a Termination Sample Clauses

A termination clause defines the conditions under which a contract may be ended by one or both parties before its natural expiration. Typically, it outlines specific events or breaches that justify termination, such as failure to perform obligations, insolvency, or mutual agreement, and may require advance written notice. The core function of this clause is to provide a clear and agreed-upon process for ending the contractual relationship, thereby reducing uncertainty and managing risk if circumstances change or obligations are not met.
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a Termination. Termination of this Agreement may be made (1) upon 30-days written notice to the other party; or (2) at any time by mutual consent of the parties.
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a Termination. If Employee’s employment is terminated pursuant to Paragraph 3.1(a), above, Employee shall have no further rights against the Company hereunder, except for the right to receive (1) any unpaid Base Salary with respect to the period prior to the effective date of termination, (2) payment of any accrued paid time off under the Company’s paid time off policy that is unused through the effective date of termination, (3) a Severance Payment (defined below), the payment of which is contingent upon Employee’s execution of a written severance agreement (in a form satisfactory to the Company) containing, among other things, a general release of claims against the Company, and (4) reimbursement of expenses to which Employee may be entitled. For purposes of this Agreement, “Severance Payment” means twelve (12) months of Base Salary, payable following termination in accordance with the normal payroll practices and schedule of the Company.
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a Termination a. This Agreement may be terminated and the transactions contemplated by this Agreement may be abandoned at any time prior to the Closing as follows: (i) by mutual written consent of Informix and ▇▇▇▇▇▇▇▇; or (ii) by either Informix or ▇▇▇▇▇▇▇▇ if the Closing shall not have occurred on or before September 2, 1997 (the "Termination Date"), provided, however, that the right to terminate this Agreement under this Section 13.A shall not be available to any party whose failure to fulfill any obligation under this Agreement has been the cause of, or resulted in, the failure of the Closing to occur on or before the Termination Date. b. In the event of termination of this Agreement by either Informix or ▇▇▇▇▇▇▇▇ as provided in Section 13.A, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Informix or ▇▇▇▇▇▇▇▇, other than the provisions of Section 11, this Section 13.A and Section 15, and except to the extent that such termination results from the wilful and material breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
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a Termination. This Agreement shall remain in full force and effect as long as You use the OnBoard Service. If You fail, or Passageways suspects that You have failed, to comply with any of the provisions of this Agreement, Passageways, in its sole discretion, may terminate your Account and your license to use the OnBoard Service, with a written notice, and You will remain liable for all amounts due under your Account up to and including the date of termination. You may terminate your Account by providing Passageways written notice of your intent to do so at least thirty (30) days prior to your Renewal Date. Account termination shall not limit Passageways from pursuing other remedies available to it, including injunctive relief. Account termination shall not relieve You of your obligation to pay the entire annual Subscription Fee for the thenZcurrent Term and all other applicable fees, if any, due to Passageways for the use of the OnBoard Service. Upon termination, You must immediately cease accessing and using the OnBoard Service. In the event this Agreement is terminated, any provision which must survive in order to allow the parties to enforce its meaning shall survive, including without limitation, indemnification and limitations of liability. A Modification of this Agreement Passageways reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of the OnBoard Service. Passageways may provide You with notices regarding the OnBoard Service, including changes to this Agreement, by notice to your logZin screen for the OnBoard and/or by email to your Account mailing address. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the OnBoard Service will be deemed acceptance thereof. The most current version of this Agreement will be available on the OnBoard Service website. A Disclaimer of Warranties PASSAGEWAYS DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE ON BOARD SERVICEWILL BE UNINTERRUPTED OR ERRORZFREE. THE ON BOARD SERVICE AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE ON BOARD SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. A Limitation of Liability You agree that Passageways will not be liable for loss...
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a Termination. This Agreement may be terminated by either of the parties hereto upon written notice delivered to the other party at least thirty (30) days prior to the intended date of termination. Except as otherwise allowed or provided under this Agreement, the City's sole liability upon such termination shall be to pay for acceptable work performed prior to the Contractor's receipt of the notice of termination, if the City is the terminating party, or the Contractor's sending of the notice of termination, if the Contractor is the terminating party; provided, however, that a notice of termination shall not nullify or otherwise affect either party's liability for pre-termination defaults under or breaches of this Agreement. The Contractor shall submit an invoice for such work within thirty (30) days of receiving or sending the notice of termination. Notwithstanding the foregoing, this Agreement may be terminated immediately upon written notice to the Contractor if the Contractor becomes unable to perform the services contracted for, as determined by the City or if, during the term of this Agreement, the Contractor or any of its officers, employees or agents is indicted for fraud, embezzlement or other crime due to misuse of City funds or due to the Appropriations paragraph herein. THIS PROVISION IS NOT EXCLUSIVE AND DOES NOT WAIV E THE City's OT H E R LEGAL RIGHTS AND R E M E D I E S CAUSED BY THE CONTRACTOR'S DEFAULT/BREACH O F THISAGREEMENT.
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a Termination. A.1 If any signatory to this agreement determines that its terms will not or cannot be carried out, that party shall immediately consult with the other signatories to attempt to amend the agreement per Stipulation IX, above. If, within thirty (30) calendar days resolution through amendment cannot be reached, any signatory may terminate the agreement upon written notification to the other signatories. A.2 Upon termination, and prior to working on undertakings referenced in this agreement, OHCS must either execute a new agreement pursuant to 36 CFR § 800.14(b)(2), or request, take into account, and respond to the comments of the ACHP under 36 CFR §
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a Termination. This Agreement may be terminated and the Merger and the other Transactions contemplated hereby may be abandoned at any time prior to the Effective Time, whether (except as expressly set forth below) before or after the Company Stockholder Approval or the Parent Stockholder Approval has been obtained: ▇.▇▇ mutual written consent of the Company and Parent;
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Related to a Termination

  • Term Termination 10.1. This Agreement shall be effective as of the date hereof and shall continue in force until terminated in accordance with the provisions herein. 10.2. This Agreement shall terminate in accordance with the following provisions: (a) At the option of the Company or the Trust at any time from the date hereof upon 180 days’ notice, unless a shorter time is agreed to by the parties; (b) At the option of the Company or the Trust, if Fund shares are not reasonably available to meet the requirements of the Variable Contracts. Prompt notice of election to terminate shall be furnished by the Company. The termination will be effective ten days after receipt of notice unless the Trust makes available a sufficient number of Fund shares to reasonably meet the requirements of the Variable Contracts within the ten-day period; (c) At the option of the Company, upon the institution of formal proceedings against the Trust, the Distributor or Adviser by the SEC, FINRA, or any other regulatory body, the expected or anticipated ruling, judgment or outcome of which would, in the Company’s reasonable judgment, materially impair the Trust’s, the Distributor’s or the Adviser’s ability to meet and perform their respective obligations and duties hereunder. Prompt notice of election to terminate shall be furnished by the Company with said termination to be effective upon receipt of notice; (d) At the option of the Trust, the Distributor or the Adviser, upon the institution of formal proceedings against the Company by the SEC, FINRA, or any other regulatory body, the expected or anticipated ruling, judgment or outcome of which would, in Trust’s reasonable judgment, materially impair the Company’s ability to meet and perform its obligations and duties hereunder. Prompt notice of election to terminate shall be furnished by Trust with said termination to be effective upon receipt of notice; (e) At the option of the Company, in the event the Trust’s shares are not registered, issued or sold in accordance with applicable state or federal law, or such law precludes the use of such shares as the underlying investment medium of Variable Contracts issued or to be issued by the Company. Termination shall be effective immediately upon notice to the Trust; (f) At the option of the Trust if the Variable Contracts cease to qualify as annuity contracts or life insurance contracts, as applicable, under the Code, or if the Trust reasonably believes that the Variable Contracts may fail to so qualify. Termination shall be effective upon receipt of notice by the Company; (g) At the option of the Company, upon the Trust’s breach of any material provision of this Agreement, which breach has not been cured to the satisfaction of the Company within ten days after written notice of such breach is delivered to the Trust; (h) At the option of the Trust, upon the Company’s breach of any material provision of this Agreement, which breach has not been cured to the satisfaction of the Trust within ten days after written notice of such breach is delivered to the Company; (i) At the option of the Trust, if the Variable Contracts are not registered, issued or sold in accordance with applicable federal and/or state law. Termination shall be effective immediately upon such occurrence without notice to the Company; (j) At the option of the Company in the event that any Fund ceases to qualify as a Regulated Investment Company under Subchapter M of the Code or under any successor or similar provision, or if the Company reasonably believes that any Fund may fail to so qualify. Termination shall be effective immediately upon notice to the Trust; (k) At the option of the Company in the event that any Fund fails to meet the diversification requirements specified in Article II hereof or if the Company reasonably believes that any Fund may fail to meet such diversification requirements. Termination shall be effective immediately upon notice to the Trust; and (l) In the event this Agreement is assigned without the prior written consent of the Company, the Trust, the Distributor and the Adviser, termination shall be effective immediately upon such occurrence without notice. 10.3. Notwithstanding any termination of this Agreement pursuant to Section 10.2 hereof, the Trust shall, at the option of the Company, continue to make available additional Fund shares, as provided below, for so long as the Company desires pursuant to the terms and conditions of this Agreement, for all Variable Contracts in effect on the effective date of termination of this Agreement (“Existing Contracts”). Specifically, without limitation, if the Company so elects to make additional Fund shares available, the owners of the Existing Contracts or the Company, whichever shall have legal authority to do so, shall be permitted to reallocate investments in the Trust, redeem investments in the Trust and/or invest in the Trust upon the payment of additional premiums under the Existing Contracts. In the event of a termination of this Agreement, the Company, as promptly as is practicable under the circumstances, shall notify the Trust, the Distributor and the Adviser whether the Company elects to continue to make Fund shares available after such termination. If Fund shares continue to be made available after such termination, the provisions of this Agreement shall remain in effect. 10.4. Except as necessary to implement Variable Contract owner initiated transactions, or as required by state insurance laws or regulations, the Company shall not redeem the shares attributable to the Variable Contracts (as opposed to the shares attributable to the Company’s assets held in the Separate Accounts or invested directly), and the Company shall not prevent Variable Contract owners from allocating payments to a Fund that was otherwise available under the Variable Contracts, until thirty (30) days after the Company shall have notified the Trust of its intention to do so.

  • ISDA Termination Either Dealer or Counterparty has the right to designate an Early Termination Date pursuant to Section 6 of the Agreement, in which case, except as otherwise specified herein and except as a result of an Event of Default under Section 5(a)(i) of the Agreement, the provisions of Paragraph 7(g) below shall apply in lieu of the consequences specified in Section 6 of the Agreement;

  • Termination Effect of Termination 83 21.1. Termination................................................83 21.2. Effect of Termination......................................84

  • Termination by Employer (i) Employer may terminate this Agreement upon written notice for Cause. For purposes hereof, "Cause" shall mean (A) engaging by the Employee in conduct that constitutes activity in competition with Employer; (B) the conviction of Employee for the commission of a felony; and/or (C) the habitual abuse of alcohol or controlled substances. Notwithstanding anything to the contrary in this Section 10(a)(i), Employer may not terminate Employee's employment under this Agreement for Cause unless Employee shall have first received notice from the Board advising Employee of the specific acts or omissions alleged to constitute Cause, and such acts or omissions continue after Employee shall have had a reasonable opportunity (at least 10 days from the date Employee receives the notice from the Board) to correct the acts or omissions so complained of. In no event shall alleged incompetence of Employee in the performance of Employee's duties be deemed grounds for termination for Cause.

  • Termination by Employee Employee may terminate Employee’s employment hereunder upon 30 days’ written notice to the Company.