Failure to issue Sample Clauses

Failure to issue. If, for any reason (including, without limitation, the failure of the relevant trade), a Note is not to be issued in accordance with a Note Transaction, the Issuer and the relevant Dealer shall immediately notify the Agent of that fact.
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Failure to issue any failure by either Issuer to issue on the agreed Issue Date any Notes which a Dealer has agreed to purchase (unless such failure is as a result of the failure by the Relevant Dealer to pay the aggregate purchase price for such Notes); or
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Failure to issue. If Landlord refuses or fails to furnish a Certificate of Completion, Landlord shall, within forty-five (45) days, provide Tenant with a written statement specifying the reasons Landlord refused or failed to furnish the Certificate of Completion and identifying the items Tenant shall complete or requirements it shall satisfy to obtain a Certificate of Completion.
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Failure to issue a Statement does not affect the rights and obligations of the Parties under this Agreement and is not a breach of a material obligation of this Agreement under Clause 11.1(c) (Material Obligations).
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Failure to issue any failure by the Issuer to issue the Bonds on the Closing Date (unless such failure is a result of the failure by the Joint Bookrunners to pay the net subscription monies for the Bonds); or
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Failure to issue. If, for any reason (including, without limitation, the failure of the relevant trade), the Issuer and the relevant Dealer agree that a Treasury Note is not to be issued in accordance with an agreement for a Note Transaction, the Issuer together with the relevant Dealer shall immediately notify the Domiciliary Agent of that fact. No cancellation of any issue will be possible after 10 a.m. (Brussels time) on the Business Day before the Issue Date in case the Treasury Notes are denominated in euro, and before 10 a.m. (Brussels time) on the Business Day before the Issue Date of such Treasury Notes, in case the Treasury Notes are denominated in any Foreign Currency (or such other time as from time to time agreed with or imposed by the NBB), after which time no such cancellation shall be possible.
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Failure to issue. The Issuer covenants with the Dealers that it will keep the Dealers indemnified against any losses which they may incur as a result of Notes not being issued for any reason (other than (1) any failure of a Dealer to pay or (2) either of the conditions in Clause 3(B)(8) or 3(B)(14) not having been fulfilled) after an agreement for the purchase of such Notes has been made.
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Failure to issue. If for any reason the Issuer fails to issue the Notes to be purchased by UBS (or its designee, as applicable) on the Note Purchase Date for such Notes as provided in Section 2(c) above, or any of the conditions specified in Section 3(b) below shall not have been fulfilled by the time required on such Note Purchase Date, then such occurrence shall constitute an “Issuance Failure” for purposes hereof; provided, in no event shall an Issuance Failure be deemed to have occurred as a result of the failure of the condition set forth in Section 3(b)(3). Upon the occurrence of an Issuance Failure, the Issuer shall pay to UBS, promptly upon demand, in immediately available funds, an amount (not less than zero) equal to the sum of all Breakage Costs and all Make-Whole Amounts owing with respect to the Notes that were to be purchased on such Note Purchase Date. A certificate of UBS setting forth a reasonable calculation of the Breakage Costs and Make-Whole Amounts, as the case may be, shall be delivered to the Issuer and shall be conclusive absent manifest error.
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Failure to issue. In the event PID Bonds for a particular phase of the Project are not issued as a result of any act or omission of the City and by no fault of Developer, and a period of 90 days to cure such non-occurrence has passed, then (a) the City shall—if Developer petitions for disannexation—disannex the applicable portion of the Property (and any remaining portion of the Property for which PID Bonds have not been issued) within 30 days’ of the filing of the disannexation petition by Developer and such property shall thereafter be immune to involuntary annexation by the City for a period of 30 years and, (b) upon such notice, the City shall be deemed to have consented to the formation of a municipal utility district or similar utility or improvement district created by special act of the Texas Legislature, TCEQ, or the Collin County Commissioners Court on the portion of the Property disannexed pursuant to this paragraph. If PID Bonds have issued for prior phases of the Project or assessments have been levied for prior phases of the Project, those phases shall remain within the limits of City and the PID and shall not be eligible for inclusion into such special district. Notwithstanding the foregoing or any other provision of this Agreement, this section shall not apply and disannexation shall not be required in the event that PID Bonds for a particular phase of the Project are not issued by the City because:
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Related to Failure to issue

  • Failure to Go Effective If the Registration Statement required by Section 2.01(a) is not declared effective within 90 days after the Closing Date, then each Holder shall be entitled to a payment (with respect to the Purchased Units of each such Holder), as liquidated damages and not as a penalty, of 0.25% of the Liquidated Damages Multiplier per 30-day period, that shall accrue daily, for the first 60 days following the 90th day after the Closing Date, increasing by an additional 0.25% of the Liquidated Damages Multiplier per 30-day period following the 60th date after such 90th day, that shall accrue daily, for each subsequent 30 days, up to a maximum of 1.00% of the Liquidated Damages Multiplier per 30-day period (the “Liquidated Damages”); provided, however, that the aggregate amount of Liquidated Damages payable by the Partnership per Purchased Unit may not exceed 5.0% of the Common Unit Price. The Liquidated Damages payable pursuant to the immediately preceding sentence shall be payable within ten (10) Business Days after the end of each such 30-day period. Any Liquidated Damages shall be paid to each Holder in immediately available funds; provided, however, if the Partnership certifies that it is unable to pay Liquidated Damages in cash because such payment would result in a breach under a credit facility or other debt instrument, then the Partnership may pay the Liquidated Damages in kind in the form of the issuance of additional Common Units. Upon any issuance of Common Units as Liquidated Damages, the Partnership shall promptly (i) prepare and file an amendment to the Registration Statement prior to its effectiveness adding such Common Units to such Registration Statement as additional Registrable Securities and (ii) prepare and file a supplemental listing application with the NYSE to list such additional Common Units. The determination of the number of Common Units to be issued as Liquidated Damages shall be equal to the amount of Liquidated Damages divided by the volume-weighted average closing price of the Common Units on the NYSE for the ten (10) trading days immediately preceding the date on which the Liquidated Damages payment is due, less a discount to such average closing price of 2.00%. The payment of Liquidated Damages to a Holder shall cease at the earlier of (i) the Registration Statement becoming effective or (ii) the Purchased Units of such Holder becoming eligible for resale without restriction under any section of Rule 144 (or any similar provision then in effect) under the Securities Act, assuming that each Holder is not an Affiliate of the Partnership, and any payment of Liquidated Damages shall be prorated for any period of less than 30 days in which the payment of Liquidated Damages ceases. If the Partnership is unable to cause a Registration Statement to go effective within 180 days after the Closing Date as a result of an acquisition, merger, reorganization, disposition or other similar transaction, then the Partnership may request a waiver of the Liquidated Damages, and each Holder may individually grant or withhold its consent to such request in its discretion. The foregoing Liquidated Damages shall be the sole and exclusive remedy of the Holders for any failure of the Registration Statement to be declared effective.

  • Failure to Insure If Tenant fails to maintain any insurance which Tenant is required to maintain pursuant to this Article X, Tenant shall be liable to Landlord for any loss or cost resulting from such failure to maintain. Tenant may not self-insure against any risks required to be covered by insurance without Landlord's prior written consent.

  • Failure to Fund Unless the Administrative Agent shall have received prior notice from a Lender (by telephone or otherwise, such notice to be promptly confirmed by facsimile or other writing) that such Lender will not make available to the Administrative Agent such Lender’s Commitment Percentage of the Revolving Credit Loans requested by the Borrower, the Administrative Agent may assume that such Lender has made the same available to the Administrative Agent on the Borrowing Date in accordance with this Section, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Loans available to the Administrative Agent (in which event such Lender shall be deemed to be a Defaulting Lender (after giving effect to any applicable grace period contained in such defined term)), such Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount (to the extent not previously paid by the other), together with interest thereon for each day from the date such amount is made available to the Borrower to the date such amount is paid to the Administrative Agent, at a rate per annum equal to, in the case of the Borrower, the applicable interest rate payable by the Borrower in respect of such Loans as set forth in Section 3.1, and, in the case of such Lender, at a rate of interest per annum equal to the Federal Funds Rate for the first three days after the due date of such payment and the Federal Funds Rate plus 2% thereafter until the date such payment is received by the Administrative Agent. Such payment by the Borrower, however, shall be without prejudice to its rights against such Lender. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender’s Revolving Credit Loan as part of the Revolving Credit Loans for purposes of this Agreement, which Loan shall be deemed to have been made by such Lender on the Borrowing Date applicable to such Revolving Credit Loans.

  • Failure to Notify If Contractor fails to specify in writing any problem or circumstance that materially affects the costs of its delivery of services or products, including a material breach by the Department, about which Contractor knew or reasonably should have known with respect to the period during the term covered by Contractor's status report, Contractor shall not be entitled to rely upon such problem or circumstance as a purported justification for an increase in the price for the agreed upon scope.

  • Failure to Fulfill Conditions In the event that either of the parties hereto determines that a condition to its respective obligations to consummate the transactions contemplated hereby cannot be fulfilled on or prior to the termination of this Agreement, it will promptly notify the other party.

  • Failure to Close (A) If Seller(s) fails to convey the property as provided in this contract: Buyer(s) may exercise legal remedies including suit for specific performances or damages. Agent may xxx Xxxxxx(s) to recover loss of commission. Agent may pay Xxxxxxx Money into a court of competent jurisdiction, or retain Xxxxxxx Money until directed to distribute the same by a court of competent jurisdiction.

  • Failure to Convert Each notice of Conversion given pursuant to subsection (a) above shall be irrevocable and binding on the Borrower. In the case of any Borrowing that is to comprise Eurodollar Rate Revolving Loans upon Conversion, the Borrower agrees to indemnify each Lender against any loss, cost or expense incurred by such Lender if, as a result of the failure of the Borrower to satisfy any condition to such Conversion (including, without limitation, the occurrence of any Default), such Conversion does not occur. The Borrower’s obligations under this subsection (c) shall survive the repayment of all other amounts owing to the Lenders and the Administrative Agent under this Agreement and the termination of the Commitments.

  • Failure to Maintain If Tenant fails to comply with this Paragraph 17 or any Pool/Spa Maintenance Addendum, Landlord may, in addition to exercising Landlord’s remedies under Paragraph 27, perform whatever action Tenant is obligated to perform and Tenant must immediately reimburse Landlord the reasonable expenses that Landlord incurs plus any administrative fees assessed by Landlord’s agents or any other entity as provided by law.

  • Failure to Make Payment In the event a participating Authorized User fails to make payment to the Contractor for Products delivered, accepted and properly invoiced, within thirty calendar days of such delivery and acceptance, the Contractor may, upon five business days advance written notice to both the Commissioner and the Authorized User’s purchasing official, suspend additional shipments of Product or provision of services to such entity until such time as reasonable arrangements have been made and assurances given by such entity for current and future Contract payments.

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