Termination Event

Termination Event. (i) the termination of the Grantee's employment with the Company and any Subsidiary for any reason whatsoever, regardless of the circumstances thereof, and including without limitation upon death, disability, retirement or discharge or resignation for any reason, whether voluntary or involuntary, and (ii) upon the occurrence of a Sale Event (as defined in the Plan) where the Grantee's Restricted Shares are not 2 assumed or continued. For purposes hereof, the Committee's determination of the... reason for termination of the Grantee's employment shall be conclusive and binding on the Grantee and the Grantee's representatives or legatees. Upon a Termination Event, the Grantee shall cease to vest in any Restricted Shares. View More

Termination Event. An event specified as such in Clause 7

Termination Event. The termination or nonrenewal of this Agreement (i) in connection with a merger, sale of assets or other corporate transaction involving the Company, (ii) by the Advisor for Good Reason or (iii) by the Company and the Operating Partnership other than for Cause.

Termination Event. Means, with respect to a Grantee, an event of termination of such Grantee's employment with PPA and its Affiliates for any reason (including, without limitation, the resignation, Retirement, death, Disability or termination by PPA with or without Cause).

Termination Event. The occurrence of any of the following: (i) the receipt by the Loan Parties of a written notice from Forbearing Lenders constituting the Required Lenders terminating the Forbearance Period if (A) any representation or warranty made herein by any Loan Party shall be false in any material respect when made, (B) any Loan Party shall fail to perform, observe or comply with any of its covenants and agreements contained in this Agreement, including without limitation, any breach of Section 5 hereof,... which failure is not remedied within one (1) Business Day after any Loan Party receives from any Forbearing Lender written notice thereof, (C) any Event of Default, other than an Existing Default, a Potential Default, or an Event of Default pursuant to Sections 9.4 or 9.5 of the Credit Agreement, shall have occurred and be continuing, (D) the "Termination Date" or any "Termination Event" (each, as defined in the Term Loan Forbearance Agreement or the Convertible Notes Forbearance Agreement, as applicable) shall occur, or the Term Loan Forbearance Agreement or the Convertible Notes Forbearance Agreement shall otherwise cease to be in full force and effect, or (E) the second Business Day following the Restatement Date, or (ii) any Event of Default pursuant to Sections 9.4 or 9.5 of the Credit Agreement. View More

Termination Event. The occurrence of any of the following events: (i) any Event of Default, other than the Specified Default; (ii) any breach of any of the conditions or agreements provided in this Second Forbearance Agreement, including, without limitation, the covenant set forth in Section 4.1 (it being agreed that prior to declaring a Termination Event for failure to satisfy the covenant in Section 4.1, Holders or their representative must first provide the Company with notice of the breach and at least two... (2) days to cure such breach); (iii) the Trustee pursues any other remedies or rights permitted under Section 502 or 503 of the Indenture (notwithstanding its having received the notice required by the last sentence of Section 2.1(a)); (iv) the lenders under the Senior Credit Facilities accelerate the obligations under the Senior Credit Facilities or pursue any remedies or rights in respect of the Senior Credit Facilities permitted by Section 7.01 of the Senior Credit Facilities; or (v) the lenders under the Senior Credit Facilities do not extend the Third Temporary Waiver Termination Date through and including at least October 5, 2009 or otherwise grant an additional waiver of any Default or Event of Default (each as defined in the Senior Credit Facilities) under the Senior Credit Facilities or agree to forbear from taking any Enforcement Action (as defined in the Second Temporary Waiver) through and including at least October 5, 2009, on or before September 30, 2009 View More

Termination Event. The determination of the Company that either of the following has occurred: (i) any use or disclosure by an Optionee of confidential information or trade secrets of the Company or any Parent or Subsidiary in violation of any confidentiality, non-competition or nondisclosure agreement by which the Optionee is bound, or (ii) the termination of Optionee's Continuous Relationship for cause as defined pursuant to applicable law, as a result of a breach of Optionee's employment or consulting... agreement, theft, fraud or embezzlement, or any disclosure or use of confidential information or trade secrets described in part (i) of this paragraph View More

Termination Event. The termination of employment or consultancy of the Management Stockholder with the relevant Company Entity.

Termination Event. Means the consummation of a Sale of the Company.

Termination Event. Means the failure by the Company to perform any covenant set forth in this Second Standstill Agreement, including, without limitation, in Section 5 and Section 9; the failure of any representation or warranty in Section 6 to be true and correct; the occurrence of any Default or Event of Default other than an Existing Event of Default; on or after the Second Standstill Effective Date the Company or any Subsidiary is (A) in default (as principal or as guarantor or other surety) in... payment of any principal of or premium or make-whole amount or interest on any Debt that is outstanding in an aggregate principal amount of at least $5,000,000 beyond any period of grace provided with respect thereto or (B) in default in the performance of or compliance with any term of any evidence of any Debt in an aggregate outstanding principal amount of at least $5,000,000 or of any mortgage, indenture or other agreement relating thereto, or any other condition exists, and, as a consequence of such default or condition such Debt has become, or has been declared, due and payable before its stated maturity or before its regularly scheduled dates or payment (excluding, in each case, Debt consisting of Winthrop Lease obligations); as a consequence of the occurrence or continuation of any event or condition, (x) the Comp any or any Subsidiary has become or is obligated on or after the Second Standstill Effective Date to purchase or repay Debt before its regular maturity or before its regularly scheduled dates of payment in an aggregate outstanding principal amount of at least $5,000,000, or (y) one or more Persons have the right on or after the Second Standstill Effective Date to require the Company or any Subsidiary to purchase or repay Debt or other amounts before its regular maturity or before its regularly scheduled dates or payment in an aggregate outstanding principal amount of at least $5,000,000 (excluding, in each case, Debt consisting of Winthrop Lease obligations); a violation by the Company or a Subsidiary of any term or condition of the Noteholder Consent dated as of July 15, 2002 between the Company and certain of the Noteholders (as supplemented by .that certain Noteholder Consent dated as of August 30, 2002, that certain Noteholder Consent dated as of September 30, 2002 and as further supplemented or amended from time to time, the "Noteholder Consent"); the expiration (without extension, renewal or replacement on substantially similar terms) or the termination of the Royal Bank of Canada facilities listed on Exhibit B hereto; or (a) except as set forth in (vii) directly above, the pre-payment or purchase of (1) any Debt in respect of the facilities listed on Exhibit B hereto, unless in the course of making such payment the Company shall prepay each outstanding Note in a principal amount equal to the ratable portion that such Note represents of all outstanding Debt of the Company (Le., if a certain percentage of a Debt was to be prepaid or purchased, then the same percentage of each Note must be similarly prepaid or purchased), or (2) any Note, unless in the course of making such payment the Company shall prepay each outstanding Note in a principal amount equal to the ratable portion that such Note represents of all outstanding Notes and (b) the pre-payment, purchase, or scheduled payment of any Debt owed directly or indirectly in respect of Senior Officers (including, without limitation, the Comerica obligations). View More