Release Procedure Sample Clauses

Release Procedure a. If and only if the Preliminary Partial Satisfaction and First Partial Satisfaction have occurred and no Insolvency Action has occurred, then effective --------- the First Release Date, the Outstanding Guarantee Indebtedness shall be reduced ---------------------- to US$1 million. Except as expressly provided otherwise in this subsection 3.a. or subsections 3.b. of this Agreement, the Loan Documents shall remain in full force and effect at all times after the Effective Date. b. If and only if a Full Satisfaction has occurred and no Insolvency Action has occurred, then effective the Second Release Date: --------------------------------- i. The Investors, on behalf of themselves and the other Investor Releasees, agree as follows: (1) The Investors, on behalf of themselves and each other Investor Releasee, fully and forever release and discharge each of the MPI Releasees from and against any and all claims, damages and causes of action they may have against each such person or entity with respect to any matter under the provisions of, arising out of or in connection with, the Loan Documents, including any breach of any representation or warranty or noncompliance or nonfulfillment of any covenant or agreement set forth in such documents; provided that such release and discharge shall not extend to any claims, damages and causes of action any Investor may have against (a) any MPI Releasee for fraud or willful misconduct with respect to any of the Loan Documents or any of the transactions contemplated by this Agreement or (b) MPI pursuant to this Agreement. (2) The Investors agree that each of the Loan Documents, regardless of whether they are in default, are fully and completely terminated and rendered devoid of legal effect and unenforceable, such that even provisions of the Loan Documents that, according to their terms, survive termination, are terminated and nullified. Further, the Investors acknowledge and agree that any loan, debt, liability or other obligation created pursuant to or arising out of the Loan Agreement, the Guarantee or the Subscription Agreement, as well as any writings, agreements, notes or certificates representing such loan, debt, liability or obligations, are canceled and rendered devoid of force and effect. ii. MPI, on behalf of itself and the other MPI Releasees, agrees as follows: (1) MPI, on behalf of itself and each other MPI Releasee, fully and forever releases and discharges each of the Investor Releasees from any claims, damag...

Release Procedure. Release of cash amounts shall be made by a wire transfer, to the bank account of the party entitled to receive such payment. The Escrow Agent shall, promptly after each release or disbursement of the Escrow Funds set forth herein, deliver to Seller and Buyer a notice setting forth the aggregate amount of the Escrow Funds so released or disbursed to Seller or Buyer and the balance of the Escrow Funds as of such date.

Release Procedure. Subject to the provisions of this Section 9.5.4.2, the Escrow Agent is hereby authorized to release the Escrow Materials to Alstom upon receiving written authorization from Alstom certifying that Alstom is entitled to the Escrow Materials (the “Release Notice”) pursuant to Section 9.5.4.1. Alstom shall provide a copy of each Release Notice to BSE.

Release Procedure. In any case in which you are required to execute a release as a condition to vesting and settlement of the Performance Share Units, the Company will supply you with a form of such release or other agreement not later than the date of your separation from service, which must be returned within the time period required by law (or ten business days if no legally mandated period applies) and you must not revoke within the applicable time period (if any) in order for you to satisfy any such condition. If any amount payable during a fixed period following separation from service is subject to such a requirement and the fixed period could begin in one year and end in the next, payment shall be made or commenced to be made in the next year regardless of when you return the release or other agreement.

Release Procedure. Upon the occurrence and continuation of a ----------------- Release Event, MKE will notify the Escrow Agent. The Escrow Materials will be released for use by MKE, subject to the terms and conditions hereof, only after notice of such Release Event from the Escrow Agent to Replay and Replay's failure to declare in writing to the Escrow Agent within [***] that no Release Event has occurred. If Replay makes such written declaration, then the issue of whether a Release Event has occurred and is continuing shall be submitted to arbitration in Santa ▇▇▇▇▇ County, California, under the Commercial Arbitration Rules of the American Arbitration Association by one (1) arbitrator appointed in accordance with said Rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The costs of the arbitration, including administrative and arbitrator's fees, shall be shared equally by the parties. Each party shall bear the costs of its own attorneys' fees in connection with such arbitration. [***] = CERTAIN INFORMATION ON THIS PAGE HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

Release Procedure. Borrower shall provide Bank with a fully prepared request for partial release for the Construction Parcel or any Release Parcel to be released, together with the items described in Section 15.1, 15.2 and 15.3 not less than ten (10) Business Days prior to the requested release date.

Release Procedure. ChemDevelopment shall test (or have tested at a third party laboratory as agreed by SyntheMed) the Agreement Product to the full finished product specification in accordance with the requirements specified. SyntheMed shall be responsible for the final release of the Agreement Product according to agreed upon procedures. ChemDevelopment shall provide or have available: 10.1 A Certificate of Analysis listing all test results for each batch of Agreement Product 10.2 A copy of the manufacturing record for each batch of Agreement Product delivered or Certification that all manufacturing was completed in accordance with agreed upon procedures 10.3 A statement signed by a named senior QA person at ChemDevelopment stating that the batch has been manufactured in accordance with the specifications and in accordance with all applicable regulatory requirements. 10.4 Any other details or documents which may be agreed from time to time between the Quality Departments of ChemDevelopment and SyntheMed. 10.5 Information and copies of investigation reports relating to any batch deviation, out of specification result or non-compliance with regulatory requirements shall be communicated as soon as practicable to the Director, Quality Systems at SyntheMed.

Release Procedure. (1) CUSTOMER may open a release case and request the release of the material from Agent by recommended letter if a) DAR agrees to a release in writing in a letter addressed to Agent; b) DAR has stopped doing business or DAR‘s business is terminated by order of a court or a public agency (in particular if the company is being deleted from the official commercial register by order of the registry or a court due to a lack of funds); c) an application to initiate a proceeding according to the insolvency code concerning DAR‘s assets or a part thereof has been filed by someone other than CUSTOMER; d) a proceeding according to the insolvency code concerning DAR‘s assets or a part thereof has been initiated, or initiation was declined due to a lack of funds, regardless whether the application was filed by CUSTOMER or by someone else; e) Agent is legally obliged to release the material to CUSTOMER based on an enforceable court order or an enforceable arbitral award. (2) If CUSTOMER opens a release case based on conditions (1) b) to e), Agent will inform DAR accordingly by registered mail or any other means of traceable shipment with proof of receipt (hereafter called „secure mail“) and request from DAR within an period of 2 weeks time a statement whether it agrees with the request for release by CUSTOMER or not. Agent will point out that the material will be released should DAR not reply within the set period. (3) Agent will release the material to CUSTOMER in case DAR agrees with CUSTOMER’s release request, in case that DAR does not reply within the set period, or in case an enforceable court order or an enforceable arbitral award has been issued. In order of the release of the Deposit Material CUSTOMER will send a representative to agent to receive the material against the receipt of a written protocol.

Release Procedure. The Bank's obligation to permit the release of the lien of the Deed of Trust encumbering either the Florida Property or the Arizona Property (either, a "Release Property") shall be contingent upon all of the following: (i) no Event of Default shall have occurred and be continuing, (ii) payment to the Bank of the release Price (defined below), (iii) payment of any and all expenses, including reasonable attorneys' fees in respect of such release incurred by the Bank, costs of recording releases, and incidental release fees charged by the Bank, in connection with such release, (iv) the Release Property shall be the entire Florida Property or the entire Arizona Property, and (v) the Commitment Amount shall automatically be reduced to an amount equal to the portion of the Commitment Amount allocated to the remaining Property after release of the Release Property, except and to the extent that the Borrower and the Bank agree to a substitution of Collateral on the terms provided herein