Frustration of Purpose. The Company shall not, by amendment of its certificate of incorporation or bylaws, or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by it hereunder, but shall at all times in good faith cooperate in the carrying out of all the provisions of this Warrant.
Frustration of Purpose. The Company hereby covenants and agrees that the Company will not, by amendment of its certificate of incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issuance or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Warrant, and will at all times in good faith carry out all the provisions of this Warrant and take all action as may be required to protect the rights of the Holder. Without limiting the generality of the foregoing, the Company (i) shall not increase the par value of any Common Shares receivable upon the exercise of this Warrant above the Exercise Price then in effect, and (ii) shall take all such actions as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and nonassessable Common Shares upon the exercise of this Warrant.
Frustration of Purpose. The Company shall not, by amendment of the Company Charter Documents or any of its other organizational or governance documents, or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by it hereunder, but shall at all times in good faith assist in the carrying out of all the provisions of this Contingent Payment Right and in the taking of all such action as may reasonably be requested by the Holder in order to protect the exercise rights of the Holder, consistent with the terms of this Contingent Payment Right.
Frustration of Purpose. The Company shall not, by amendment of its certificate of incorporation or other organizational document, through any Corporate Transaction or otherwise, intentionally avoid or seek to avoid the observance or performance of any of the terms of this Agreement. Without limiting the generality of the foregoing, the Company (a) will not permit the par value of any shares of Common Stock receivable upon the exercise of any Warrant to exceed the Exercise Price, (b) will not permit the number of shares of Common Stock authorized by the Company’s certificate of incorporation and available for issuance upon the exercise of Warrants to be less than the number of shares of Common Stock that Holders may be entitled to receive upon the exercise of all outstanding Warrants, and (c) will take all such action as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and nonassessable shares of Common Stock upon the exercise by Holders of all outstanding Warrants.
Frustration of Purpose. If any word, phrase, clause, sentence, paragraph, section or other part of this Agreement is affected in whole or in part as a result of amendments to the underlying statutory authority for this Agreement, or a final judicial decree for which all appeals have expired or been exhausted, or if the Texas Legislature amends state law in a manner having the effect of limiting or curtailing any right or obligation of the parties under this Agreement, then the parties agree and understand that the purpose of this Agreement may be frustrated. In such case, the parties agree to work in good faith to amend this Agreement so that the purpose of this Agreement may be fully realized, including full purpose annexation if necessary. Owner agrees not to protest annexation of the Property in accordance with this Agreement, and further agrees not to sponsor or support legislation that would hinder the City's ability to annex any portion of the Property in accordance with the provisions hereof.
Frustration of Purpose. In the event that the Conversion and the Exchange have occurred but the IPO is not consummated prior to the Outside Date (as defined below), the Company, Subsidiary, and Successor shall, upon the Stockholder’s request, use reasonable best efforts and cooperate in good faith with the Stockholder to unwind the transactions contemplated hereby and restore the Stockholder’s rights to be as they were on the date hereof.
Frustration of Purpose. In the event performance hereof is prevented by any applicable and valid federal, state or municipal law, ordinance, rule, regulation or order, the parties hereto shall be excused from the performance hereof, and the Owner shall pay Contractor, in full and complete payment, settlement and discharge of all its obligations hereunder, the actual reasonable cost of Contractor for labor and materials thereto furnished or services performed by Contractor hereunder.
Frustration of Purpose. Landlord acknowledges that Subtenant’s sole purpose for entering into this Sublease is to operate a pharmacy within the Leased Premises. Accordingly, Landlord agrees that Subtenant shall have, at all times during the Initial Term or any Renewal Term, the right to terminate this Sublease without penalty if Subtenant is unable to initially secure a license or permit to operate a pharmacy within the Leased Premises for any reason whatsoever, or if any such license or permit is subsequently revoked, restricted, suspended or otherwise impaired for any reason other than an act or omission of Subtenant or its agents, servants or employees, at any time during the Initial Term or any Renewal Term.
Frustration of Purpose. Neither the Issuer nor any Holder may do directly or indirectly that which is prohibited by this Agreement.
Frustration of Purpose. If the ability of the Manager to conduct the Concession Operations is substantially impaired as a result of conditions which are beyond its reasonable control, including without limitation, damage, destruction, condemnation of all or any portion of the Golf Facilities, acts of god, force majeure events and acts of governmental agencies (excluding enforcement actions arising as a result of non- compliance by Manager), then at Manager's sole discretion, this Agreement may be terminated on thirty
