Institution of Proceedings. There shall not have been instituted by any third party any suit or proceeding to restrain or invalidate this Agreement or the transactions hereby contemplated or seeking damages from or to impose obligations upon any of the Sellers by reason of this Agreement or the transactions hereby contemplated which, in their good faith judgment, would involve expenses or lapse of time that would materially and adversely affect the purpose and intent of and cost to the Sellers in entering into this Agreement.
Institution of Proceedings. Pursuant to Article 12 of this Treaty, either Party may submit the dispute to the arbitral procedure provided for in this Annex by written notification addressed to the other Party. The notification shall be accompanied by a statement of the claim and the grounds on which it is based.
Institution of Proceedings. If Debtor shall institute (by petition, application, answer, consent or otherwise) any bankruptcy, insolvency, reorganization, moratorium, arrangement, readjustment of debt, dissolution, liquidation or similar proceeding relating to it under the laws of any jurisdiction; or any such proceeding shall be instituted (by petition, application or otherwise) against Debtor and shall remain undismissed for a period of sixty (60) days.
Institution of Proceedings. Auxilium shall have the primary right, but not the obligation, to institute, prosecute, and control with its own counsel at its own expense any action or proceeding with respect to infringement of the claims of such BTC Patents and BTC shall have the right, but not the obligation at its own expense, to be represented in such action by its own counsel.
Institution of Proceedings. Promptly upon Parent or any Borrower obtaining knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting any Borrower, any Guarantor, or any Property not previously disclosed pursuant to Section 7.01(k), which action, suit, proceeding, governmental investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which expose, in such Borrower's reasonable judgment, the Borrowers and/or any Guarantor to liability in an amount aggregating $1,000,000 or more (exclusive of claims covered by insurance policies of the Borrowers and Guarantors unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims), such Borrower shall give written notice thereof to the Agent and the Lenders and provide such other information as may be reasonably available to enable each Lender and the Agent and its counsel to evaluate such matters.
Institution of Proceedings. BTC, shall have the primary right, but not the obligation, to institute, prosecute, and control with its own counsel at its own expense any action or proceeding with respect to infringement of the claims of such BTC Patents and Auxilium shall have the right, but not the obligation at its own expense, to be represented in such action by its own counsel.
Institution of Proceedings. Promptly upon the U.S. Borrower obtaining knowledge of the institution of, or written threat of, any action, suit, proceeding, governmental investigation or arbitration against or affecting either Borrower or any of their Subsidiaries or any of the Property not previously disclosed pursuant to Section 7.01(k), which action, suit, proceeding, governmental investigation or arbitration exposes, or in the case of multiple actions, suits, proceedings, governmental investigations or arbitrations arising out of the same general allegations or circumstances which (i) could reasonably be expected to result, in the U.S. Borrower's reasonable judgment, in either Borrower and/or any Subsidiary of either Borrower incurring liability in an amount aggregating $1,000,000 or more (exclusive of claims covered by insurance policies of the U.S. Borrower and its Subsidiaries unless the insurers of such claims have disclaimed coverage or reserved the right to disclaim coverage on such claims) or (ii) challenges the validity or enforceability of any of the Transaction Documents, the U.S. Borrower shall give written notice thereof to the Agent and the Lenders and provide such other information as may be reasonably available to enable the each Lender and the Agent and its counsel to evaluate such matters.
Institution of Proceedings. The Employee hereby agrees that in the event of the violation by the Employee of any of the provisions of this Agreement, the Company will be entitled, if it so elects, to institute and prosecute proceedings at law or in equity to obtain damages with respect to such violation or to enforce the specific performance of this Agreement by the Employee or to enjoin the Employee from engaging in any activity in violation hereof.
Institution of Proceedings. 35 SECTION 7.10
Institution of Proceedings. 37 SECTION 8.10 DELIVERY OF CONSIDERATION................................37 SECTION 8.11 EMPLOYMENT AGREEMENTS....................................37 SECTION 8.12 CLOSING OF THE 49% TRANSACTION...........................37 SECTION 8.13
