Denial of Approval Sample Clauses

Denial of Approval. If the Parties are unable to obtain preliminary approval of the Settlement or a revised settlement agreement, or if the Court denies final approval of the Settlement or a revised settlement agreement: (i) the Settling Parties agree that this Agreement will be void and of no effect and completely inadmissible for any purpose whatsoever; (ii) all Named Plaintiffs in the Litigation, other than Plaintiff Xxxxxxxx, will immediately withdraw from the Xxxxxxxx II action; (iii) Plaintiff Xxxxxxxx will immediately file a Second Amended Complaint in Xxxxxxxx II identical to the original Xxxxxxxx II complaint, as it existed and was filed on August 9, 2021 (the “Original Xxxxxxxx II Complaint”), other than necessary modifications to reflect the passage of time only; (iv) Plaintiff Xxxxxxxx will immediately withdraw from Xxxxxxxx II all claims and causes of action that were alleged in the First Amended Complaint but not in the Original Xxxxxxxx II Complaint; (v) the Settling Parties agree to lift the stays in Xxxxxx, Heggen, Roberds, and Xxxxxxxx I. The Settling Parties acknowledge that if the parties are unable to obtain preliminary or final approval, it is their intention to return the Parties to the status quo in Xxxxxx, Heggen, Roberds, Xxxxxxxx I, and Xxxxxxxx II as they existed prior to seeking approval of the Settlement. Its: The Vail Corporation d/b/a Vail Resorts Management Company and Heavenly Valley, Limited Partnership: By: DATED: Xxxx Xxxxxx: 12/29/2021 DATED: 12/28/2021 DATED: DocuSign Envelope ID: 3BBBA260-B81F-43ED-BF14-B0B1AA9BA167 Xxxxxxxxx Xxxx-Xxxxx: 12/28/2021 DATED: Xxxxxxx Xxxxxxx: Xxxxxxx Xxxxx: 12/28/2021 DATED: Xxxx Xxxxxx: DATED: Xxxxxxxxxxx Xxxxxxxx: DATED: Xxxxxxxxx Xxxx-Xxxxx: DATED: Xxxxxxx Xxxxxxx: DATED: Xxxxxxx Xxxxx: DATED: 01 / 03 / 2022 DATED: Xxxxxxxxxxx Xxxxxxxx: DATED: Xxxx Xxxxxx: Doc ID: c7e7bcd1b787bd6da0f94d483137c1b534289fb3 DocuSign Envelope ID: E6DFB233-1888-4854-8477-3971D883B8BA‌ Xxxx Xxxxxxx: 12/30/2021 DATED: 49720141.1 EXHIBIT A‌ (Settlement Agreement) NOTICE OF CLASS AND COLLECTIVE ACTION SETTLEMENT Xxxxxxxx v. Heavenly Valley, Limited Partnership, Case No. SC20210148 Superior Court of the State of California, County of El Dorado ★★★★ PLEASE READ THIS NOTICE CAREFULLY. THIS NOTICE COULD AFFECT YOUR LEGAL RIGHTS. YOU MAY BE ENTITLED TO MONEY FROM THIS SETTLEMENT. A Court authorized this notice. This is not a solicitation from a lawyer. You are receiving this Notice because you are a current or former employee of the V...
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Denial of Approval. Upon the receipt by any party of final written ------------------ notice from TDI that Approval for the Purchase Transactions will not be granted, (a) all obligations of the parties with respect to the Purchase Transactions shall immediately terminate and (b) Centene, Superior and CHCN shall take all necessary steps to ensure that the composition of Superior's Board of Directors and Superior's by-laws and articles of incorporation comply with all applicable law and the requirements of TDI.
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Related to Denial of Approval

  • Approval of Plan Approval of the Plan by the Commissioner of Internal Revenue as referred to in 17.1 means a continuing approval sufficient to establish that the Plan and related trust(s) are at all times qualified and exempt from income tax under Section 401(a) and other applicable provisions of the Internal Revenue Code of 1986, and that contributions made by the Company under the Plan are deductible for income tax purposes in accordance with law. The cognizant governmental authorities referred to in 17.1 include, without limitation, the Department of Labor, the Pension Benefit Guaranty Corporation and the Securities and Exchange Commission, and their approval means their confirmation with respect to any matter within their regulatory authority that the Plan does not conflict with applicable law.

  • Approval of Plans Landlord will not check Tenant drawings for building code compliance. Approval of the Final Plans by Landlord is not a representation that the drawings are in compliance with the requirements of governing authorities, and it shall be Tenant’s responsibility to meet and comply with all federal, state, and local code requirements. Approval of the Final Plans does not constitute assumption of responsibility by Landlord or its architect for their accuracy, sufficiency or efficiency, and Tenant shall be solely responsible for such matters.

  • Waiver of Notice; Approval of Meeting; Approval of Minutes The transactions of any meeting of Limited Partners, however called and noticed, and whenever held, shall be as valid as if it had occurred at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy. Attendance of a Limited Partner at a meeting shall constitute a waiver of notice of the meeting, except when the Limited Partner attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened; and except that attendance at a meeting is not a waiver of any right to disapprove the consideration of matters required to be included in the notice of the meeting, but not so included, if the disapproval is expressly made at the meeting.

  • Approval of Agreement The Board of Directors of the Company has authorized the execution and delivery of this Agreement by the Company and has approved this Agreement and the transactions contemplated hereby.

  • Approval of Listing At the Closing Time, the Securities shall have been approved for listing on the New York Stock Exchange, subject only to official notice of issuance.

  • Approval of Agreements Not to enter into, modify, amend or terminate any Lease or any other material agreement with respect to the Property, which would encumber or be binding upon the Property from and after the Closing Date, without in each instance obtaining the prior written consent of the Purchaser.

  • No Regulatory Approval By the Company or Parent, if its Board of Directors so determines by a vote of a majority of the members of its entire Board, in the event any Requisite Regulatory Approval shall have been denied by final, nonappealable action by such Governmental Authority or a Governmental Authority shall have requested the permanent withdrawal of an application therefor.

  • Waiver of Notice; Approval of Meeting Whenever notice to the Members is required to be given under this Agreement, a written waiver, signed by the Person entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of a Person at any such meeting of the Members shall constitute a waiver of notice of such meeting, except when the Person attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Members need be specified in any written waiver of notice unless so required by resolution of the Board. All waivers and approvals shall be filed with the Company records or made part of the minutes of the meeting.

  • Regulatory Approval 25.1 The Parties understand and agree that this Agreement and any amendment or modification hereto will be filed with the Commission for approval in accordance with Section 252 of the Act and may thereafter be filed with the FCC. The Parties believe in good faith and agree that the services to be provided under this Agreement are in the public interest. Each Party covenants and agrees to fully support approval of this Agreement by the Commission or the FCC under Section 252 of the Act without modification.

  • Authority; Approval (a) Such Company has all necessary limited liability company power and authority to execute and deliver this Agreement and the Ancillary Documents to which it is a party, and to consummate the transactions contemplated hereby and thereby, including the Combination and the applicable Company Merger, except under Federal Cannabis Laws. No further act or proceeding on the part of such Company, its Company Board or its Members is necessary to authorize the execution, delivery and performance of this Agreement and the Ancillary Documents to which such Company is a party. This Agreement and the Ancillary Documents to which such Company is a party have been (or will be at the Closing, as applicable) duly executed and delivered by such Company, and, assuming due authorization, execution and delivery by the other parties thereto, constitute (or will constitute at the Closing, as applicable) legal, valid and binding obligations of such Company, enforceable in accordance with their respective terms and conditions (except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally and by general equitable principles and Federal Cannabis Laws).

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