Approval and Termination Sample Clauses

Approval and Termination. Buyer shall have the right, in its absolute discretion, for any reason, to terminate this Agreement in its entirety by written notice to Sellers given on or before the applicable Approval Date; provided, however, for the purpose of clarity, absent an Intentional Default (as hereinafter defined) by Sellers with respect to one or more Properties which remains uncured after the notice and cure period under Section 13.2 shall have expired (for which Buyer may terminate only as to the affected Property(ies)), Buyer may not exercise such termination right with respect to fewer than all of the Properties, and any termination right 24 exercised by Buyer shall terminate this Agreement in its entirety, subject to the terms and provisions which expressly survive Closing or such earlier termination of this Agreement. If Buyer does not elect to terminate this Agreement, then, on or before the applicable Approval Date, Buyer shall deliver to Sellers and Escrowholder a written notice ("Approval Notice") in the form of Exhibit J attached hereto, without condition. Buyer shall also specify in the Approval Notice those Service Contracts which Buyer elects to have assigned to it, and the failure of Buyer to so specify shall be deemed to be an election by Buyer to assume all Service Contracts (including Long Term Service Contracts, which Buyer shall be required to assume at Closing) for the applicable Properties. If Buyer does not timely send the Approval Notice on or prior to the Tranche 1 Approval Date and the Tranche 2 Approval Date, Buyer will be conclusively deemed to have terminated this Agreement in accordance with Article 14 hereof. 6.5
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Approval and Termination. Absent termination per this Section 9, this Agreement shall have an initial term beginning with the New Effective Date and continuing
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Approval and Termination. 6.4.1 Buyer's Approval Notice On or before the Approval Date, ----------------------- Buyer shall deliver to Seller and Escrowholder a written notice ("Approval Notice") in the form of Exhibit "L" attached hereto and incorporated herein, to the effect that Buyer has approved all aspects of the Property and chooses to proceed under the terms of the Agreement. Buyer shall also specify in the Approval Notice those Service Contracts which Buyer elects to have assigned to it, and the failure of Buyer to so specify shall all be deemed to be an election by Buyer to have all Service Contracts assigned to it and assume all Service Contracts (except Seller's contract with the management company for the Property). If Buyer does not timely send the Approval Notice, Buyer will be conclusively deemed to have terminated the Agreement, in which event this Agreement shall terminate in accordance with Article 14 hereof entitled "Non- Default Termination."
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Approval and Termination. Absent termination per this Section 9, this Agreement shall have an initial term of five years, and thereafter continue from year to year subject to the terms and conditions set forth herein. This Agreement may at any time be terminated by the Fund, solely with regard to the Fund, without payment of any penalty by vote of a majority of the outstanding voting securities of the Fund, on thirty (30) days’ prior written notice to AGA. Upon such termination by the Fund, AGA’s obligations under this Agreement with respect to the Fund or Advisor shall cease and be terminated. This Agreement may be terminated by AGA for Cause (as defined below) without payment of any penalty on thirty (30) days prior written notice to the Fund or the Advisor, as applicable. “Cause” shall mean: (a) willful misfeasance, bad faith, gross negligence or reckless disregard on the part of, as applicable, the Fund or the Advisor in the performance of its duties, obligations and responsibilities set forth in this Agreement; (b) regulatory, administrative or judicial proceedings in which it is determined that, as applicable, the Fund or the Advisor has violated, in any material respect, any applicable law, rule, regulation, order or code of ethics, or any material investment restriction, policy or procedure adopted by, as applicable, the Fund or the Advisor; or (c) financial difficulties on the part of, as applicable, the Fund or the Advisor that is evidenced by the authorization or commencement of, or involvement by way of pleading, answer, consent or acquiescence in, a voluntary or involuntary case under Title 11 of the United States Code, as from time to time in effect, or any applicable law other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or to the modification or alteration of the rights of creditors. Subsequent to the initial five-year term, this Agreement may be terminated by a party, without payment of any penalty, on one hundred fifty (150) days’ prior written notice to the other parties. Upon any termination in accordance herewith, the Fund shall pay AGA all amounts due hereunder for all periods up to and including the date of termination (such amounts to be determined in accordance with Section 3 of this Agreement) and AGA shall take such steps as reasonably may be requested by the Fund to effect an orderly termination. As used in this Section 9, the term “interested person” and “vote of a majority of the outstanding securitie...
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Approval and Termination. This contract shall continue in effect until the first meeting of the Shareholders of the Fund (but in no event longer than two years from the date hereof), and if approved at such shareholders' meeting, until two years from the date hereof, and thereafter only so long as such continuance is approved at least annually by a vote of a majority of the Fund's Board of Directors, including the votes of a majority of the directors who are not parties to such contract or interested persons of any such party, cast in person at a meeting called for the purpose of voting such approval. Provided, however that (a) this Contract may at any time be terminated
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Approval and Termination. 6.4.1 Buyer’s Approval Notice
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Approval and Termination 
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Related to Approval and Termination

  • Renewal and Termination A. This Agreement shall become effective on the date written below and shall continue in effect for two (2) years thereafter, unless sooner terminated as hereinafter provided and shall continue in effect thereafter for periods not exceeding one (1) year so long as such continuation is approved at least annually (i) by a vote of a majority of the outstanding voting securities of the Fund or by a vote of the Board of Trustees of the Trust, and (ii) by a vote of a majority of the Trustees of the Trust who are not parties to the Agreement (other than as Trustees of the Trust) or “interested persons” of any such party, cast in person at a meeting called for the purpose of voting on the Agreement.

  • Term Renewal and Termination 14.1. This Agreement shall, with respect to the Portfolio, become effective as of the date first above written and shall remain in force for two years thereafter, and for successive annual periods thereafter but only so long as each such continuance is specifically approved at least annually by (1) a majority of the Directors of the Company who are not parties to this Agreement or interested persons of any such parties (other than as Directors of the Company), by vote cast in person at a meeting called for the purpose of voting on such approval; or (2) a vote of the holders of a majority of the outstanding voting securities (as defined in the 0000 Xxx) of such Portfolio. It shall be the duty of the Directors of the Company to request and evaluate, and the duty of the Manager and Sub-Adviser to furnish, such information as may be reasonably necessary to evaluate the terms of this Agreement and any renewal hereof.

  • Modification and Termination No agreement to modify, amend, extend, supersede, terminate, or discharge this Settlement Agreement, or any portion thereof, is valid or enforceable unless it is in writing and signed by all Parties to this Settlement Agreement.

  • Closing and Termination 26 4.1 Closing Date.........................................................................26

  • Expiration and Termination This Agreement is for one academic year (August 1, 2018 through July 31, 2019) and will automatically renew for the following academic year unless terminated as indicated below by either party.

  • COMMENCEMENT AND 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.

  • Release and Termination (a) Upon any sale, transfer or other disposition or removal from the Designated Pool of any Pool Aircraft (or Owner Subsidiary or Intermediate Lessee) or other item of Collateral in accordance with the terms of the Loan Documents, including the Pledged Equity Interest in each Owner Subsidiary or Intermediate Lessee that owns or leases such Pool Aircraft, or if applicable, Irish Subsidiary Holdco or CA Subsidiary Holdco (in each case, upon a removal of such Transaction Party in accordance with Sections 2.10 or 5.04 of the Credit Agreement), such Collateral will be deemed released from the Lien hereof (and related guarantees will be deemed released in accordance with Section 7.11 of the Credit Agreement), and the Collateral Agent will, at the relevant Grantor’s expense, execute and deliver to the Grantor of such item of Collateral such documents as such Grantor shall reasonably request and provide to the Collateral Agent to evidence the release of such item of Collateral from the assignment and security interest granted hereby and to evidence the release of any related guaranty, and to the extent that (A) the Collateral Agent’s consent is required for any deregistration of the interests in such released Collateral from the International Registry or any other registry or (B) the Collateral Agent is required to initiate any such deregistration, the Collateral Agent shall ensure that such consent or such initiation of such deregistration is effected. Any amounts released from the Collateral Account by the Collateral Agent in accordance with the terms of the Loan Documents shall be deemed released from the Lien hereof.

  • Duration and Termination This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

  • Term and Termination In any case, if not sooner terminated, this Agreement shall expire at the close of business on the effective date that the Offering is terminated. This Agreement may be terminated by either party (a) immediately upon notice to the other party in the event that the other party shall have materially failed to comply with any material provision of this Agreement or if any of the representations, warranties, covenants or agreements of such party contained herein shall not have been materially complied with and such failure to comply is not cured within ten (10) days after the date of such occurrence or (b) on 60 days’ written notice. In any event, this Agreement shall be deemed suspended during any period for which the Dealer Manager’s license or registration to act as a broker dealer shall be revoked or suspended by any federal, self-regulatory or state agency. In addition, the Dealer Manager, upon the expiration or termination of this Agreement, shall (a) promptly deposit any and all funds in its possession which were received from investors for the sale of Shares into the appropriate escrow account or, if the Minimum Offering has been reached, into such other account as the Company may designate; and (b) promptly deliver to the Company all records and documents in its possession which relate to the Offering which are not designated as dealer copies. The Dealer Manager, at its sole expense, may make and retain copies of all such records and documents required to be retained by the Dealer Manager pursuant to (i) Federal and state securities laws and the rules and regulations thereunder, (ii) the applicable rules of FINRA and (iii) the NASAA REIT Guidelines, but shall keep all such information confidential; provided, that, nothing contained in this Agreement shall prevent the Dealer Manager from disclosing any such information to any regulatory authority asserting jurisdiction over the Dealer Manager. The Dealer Manager shall use its reasonable best efforts to cooperate with the Company to accomplish any orderly transfer of management of the Offering to a party designated by the Company. Upon expiration or termination of this Agreement, the Company shall pay to the Dealer Manager all earned but unpaid compensation and reimbursement for all incurred, accountable compensation to which the Dealer Manager is or becomes entitled under Section 5 of this Agreement, including but not limited to any Distribution Fees, pursuant to the requirements of that Section 5 at such times as such amounts become payable pursuant to the terms of such Section 5 without acceleration; provided, however, that if the Minimum Offering is not reached prior to such expiration or termination, the Company shall not pay any such compensation and reimbursements to the Dealer Manager.

  • Appointment, Term, and Termination a. Client hereby engages and retains Dalmore to provide operations and compliance services at Client’s discretion.

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