Challenge to security Sample Clauses

Challenge to security. Any of the Security shall at any time after the execution and delivery of the relevant Security Document and for any reason cease to constitute a valid and subsisting Lien (subject only to Permitted Encumbrances) in respect of the assets and properties referred to therein or cease to rank in priority or in the matter contemplated herein other than by reason of the act or omission of the Lender;
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Challenge to security any Security Document is not or ceases to be --------------------- effective (other than those Norwegian Security Documents which are not required by the Agent to be assumed by or transferred to New Xxxxx at the time of the Norwegian Merger) or any member of the Restricted Group shall in any way challenge, or proceedings shall in any way be brought to challenge, the prior status of the charges created by the Security Documents or the validity or enforceability of the Security Documents; or
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Challenge to security. Any of the Security shall at any time after the execution and delivery of the relevant Security Document and for any reason (other than with the unanimous consent of the Lenders) cease to constitute a valid, subsisting and perfected security interest or charge in respect of the assets and properties referred to therein or cease to rank in priority or in the manner contemplated herein or in the relevant Security Document other than by reason of the act or omission of the Agent or the Lenders;
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Challenge to security any Security Document is not at the date of execution thereof or ceases to be effective in any material respect or any Obligor shall in any way challenge, or any proceedings shall in any way be brought to challenge the validity or enforceability of the Security Documents.
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Challenge to security any Security Document is not or ceases to be effective (save as a result of a Lender transferring all or any part of its Commitment otherwise than in accordance with clause 24.1 (Assignments and transfers by the Lenders) or 24.2 (Conditions of assignment or transfer)) or any member of the Ultimate Parent Group shall in any way challenge, or any proceedings shall in any way be brought to challenge (and in the case of a proceeding brought by someone other than any member of the Ultimate Parent Group shall continue unstayed for 21 days) (unless the Facility Agent is satisfied that such proceedings are frivolous and vexatious) the prior status of the encumbrances created by the Security Documents or the validity or enforceability of the Security Documents Provided that the creation or existence of the Permitted Encumbrances shall not be deemed to be a challenge to the prior status of such encumbrances for the purposes of this clause 23.1.5; or
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Challenge to security any Security Document is not or ceases to be effective (unless by reason of the Lenders' or the Security Trustee's failure to file any required UCC Statements in the United States) or any TCN Entity or Telewest shall in any way challenge, or any proceedings shall in any way be brought to challenge (and in the case of a proceeding brought by someone other than any TCN Entity or Telewest shall continue unstayed for 30 days) the prior status of the charges created by the Security Documents or the validity or enforceability of the Security Documents (save for any prior ranking Permitted Encumbrances); or
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Challenge to security any Security Document is not or ceases to be --------------------- effective or any member of the Group shall in any way challenge, or proceedings shall in any way be brought to challenge, the prior status of the Encumbrances created by the Security Documents or the validity or enforceability of the Security Documents; or
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Challenge to security any Security Document is not or ceases to be effective (unless by reason of the Lenders’ or the Security Trustee’s failure to file any required XXX Xxxxxxxxxx xx xxx Xxxxxx Xxxxxx) or any TCN Entity or any Telewest Global Group Security Provider shall in any way challenge, or any proceedings shall in any way be brought to challenge (and in the case of a proceeding brought by someone other than any TCN Entity or any Telewest Global Group Security Provider shall continue unstayed for 30 days) the prior status of the charges created by the Security Documents or the validity or enforceability of the Security Documents (save for any prior ranking Permitted Encumbrances); or
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Related to Challenge to security

  • Notification of Threatened Action Each Party will immediately notify the other Party of any information it receives regarding any threatened or pending action, inspection or communication by any Regulatory Authority, which may affect the safety or efficacy claims of any Licensed Product or the continued marketing of any Licensed Product. Upon receipt of such information, the Parties will consult with each other in an effort to arrive at a mutually acceptable procedure for taking appropriate action.

  • Company’s Right to Injunctive Relief Executive acknowledges that his services to the Company are of a unique character, which gives them a peculiar value to the Company, the loss of which cannot be reasonably or adequately compensated in damages in an action at law, and that therefore, in addition to any other remedy which the Company may have at law or in equity, the Company shall be entitled to injunctive relief for a breach of this Agreement by Executive.

  • Transfer Void; Equitable Relief Any Proposed Key Holder Transfer not made in compliance with the requirements of this Agreement shall be null and void ab initio, shall not be recorded on the books of the Company or its transfer agent and shall not be recognized by the Company. Each party hereto acknowledges and agrees that any breach of this Agreement would result in substantial harm to the other parties hereto for which monetary damages alone could not adequately compensate. Therefore, the parties hereto unconditionally and irrevocably agree that any non-breaching party hereto shall be entitled to seek protective orders, injunctive relief and other remedies available at law or in equity (including, without limitation, seeking specific performance or the rescission of purchases, sales and other transfers of Transfer Stock not made in strict compliance with this Agreement).

  • No Changes that Materially Affect Obligations Notwithstanding anything in this Agreement to the contrary, the Fund agrees not to make any modifications to its registration statement or adopt any policies which would affect materially the obligations or responsibilities of PFPC Trust hereunder without the prior written approval of PFPC Trust, which approval shall not be unreasonably withheld or delayed.

  • Application of Takeover Protections; Rights Agreement The Company and its board of directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, interested stockholder, business combination, poison pill (including, without limitation, any distribution under a rights agreement), stockholder rights plan or other similar anti-takeover provision under the Certificate of Incorporation, Bylaws or other organizational documents or the laws of the jurisdiction of its incorporation or otherwise which is or could become applicable to any Buyer as a result of the transactions contemplated by this Agreement, including, without limitation, the Company’s issuance of the Securities and any Buyer’s ownership of the Securities. The Company and its board of directors have taken all necessary action, if any, in order to render inapplicable any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of shares of Common Stock or a change in control of the Company or any of its Subsidiaries.

  • No Legal Impediment to Sale No action shall have been taken and no statute, rule, regulation or order shall have been enacted, adopted or issued by any federal, state or foreign governmental or regulatory authority that would, as of the Closing Date or the Additional Closing Date, as the case may be, prevent the sale of the Shares; and no injunction or order of any federal, state or foreign court shall have been issued that would, as of the Closing Date or the Additional Closing Date, as the case may be, prevent the sale of the Shares.

  • Cancelation or Adjustment of Global Security At such time as all beneficial interests in a Global Security have either been exchanged for Definitive Securities, transferred, redeemed, repurchased or canceled, such Global Security shall be returned by the Depositary to the Trustee for cancelation or retained and canceled by the Trustee. At any time prior to such cancelation, if any beneficial interest in a Global Security is exchanged for Definitive Securities, transferred in exchange for an interest in another Global Security, redeemed, repurchased or canceled, the principal amount of Securities represented by such Global Security shall be reduced and an adjustment shall be made on the books and records of the Trustee (if it is then the Securities Custodian for such Global Security) with respect to such Global Security, by the Trustee or the Securities Custodian, to reflect such reduction.

  • Lost, Stolen or Mutilated Note Upon receipt by the Company of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Note, and, in the case of loss, theft or destruction, of any indemnification undertaking by the Holder to the Company in customary form and, in the case of mutilation, upon surrender and cancellation of this Note, the Company shall execute and deliver to the Holder a new Note representing the outstanding Principal.

  • Retention or Repurchase of Assets Essential to Receiver (a) The Receiver may refuse to sell to the Assuming Institution, or the Assuming Institution agrees, at the request of the Receiver set forth in a written notice to the Assuming Institution, to assign, transfer, convey, and deliver to the Receiver all of the Assuming Institution’s right, title and interest in and to, any Asset or asset essential to the Receiver as determined by the Receiver in its discretion (together with all Credit Documents evidencing or pertaining thereto), which may include any Asset or asset that the Receiver determines to be:

  • Notification of Certain Matters; Transaction Litigation (a) The Company shall give prompt notice to Parent, and Parent shall give prompt notice to the Company, of any notice or other communication received by such Party from any Governmental Authority in connection with this Agreement, any of the Mergers or the other transactions contemplated by this Agreement, or from any Person alleging that the consent of such Person is or may be required in connection with any of the Mergers or the other transactions contemplated by this Agreement.

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