3Termination Sample Clauses

3Termination. In the event that AGILENT terminates this Order in whole or in part as provided above, AGILENT may procure, upon such terms and in such manner as AGILENT deems appropriate, replacement goods or services, and Seller shall reimburse AGILENT upon demand for all additional costs incurred by AGILENT in purchasing such replacement goods or services.

3Termination. No termination shall become effective until the Parties have complied with all Applicable Laws and Regulations applicable to such termination, including the filing with FERC of a notice of termination of this Agreement (if required), which notice has been accepted for filing by FERC.

3Termination. A legal defect that is not rectified and that is of such a nature that it is of significant importance to the other party shall provide the affected party with the right to terminate the Agreement.

3Termination. If this Agreement is terminated, Bank’s Lien in the Collateral shall continue until the Obligations (other than inchoate indemnity obligations) are repaid in full in cash. Upon payment in full in cash of the Obligations (other than inchoate indemnity obligations) and at such time as Bank’s obligation to make Credit Extensions has terminated, Bank shall, at Borrower’s sole cost and expense, terminate its security interest in the Collateral and all rights therein shall revert to Borrower and Bank shall take such actions as may be reasonably requested by Borrower to evidence such repayment and release (including delivery of a payoff letter and filing of UCC-3 termination statements (or authorizing Borrower to file such UCC-3 termination statements)) and all of Borrower’s obligations pursuant to Sections 5 and 6 of this Agreement shall terminate. In the event (a) all Obligations (other than inchoate indemnity obligations), except for Bank Services, are satisfied in full, and (b) this Agreement is terminated, Bank shall terminate the security interest granted herein upon Borrower providing cash collateral acceptable to Bank in its commercially reasonable discretion for Bank Services, if any. In the event such Bank Services consist of outstanding Letters of Credit, Borrower shall provide to Bank cash collateral in an amount equal to at least (x) 105.0% of the face amount of all such Letters of Credit denominated in Dollars and (y) 110.0% of the Dollar Equivalent of the face amount of all such Letters of Credit denominated in a Foreign Currency, plus, in each case, all interest, fees, and costs due or estimated by Bank in its commercially reasonable discretion to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. 4REPRESENTATIONS AND WARRANTIES Borrower represents and warrants as follows:

3Termination. On completion of the transfer required by clause 26.1 (except in so far as any of the requirements of that clause may be waived by the Institution), this Agreement shall terminate and, save as provided in clause , all rights and obligations of the Institution and the Private Party under this Agreement shall cease and be of no further force and effect.

3Termination. This Voting Agreement and the obligations of the parties hereunder shall automatically terminate upon the earliest to occur of (a) such date and time as the MOU shall have been validly terminated pursuant to its terms or (b) the consummation of each of the Fund Raising, Contribution and Spin-Off (such earliest date, the “Expiration Date”); provided, however, that the provisions of Article V shall survive any termination of this Voting Agreement.

3Termination. In the event of Developer's Termination, the Developer shall be entitled to retain 10% of the Price as pre- determined damages and refund the balance without any interest to the Purchaser, after deducting any other amount payable by the Purchaser by way of interest or otherwise but only after the Composite Unit has been sold to a third party and the amount to be paid to the Purchaser has been received from such third party provided however if the Composite Unit is not sold within 6 (six) months from the date of Developer's Termination, the Developer shall any way pay the amount refundable to the Purchaser.

3Termination. The guaranty pursuant to this Section 13 shall remain in full force and effect until the date the Obligations have been paid in full in cash, and all commitments to extend credit have been terminated.

3Termination. This Agreement will be terminated prior to the expiration of the Term in the following events: (a) at any time upon at least 30 days’ prior written notice by SpinCo to the Provider; (b) immediately upon written notice (or at any later time specified in such notice) by the Provider to SpinCo if a Change in Control or Bankruptcy Event occurs with respect to SpinCo; or (c) immediately upon written notice (or at any later time specified in such notice) by SpinCo to the Provider if a Change in Control or Bankruptcy Event occurs with respect to the Provider. For purposes of this Section 3.3, a “Change in Control” will be deemed to have occurred with respect to a party if a merger, consolidation, binding share exchange, acquisition, or similar transaction (each, a “Transaction”), or series of related Transactions, involving such party occurs as a result of which the voting power of all voting securities of such party outstanding immediately prior thereto represent (either by remaining outstanding or being converted into voting securities of the surviving entity) less than 75% of the voting power of such party or the surviving entity of the Transaction outstanding immediately after such Transaction (or if such party or the surviving entity after giving effect to such Transaction is a subsidiary of the issuer of securities in such Transaction, then the voting power of all voting securities of such party outstanding immediately prior to such Transaction represent (by being converted into voting securities of such issuer) less than 75% of the voting power of the issuer outstanding immediately after such Transaction). For purposes of this Section 3.3, a “Bankruptcy Event” will be deemed to have occurred with respect to a party upon such party’s insolvency, general assignment for the benefit of creditors, such party’s voluntary commencement of any case, proceeding, or other action seeking reorganization, arrangement, adjustment, liquidation, dissolution, or consolidation of such party’s debts under any law relating to bankruptcy, insolvency, or reorganization, or relief of debtors, or seeking appointment of a receiver, trustee, custodian, or other similar official for such party or for all or any substantial part of such party’s assets (each, a “Bankruptcy Proceeding”), or the involuntary filing against SpinCo or the Provider, as applicable, of any Bankruptcy Proceeding that is not stayed within 60 days after such filing. Each party will remain liable to the other for ...