Release Conditions Sample Clauses

Release Conditions. As used in this Agreement, "Release Conditions" shall mean the following:

Release Conditions. The Escrow Agreement shall provide that release of the Source Code Materials to the JBE shall occur if any of the following occur (each, a “Release Condition”): (i) Contractor materially breaches any of its obligations to provide maintenance and support services for the Licensed Software; (ii) Contractor dissolves, becomes insolvent or ceases to conduct business as a going concern; (iii) Contractor makes a general assignment for the benefit of creditors or commences any case, proceeding or other action seeking to have an order for relief entered on Contractor’s behalf as a debtor or to adjudicate Contractor as bankrupt or insolvent, or seeks a reorganization, liquidation, dissolution or composition of Contractor or Contractor’s debts under any law relating to bankruptcy, insolvency, or relief of debtors or seeking appointment of a receiver, trustee, custodian or similar official for Contractor or for all or any substantial portion of Contractor’s assets; or (iv) any case, proceeding or similar action is brought against Contractor seeking to have an order for relief entered against it to adjudicate it as bankrupt or insolvent, or seeking reorganization, liquidation, dissolution or composition of Contractor or Contractor’s debts under any law relating to bankruptcy, insolvency, reorganization or the relief of debtors or seeking appointment of a receiver, trustee, custodian or similar official for Contractor or for all or any substantial portion of Contractor’s assets that relate to this Agreement, and such case, proceeding or other action (1) results in the entry of an order for relief against Contractor which is not fully stayed within sixty (60) calendar days after the entry thereof or (2) remains undismissed for a period of sixty (60) calendar days.

Release Conditions. Company shall have the right to obtain from the Source Code Escrow Agent one copy of the escrowed Source Code for the Required Models, under the following conditions upon Company's request: (i) A receiver, trustee, or similar officer is appointed, pursuant to federal, state or applicable foreign law, for the Source Code Owner; (ii) Any voluntary or involuntary petition or proceeding is instituted, under (x) U.S. bankruptcy laws or (y) any other bankruptcy, insolvency or similar proceeding outside of the United States, by or against the Source Code Owner; or (iii) Failure of the Source Code Owner to function as a going concern or operate in the ordinary course; or (iv) Seller and the Source Code Owner fail to provide to Company the Required Models or updated Required Models, or, alternatively, fail to issue a Source Code LC, within the time periods set forth in Section 6(a) (Seller's Obligation to Provide Models) of this Attachment B (Facility Owned by Seller), Company gives written notice of such failure to Seller and the Source Code Owner, and Seller and Source Code Owner fail to remedy such breach within five (5) Days following receipt of such notice.

Release Conditions. Mezzanine Borrower’s compliance with the condition set forth in Section 2.3.4(c), (e), (f), (g) and (k) with respect to the release of the Replaced Property;

Release Conditions. For all purposes under this Escrow Agreement, “Release Condition” means the occurrence of any of the following:

Release Conditions. Company shall have the right to obtain from the Source Code Escrow Agent one copy of the escrowed Source Code for the Required Models, under the following conditions upon Company's request: (i) A receiver, trustee, or similar officer is appointed, pursuant to federal, state or applicable foreign law, for the Source Code Owner; (ii) Any voluntary or involuntary petition or proceeding is instituted, under (x) U.S. bankruptcy laws or (y) any other bankruptcy, insolvency or similar proceeding outside of the United States, by or against the Source Code Owner; or (iii) Failure of the Source Code Owner to function as a going concern or operate in the ordinary course; or (iv) Seller and the Source Code Owner fail to provide to Company the Required Models or updated Required Models within the time periods set forth in Section 6(a) (Seller's Obligation to Provide Models) of this Attachment B (Facility Owned by Seller), Company gives written notice of such failure to Seller and the Source Code Owner, and Seller and Source Code Owner fail to remedy such breach within five (5) Days following receipt of such notice.

Release Conditions. The Escrow Agent shall release the Deposit Material to Licensee solely under any of the following conditions (each a "Release Condition"): (i) appointment, or consent to a receiver, trustee or other custodian for Licensor or substantially all of its assets, or application for same if such application is not lifted within 14 days; (iii) Licensor makes an assignment for the benefit of creditors; (iv) Licensor is liquidated or dissolved, or any proceedings are commenced with regard to Licensor under any bankruptcy, insolvency, or debtor’s relief law which are not lifted within 14 days from commencement; (v) any failure by Licensor to function as a going concern.

Release Conditions. As used in this Agreement, "Release Condition" shall mean those conditions set forth in Section 10.3 of the License Agreement.

Release Conditions. Company shall have the right to obtain from the Source Code Escrow Agent one copy of the escrowed Source Code for the Required Models, under the following conditions upon Company’s request: (1) A receiver, trustee, or similar officer is appointed, pursuant to federal, state or applicable foreign law, for the Source Code Owner; (2) Any voluntary or involuntary petition or proceeding is instituted, under (a) U.S. bankruptcy laws or (b) any other bankruptcy, insolvency or similar proceeding outside of the United States, by or against the Source Code Owner; (3) Failure of the Source Code Owner to function as a going concern or operate in the ordinary course; or (4) Seller and the Source Code Owner fail to provide to Company the Required Models or updated Required Models, or, alternatively, fail to issue a Source Code LC, within the time periods set forth in Section 6(a) (Seller’s Obligation to Provide Models) of this Attachment B (Facility Owned by Seller), Company gives written notice of such failure to Seller and the Source Code Owner, and Seller and Source Code Owner fail to remedy such breach within five (5) Days following receipt of such notice.

Release Conditions. It shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice (as hereinafter defined) is received by the Bank and at the time the Bank issues and delivers the Partial Release, (ii) Borrower delivers to the Bank a written request for the Partial Release (the “Release Notice”), (iii) the Bank delivers to the Borrower the Bank’s written consent to the Partial Release, which consent will not be unreasonably withheld, (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ fees. In addition to all of the above, it shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that the Bank shall be satisfied that in granting any Partial Release the balance of the Property shall continue to be subject to the lien of the Mortgage and will not be affected in any way which, in the sole judgment of the Bank or the Bank’s counsel, would adversely affect the security position of the Bank under the Mortgage.