Approval Condition Sample Clauses

An Approval Condition clause sets out specific requirements that must be met before a party is obligated to proceed with a contract or a particular contractual obligation. Typically, this clause will identify certain consents, permits, or third-party approvals that are necessary, such as regulatory clearances or board authorizations, and may outline the process and timeline for obtaining them. Its core practical function is to protect parties from being bound to perform under the contract until all essential approvals are secured, thereby reducing risk and ensuring that contractual commitments are only triggered when all necessary conditions are satisfied.
Approval Condition. Seller’s obligation to consummate the Closing shall be conditioned upon Seller having obtained from Seller’s investors prior to Closing approval to consummate the Closing in accordance with the terms of this Agreement (the “Approval”). Seller agrees (a) to use commercially reasonable efforts to secure the Approval prior to February 14, 2020, and, in the event the Approval is not obtained prior to February 14, 2020, shall continue to use commercially reasonable efforts to secure the Approval prior to the scheduled Closing Date, and (b) to promptly notify Buyer if and when such approval has been obtained.
View Source
Approval Condition. The Approval Condition shall have been satisfied or the Payment Condition shall have been satisfied.
View Source
Approval Condition. Landlord and ▇▇▇▇▇▇ acknowledge and agree that the submission of the License Application in pursuit of the License as well as the inclusion herein of the Approval Condition (hereinafter defined) is a material consideration of the Parties to enter into this Lease. In the event that the Approval Condition has not been satisfied or waived by the Parties on or before the date that is the third (3rd) anniversary of the Term Commencement Date despite Tenant’s application of commercially reasonable efforts as hereinafter discussed (the “Outside Approval Date”), then, Tenant shall thereafter have the right, provided Tenant is not otherwise in default hereunder, to terminate this Lease by giving thirty (30) calendar days’ written notice to Landlord, whereupon this Lease shall terminate after the expiration of such thirty (30) calendar day period unless the Approval Condition shall have been satisfied or waived by Tenant during such period, in which case such right of Tenant to terminate this Lease shall be immediately null and void and of no further force or effect. To the extent satisfaction of the Approval Condition is dependent upon Tenant taking some action to achieve the same, including but not limited to the submission of the License Application in pursuit of the License, Tenant shall be obligated to act in good faith and use commercially reasonable efforts to cause the same to be satisfied and to pursue the same with diligence and continuity, unless and until such time (if any) as it shall become apparent that continuing to do so is futile and that satisfaction of the Approval Condition is impossible, commercially impracticable or unlikely to a reasonable degree of certainty, in which case Tenant shall provide written notice thereof to Landlord and may thereafter exercise Tenant’s termination rights under this Section 6.06 prior to the Outside Approval Date. Tenant shall keep Landlord reasonably apprised on a periodic basis of its progress in achieving the satisfaction of Approval Condition. For the avoidance of doubt, failure by Tenant to satisfy the Approval Condition on or before the date that is the third (3rd) annual anniversary of the Term Commencement Date shall not be an Event of Default under this Lease or give Landlord any right to terminate this Lease. Without limiting Landlord’s other cooperation obligations hereunder, at Tenant’s request and expense, Landlord shall, at no cost to Landlord (unless paid by ▇▇▇▇▇▇), fully cooperate in good faith wi...
View Source
Approval Condition. The conversion of The Town Bank and their inclusion in this Agreement is conditioned upon The Town Bank being acquired by or merged into a common holding company with Two River Community Bank. If such transaction is not completed, those portions of this Agreement that apply to The Town Bank shall be terminated, and Customer shall have no obligation with respect fees described herein which relate to The Town Bank, including without limitation, the implementation, one time or monthly fees associated with The Town Bank. However, Customer shall pay HFS for all services performed by HFS in furtherance of this Agreement.
View Source
Approval Condition. This Sublease shall be void and without force or effect unless and until the Approval Condition, as defined in Section 1.3 hereof, has occurred.
View Source

Related to Approval Condition

  • Special Condition With respect to Liability to the Fund or its shareholders, and subject to applicable state and federal law, the Board Member shall be indemnified pursuant to this Section 1 against any Liability unless such Liability arises by reason of the Board Member’s willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office as defined in such Section 17(h) of the Investment Company Act of 1940, as amended (“Disabling Conduct”).

  • SPECIAL CONDITIONS In addition to the DFPS Grant Uniform Terms and Conditions, the Grantee agrees to comply with the following DFPS Grant Special Conditions.

  • Additional Conditions As a condition to any such assignment or subletting, whether or not Landlord’s consent is required, Landlord may require: (i) that any assignee or subtenant agree, in writing at the time of such assignment or subletting, that if Landlord gives such party notice that Tenant is in default under this Lease, such party shall thereafter make all payments otherwise due Tenant directly to Landlord, which payments will be received by Landlord without any liability except to credit such payment against those due under the Lease, and any such third party shall agree to attorn to Landlord or its successors and assigns should this Lease be terminated for any reason; provided, however, in no event shall Landlord or its successors or assigns be obligated to accept such attornment; and (ii) A list of Hazardous Materials, certified by the proposed assignee or sublessee to be true and correct, which the proposed assignee or sublessee intends to use, store, handle, treat, generate in or release or dispose of from the Premises, together with copies of all documents relating to such use, storage, handling, treatment, generation, release or disposal of Hazardous Materials by the proposed assignee or subtenant in the Premises or on the Project, prior to the proposed assignment or subletting, including, without limitation: permits; approvals; reports and correspondence; storage and management plans; plans relating to the installation of any storage tanks to be installed in or under the Project (provided, said installation of tanks shall only be permitted after Landlord has given its written consent to do so, which consent may be withheld in Landlord’s sole and absolute discretion); and all closure plans or any other documents required by any and all federal, state and local Governmental Authorities for any storage tanks installed in, on or under the Project for the closure of any such tanks. Neither Tenant nor any such proposed assignee or subtenant is required, however, to provide Landlord with any portion(s) of the such documents containing information of a proprietary nature which, in and of themselves, do not contain a reference to any Hazardous Materials or hazardous activities.

  • ORIGINAL CONDITIONS A. All reinsurance under this Contract shall be subject to the same rates, terms, conditions, waivers and interpretations and to the same modifications and alterations as the Policy, subject to the terms and conditions of this Contract, and the Reinsurer shall be credited with its exact proportion of the Insured's premiums due to the Company under the Policy. B. Nothing herein shall in any manner create any obligation or establish any right against the Reinsurer in favor of third parties or any persons not parties to this Contract except as provided with respect to the Insured in this Contract or in the Assumption of Liability Endorsement. C. In the event of a Quota Share Reduction, as that term is defined under the Policy, each Subscribing Reinsurer's participation percentage in this Contract shall be increased in the proportion that 100% bears to the total Subscribing Reinsurer's participation after the Quota Share Reduction. For the avoidance of doubt, such participation percentage increase is necessary to account for the reduction provisions of the Reduction Under Quota Share Contract Article of the Policy. If applicable, the Remaining Aggregate Retention, as that term is defined under the Policy, would likewise be adjusted. Any termination of a Subscribing Reinsurer's participation in this Contract shall not require the consent of any other Subscribing Reinsurer. As respects each Subscribing Reinsurer still participating on this Contract following the Reinsurer Reduction Date, as that term is defined under the Policy, in no event shall its share of the aggregate limit following the Reinsurer Reduction Date be greater than its share of the aggregate limit prior to the Reinsurer Reduction Date, notwithstanding that its participation percentage may increase as a result thereof. As an example, where the aggregate limit is $300,000,000 with each of three Subscribing Reinsurers retaining a 33.33% share ($100,000,000 each), and one Subscribing Reinsurer's share is terminated, then the resulting aggregate limit becomes $200,000,000 with each of the two remaining Subscribing Reinsurers retaining a 50.00% share (i.e., 33.33% x 100%/66.67%). As respects each of the two remaining Subscribing Reinsurers, its share of the aggregate limit shall remain at $100,000,000.

  • Physical Condition Except as disclosed in the Physical Conditions Reports delivered to Lender in connecting with this Loan, to Borrower's knowledge, the Property, including, without limitation, all buildings, improvements, parking facilities, sidewalks, storm drainage systems, roofs, plumbing systems, HVAC systems, fire protection systems, electrical systems, equipment, elevators, exterior sidings and doors, landscaping, irrigation systems and all structural components, are in good condition, order and repair in all material respects; there exists no structural or other material defects or damages in the Property, whether latent or otherwise, and Borrower has not received notice from any insurance company or bonding company of any defects or inadequacies in the Property, or any part thereof, which would adversely affect the insurability of the same or cause the imposition of extraordinary premiums or charges thereon or of any termination or threatened termination of any policy of insurance or bond.