Adverse Rulings Sample Clauses

Adverse Rulings. No decision, ruling or finding shall have been entered by any court or governmental authority since the date of this Purchase Agreement (and not reversed on appeal or otherwise set aside), or to the best knowledge of the District, pending or threatened which has any of the effects described in Section 8(f) hereof or contesting in any way the completeness or accuracy of the Official Statement;
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Adverse Rulings. An adverse ruling challenging the private nature of the Borrower, CORFO's ability to issue a credit support similar to the PCS or the Additional PCS, or such other matters actually affecting or impairing the Borrower's ability to incur Debt or CORFO's ability to support any such Debt, by any Authority (including any award of the Tribunal Constitucional of the Republic of Chile) is issued.
Adverse Rulings. If any administrative or legal authority enters a finding holding BidGive or its clients liable for any benefits or failure to withhold taxes, Consultant agrees to immediately reimburse BidGive and its clients for the cost of all such findings, including expenses and attorneys fees; and agrees to allow BidGive to offset amounts owing to Consultant and to garnish Consultant’s wages and accounts to collect such sums. Neither BidGive or Consultant shall have any right or authority to assume or create any obligations or to otherwise bind the other party.
Adverse Rulings. Purchaser shall promptly notify Seller of any final, adverse regulatory ruling that, in the good faith judgment of Purchaser or its counsel, would prevent the sale and purchase of the Shares.

Related to Adverse Rulings

  • Adverse Actions Take any action or fail to take any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being or becoming untrue in any material respect at any time at or prior to the Effective Time, (ii) any of the conditions to the Merger set forth in Article VI not being satisfied or (iii) a material violation of any provision of this Agreement, except, in each case, as may be required by applicable law or regulation.

  • Company Counsel Matters i. On the Closing Date, the Placement Agent shall have received the favorable opinion of Hxxxxx and Bxxxx, LLP, outside counsel for the Company counsel to the Company, dated the Closing Date and addressed to the Placement Agent, substantially in form and substance reasonably satisfactory to the Placement Agent.

  • Corrective Action Plan Within fifteen (15) Business Days following the establishment of the Joint Remediation Committee, the Purchasers, in consultation with the Sellers, shall prepare and submit to the Joint Remediation Committee an initial draft of the Corrective Action Plan. The parties shall work in good faith through the Joint Remediation Committee to finalize the Corrective Action Plan within fifteen (15) Business Days of the Purchasers’ submission of the initial draft of the Correct Action Plan. At the end of such period, if the Sellers reasonably determine that the Corrective Action Plan proposed by the Purchasers (as may be modified over the course of such period) would not reasonably be expected to satisfactorily address the Major Default, then the Sellers may escalate the issue to the Head of Commercial Capital (or equivalent leader of any successor business unit) of the Seller Group and the Chief Executive Officer of the Bank Assets Purchaser (the “Senior Executives”) and the Senior Executives shall work collaboratively (including with the Joint Remediation Committee) to develop a mutually agreeable Corrective Action Plan within fifteen (15) Business Days.

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