Grantor Trust Certificateholders shall be entitled to revoke or terminate the Grantor Trust.
Limitations on Termination. Except as provided in Section 9.1, neither the Seller nor the Certificateholders shall be entitled to revoke or terminate the Issuer. 37 Amended and Restated Trust Agreement (DRIVE 2020-1)
Limitations on Termination. 13 SECTION 9.4. Purchase of the Transaction SUBI Certificate............................... 14 ARTICLE X SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES.............................. 14 SECTION 10.1. Eligibility Requirements for the Owner Trustee.............................. 14 SECTION 10.2. Resignation or Removal of the Owner Trustee................................. 14 SECTION 10.3. Successor Owner Trustee..................................................... 15 SECTION 10.4. Merger or Consolidation of the Owner Trustee................................ 15 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee............................... 16 ARTICLE XI MISCELLANEOUS....................................................................... 17
Limitations on Termination. Except as provided in Section 9.1 and 9.2, neither the Seller nor the Residual Interestholder shall be entitled to revoke or terminate the Issuer. 18 Second Amended and Restated
Limitations on Termination. Notwithstanding this Section 13.3 above, after achievement of the [***] Milestone (and payment of the associated Development Milestone Payment pursuant to Section 2.12(a) of the Merger Agreement and issuance of the Milestone Parent Shares), Asana’s right to terminate this Agreement will be limited to (i), [***] and (ii) [***]; provided that Asana’s right to so terminate this Agreement pursuant to clause (i) or (ii) above shall end if (A) Parent pays Asana the Merger Consideration (other than the Breakthrough Designation Milestone if the underlying event has not yet occurred), including the issuance of the Up-Front Parent Shares and the Milestone Parent Shares, or (B) Asana’s equity interest in Parent issued to Asana (or its designee) pursuant to the Merger Agreement (the “Equity Consideration”) is publicly tradable on the Nasdaq Stock Market or New York Stock Exchange, whether as a result of an initial public offering, reverse merger, special purpose acquisition company transaction or otherwise, and has a value equal to or greater than [***] dollars (USD $[***]) (the “Equity Value”) (which value shall be based on all shares of Equity Consideration originally issued to Asana, and shall not give effect to any sales or other dispositions by Asana) determined as follows, either alone or in combination: • Public Equity – based on a trailing twenty (20)-day volume weighted average price per share of the stock of Parent (or its successor). • Acquisition – in the case of an Acquisition of Parent, the Equity Value shall include all consideration actually paid in respect of the Equity Consideration, including any up-front, milestone, royalty, escrow, earnout or other contingent consideration when actually paid. The value of any non-cash consideration (whether debt or equity securities or other property) paid as consideration in an Acquisition shall be determined as follows: (i) the value of securities for which there is an established public market will be determined consistent with “Public Equity” above, and (ii) the value of securities that have no established public market, and the value of consideration that consists of other property, will be as set forth in the definitive documents governing the Acquisition, or if the definitive documents do not provide a mechanism for valuing such securities, the value of such securities shall be the fair market value thereof as determined in good faith by Parent’s Board of Directors; provided that if Asana objects to any suc...
Limitations on Termination. Owner and Hyatt each acknowledge that they are entering into this Agreement, and electing to forego current and prospective alternative business opportunities, in reliance on this Agreement’s long-term nature, that is necessary for each Party to realize the benefit of its bargain hereunder. The Parties agree that the specific, and limited, rights of each Party to terminate this Agreement that are expressly set forth herein are intended to be comprehensive and exhaustive. The Parties further agree that their respective obligations to adhere to the timeframes and processes attendant to each such specific and limited right of termination are material covenants, undertakings and conditions of this Agreement that are critically important for the orderly transition of Hotel operations, and to each Party’s commercial interests, and that the breach by a Party of any such obligations may cause irreparable damages to the other Party, including damages arising from, amongst other factors, confusion in the local market, confusion amongst both individual customers and regional and international corporate accounts, loss of goodwill, disadvantages in customer retention, and disadvantages in competing for future business opportunities. Each Party knowingly and as a material element of the bargain agrees that it shall not terminate this Agreement other than in strict accordance with its express terms, and grants the other Party the right to seek and secure injunctive relief without bond if it should attempt to terminate this Agreement on any basis, or in any manner, that contravenes the express provisions of this Agreement (including the provisions of this Section 16.3 or Sections 18.1 or 19.1).
Limitations on Termination. 15 ARTICLE X SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES .............................. 16
