Express Contingency Sample Clauses

An Express Contingency clause explicitly states that certain obligations or the entire contract are dependent on the occurrence of a specific event or condition. In practice, this means that the parties agree that their duties—such as payment, delivery, or performance—will only become enforceable if and when the identified contingency is satisfied, such as obtaining regulatory approval or securing financing. This clause provides clarity and protection by ensuring that parties are not bound to perform unless the agreed-upon condition is met, thereby managing risk and preventing disputes over premature enforcement.
Express Contingency. Notwithstanding anything to the contrary set forth herein, this Sublease is expressly contingent on (i) Lessor and Sublessee entering into a mutually agreeable lease agreement whereby upon the expiration of the Term, Lessor shall lease to Sublessee, and Sublessee shall lease from Lessor, the Sublease Premises for a term of no less than five (5) years commencing on January 1, 2012 and (ii) Sublessor obtaining for the benefit of Sublessee a Non-Disturbance Agreement executed by Lessor and Sublessee in a form reasonably acceptable to Sublessee (A) confirming that so long as Sublessee is not in material default hereunder beyond any applicable cure period (for which purpose the occurrence and continuance of any event of default under Section 14.1 of the Master Lease shall be deemed to be “material”), Sublessee’s rights hereunder shall be in no way abridged or disturbed by Lessor nor shall Sublessee’s obligations hereunder be in any way expanded, and this Sublease shall continue in full force and effect as a direct lease between Lessor and Sublessee in accordance with its terms and (B) agreeing that the benefit of such Non-Disturbance Agreement shall be transferable to any transferee that is a Permitted Transfer and to any other assignee or subtenant that is reasonably acceptable to Lessor at the time of transfer. In the event either (i) or (ii) is not satisfied within five (5) business days after the Effective Date (the “Contingency Satisfaction Date”), Sublessee shall have the right to terminate this Sublease by written notice to Sublessor of such termination given after the Contingency Satisfaction Date but prior to such contingency being satisfied, and (except with respect to obligations that survive the termination hereof) neither party shall have any further obligations under this Sublease. Notwithstanding the foregoing, if Sublessee fails to provide Sublessor with written notice of its election to terminate this Sublease under the terms and conditions of this Section 32 within ten (10) days after the Contingency Satisfaction Date, Sublessee shall be deemed to have waived the express contingency described herein, and this Sublease shall continue in full force and effect.
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Express Contingency. Notwithstanding anything to the contrary set forth herein, this Lease is expressly contingent on (i) Lessee and Celestica entering into a mutually agreeable sublease agreement for a term commencing on or before the date hereof and expiring at midnight on December 31, 2011, and (ii) Lessee obtaining a Non-Disturbance Agreement effective with respect to the Premises during the term of the Sublease, executed by Lessor and Lessee in a form reasonably acceptable to Lessee (A) confirming that in the event of early termination of the lease between Celestica and Lessor with respect to the Premises, so long as Lessee is not in material default under the Sublease beyond any applicable cure period, Lessee’s rights thereunder shall be in no way abridged or disturbed by Lessor nor shall Lessee’s obligations thereunder be in any way expanded, and the Sublease shall continue in full force and effect as a direct lease between Lessor and Lessee in accordance with its terms, and (B) agreeing that the benefit of such Non-Disturbance Agreement shall be transferable to any transferee that is a Permitted Transfer (as such term is defined in the Sublease) and to any other assignee or subtenant that is reasonably acceptable to Lessor at the time of transfer. In the event either (i) or (ii) is not satisfied on the Effective Date (the “Contingency Satisfaction Date”), Lessee shall have the right to terminate this Lease by written notice to Lessor of such termination by December 31, 2006 and (except with respect to obligations that survive the termination hereof) neither party shall have any further obligations under this Lease.
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Related to Express Contingency

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  • Independence from Material Breach Determination Except as set forth in Section X.D.1.c, these provisions for payment of Stipulated Penalties shall not affect or otherwise set a standard for OIG’s decision that CCH has materially breached this CIA, which decision shall be made at OIG’s discretion and shall be governed by the provisions in Section X.D, below.

  • INDUCEMENT RECAPTURE IN EVENT OF BREACH Any agreement by Lessor for free or abated rent or other charges applicable to the Premises, or for the giving or paying by Lessor to or for Lessee of any cash or other bonus, inducement or consideration for Lessee's entering into this Lease, all of which concessions are hereinafter referred to as "INDUCEMENT PROVISIONS" shall be deemed conditioned upon Lessee's full and faithful performance of all of the terms, covenants and conditions of this Lease to be performed or observed by Lessee during the term hereof as the same may be extended. Upon the occurrence of a Breach (as defined in Paragraph 13.1) of this Lease by Lessee, any such Inducement Provision shall automatically be deemed deleted from this Lease and of no further force or effect, and any rent, other charge, bonus, inducement or consideration theretofore abated, given or paid by Lessor under such an Inducement Provision shall be immediately due and payable by Lessee to Lessor, and recoverable by Lessor, as additional rent due under this Lease, notwithstanding any subsequent cure of said Breach by Lessee. The acceptance by Lessor of rent or the cure of the Breach which initiated the operation of this Paragraph 13.3 shall not be deemed a waiver by Lessor of the provisions of this Paragraph 13.3 unless specifically so stated in writing by Lessor at the time of such acceptance.

  • HHS Single Audit Unit will notify Grantee to complete the Single Audit Determination Form If Grantee fails to complete the form within thirty (30) calendar days after receipt of notice, Grantee maybe subject to sanctions and remedies for non-compliance.