Effect of Material Breach. In the event that the Company shall breach any of its material obligations hereunder in any material respect, any Holder of Registrable Securities may demand that the Company file a registration statement covering such Holder's Registrable Securities. The Company agrees to file such registration statement within 60 days after receipt of such demand and agrees to use its best efforts to procure the effectiveness of such registration statement within 60 days after filing.
Effect of Material Breach. In the event the Executive materially breaches the provisions of paragraphs (a) or (b) of this Section 6, the Company may immediately cease all payments to the Executive under this Agreement, may seek recovery of payments received by the Executive under this Agreement and shall be entitled to seek an injunction, restraining order or other equitable relief restraining any such material breach, and monetary damages for such material breach; provided, however, that nothing in the preceding shall prohibit or otherwise impact the Executive’s right or ability to dispute that a material breach has occurred.
Effect of Material Breach. If a Party materially breaches this Agreement and such breach is not cured within thirty (30) days after written notice thereof from the other Party, the non-breaching Party shall have a right to pursue a claim in accordance with the enforcement procedures set forth in Section 9.7.
Effect of Material Breach. (a) By Client. Association and MCI USA reserve the right to cancel the Agreement upon the material default or delay by Client (or any Agency executing the Agreement on Client’s behalf) in the payment of any amount due under the Agreement, or other material breach of the Agreement by Client. Upon such cancellation: (i) all Agreement fees not previously paid by Client shall become immediately due and payable, and (ii) Client shall lose all discounts from the Total Gross Rate (as specified above). The difference between the amount paid for the fulfilled insertions as of the date of termination and the Total Gross Rate shall become immediately due and payable.
Effect of Material Breach. The Provider acknowledges and agrees that entering into this CIA is a condition set forth in the Settlement Agreement between the State of New York and Elant, Inc., Elant at Brandywine, Inc., Elant at Fishkill, Inc., Xxxx Xxxxx, Inc., Elant at Goshen, Inc., and Elant at Newburgh, Inc. d/b/a Elant at Meadow Hill, (collectively “Elant”) . If OMIG determines that Provider has engaged in a Material Breach of this CIA, OMIG may exclude the Provider from New York’s Medicaid program. The effect of OMIG’s exclusion of the Provider is that the Provider shall be excluded from participation in the New York State Medicaid program at such date that OMIG shall determine and this CIA shall be terminated as set forth in Section X. C. below.
Effect of Material Breach. In the event the Employee materially breaches the provisions of paragraphs (a) or (b) of this Section, the Company may immediately cease all payments to the Employee under this Agreement, may seek recovery of payments received by the Employee under this Agreement and shall be entitled to seek an injunction, restraining order or other equitable relief restraining any such material breach, and monetary damages for such material breach; provided, however, that nothing in the preceding shall prohibit or otherwise impact the Employee's right or ability to dispute that a material breach has occurred.
Effect of Material Breach. If the Company Breaches its obligations under Sections 1, 4, 8 and 15 of this Agreement or under Section 3 of the Compensation Agreement, or if it is finally adjudicated that the Company's certification under Section 11 is fraudulent (each a "Material Breach"), the City may: (i) terminate this Agreement in full; (ii) terminate the Exemption with respect to the Project as a whole; (iii) terminate the Exemption with respect to a specific Building that is part of the Project; or (iv) modify the term and/or percentage of any Exemption; provided, however, that (A) any termination of the Agreement or reduction in the percentage or term of the Exemption must be proportionate to the severity of the Material Breach (i.e. must consider the extent to which the Company failed to meet its obligation); (B) in determining the size of any reduction, the City must consider changes in market or economic conditions affecting the Company’s performance under this Agreement; and (C) no reduction may negatively affect or reduce the Exemption for any taxable period prior to the date of such Material Breach. The Company acknowledges that the City Council will determine how the City exercises its rights and remedies under this Agreement. The remedies set forth in this Section are the sole and exclusive remedies of City for a Material Breach by the Company of its obligations under this Agreement.
Effect of Material Breach. 14.5 Neither Party shall be entitled to make any transfer of its Shares otherwise permitted under this clause 14 and Schedule 1 for so long as it is in material breach of its obligations under this Agreement or under clause 8 of the SPA.
Effect of Material Breach. If Amazon Breaches its obligations under this Agreement to create and retain Jobs and to make or cause to be made the Real Property Improvements (after any the notice and cure period have lapsed, a “Material Breach”), the City has the right to: terminate this Agreement in full; terminate the Chapter 380 Payments; modify the term and/or amount of the Chapter 380 Payments; provided, however, that (A) in determining the size of any reduction of the Chapter 380 Payments, the City may consider the effect on Amazon’s operations of changes in market or economic conditions; and (B) no reduction may negatively affect or reduce the Chapter 380 Payments for any period prior to the date of such Material Breach. The remedies set forth in this Section 9.04(b) are the sole and exclusive remedies of the City for a Material Breach by Amazon of its obligations under this Agreement.
Effect of Material Breach. In the event that the Company shall breach any of its material obligations hereunder in any respect, any Holder of Registrable Securities may demand that the Company file a registration statement covering such Holder's Registrable
