Close-out Procedure Sample Clauses

Close-out Procedure. The Recipient shall cooperate with the Department to complete the Recipient’s final reports, reconcile all accounting matters, enable the Department to complete its final reports and otherwise perform reasonable tasks as requested by the Department to close out the Award at the expiration of the Period of Performance.

Close-out Procedure. The subrecipient shall submit a completed and acceptable Fiscal Closeout Package which will be provided by the Fiscal Agent no later than 45 calendar days after the conclusion of the program year. The original closeout package is to be submitted to the EAWDB Fiscal Agent at ▇▇▇▇ ▇▇▇ ▇▇., ▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ with a copy to the EAWDB Administrative Staff.

Close-out Procedure. If the Government funds an individual PA and then subsequently terminates the agreement, or the requirements of the agreement are met, the following closeout procedures apply:

Close-out Procedure. Upon any expiration or termination of this Agreement, FRANCHISEE shall: (i) peaceably surrender the Store and Equipment (without additional notice, except as required by law and not waivable, all other notices to quit or vacate being expressly waived by FRANCHISEE) in as good condition as when received by FRANCHISEE, normal wear and tear excepted; 19

Close-out Procedure. (a) Post-Expiration/Termination Obligations. Upon the expiration or termination of this Agreement, all rights granted to you hereunder will terminate and you agree to: (1) Immediately and without any further notice (unless further notice is required by law and cannot be waived) peaceably surrender the Store and 7-Eleven Equipment, which must be in the same condition as when you first received them, normal wear and tear excepted. If we are required by law to provide you any notice, and such notice may be waived, then you hereby waive your right to receive such notice; (2) Transfer to us, or, at our option, a third-party transferee, the Final Inventory of the Store. We or such third-party transferee will pay you an amount equal to the Cost Value of the Final Inventory in accordance with Paragraph 28(b)(2) below. We agree to permit you to transfer the Final Inventory to a third-party transferee only if all amounts that you owe us and our Affiliates are paid in full and you make arrangements satisfactory to us for the payment of any amounts which may become due upon delivery of final Financial Summaries. You agree that any property belonging to you and left in the Store after the surrender and transfer will become our sole property; (3) Transfer to us the Receipts, Cash Register Fund, prepaid Operating Expenses, money order blanks, bank drafts, lottery tickets (if applicable) and Store supplies; (4) Immediately cease using the Service ▇▇▇▇, the Related Trademarks, and all elements of the 7-Eleven System, including the Confidential Information and Trade Secrets; (5) Return to us any copy of the Trade Secrets and Confidential Information, including the On-Line Systems Support Guide and any manuals we provided you, along with all copies or duplicates thereof, all of which are acknowledged to be our sole property. If you possess any of the foregoing in electronic form, you will delete such material from your computers and other storage devices and not use such material and not retain any copy or record of any of the foregoing, except your copy of this Agreement and of any correspondence between you and us; (6) Execute all necessary documentation to transfer all licenses and permits relating to the Store to us; and (7) Comply with all other post-expiration/termination obligations set forth in this Agreement.

Close-out Procedure. In the event that Exchange acting in a commercially reasonable manner and in accordance with Section 8.2 or Schedule "E" determines to offset, in whole or in part, Obligations of the Defaulting Swap Party under any Swap Transactions or the Defaulting Option Party under any Option Transactions on behalf of such Contracting Party and having notified such Contracting Party of such determination, Exchange may enter into orders or NGX Close-out Transactions to offset, in whole or in part, such Obligations in such manner and on such terms as may be then available to Exchange. As a consequence of Exchange exercising its rights under this Section 8.3: a. any NGX Close-out Transactions will be treated as allocated to the Defaulting Party's account; b. Exchange hereby agrees that the Defaulting Party will, for the purposes of determining Exchange's damages, be deemed to have performed its settlement obligations to pay the Swap ClearingCash Settlement Amount, MTM Settlement Amount and Daily SwapFinancially Settled Futures Settlement Amount, as applicable, in the case of a SwapFinancially Settled Futures Transaction, or to pay the Option Premium Amount and/or Option Settlement Amount in the case of an Option Transaction, under all NGX Close-out Transactions allocated to its account and under that portion or all of its SwapFinancially Settled Futures Transactions or Option Transactions, as the case may be, which are offset by such NGX Close-out Transactions; c. for the purposes of determining Exchange's damages, Exchange will Set-Off any and all such amounts that are owed or deemed to be owed to the Defaulting Party against any and all such amounts that are owed or deemed to be owed by such Defaulting Party under the Offsetting Transactions to arrive at a single net settlement amount payable to or by the Defaulting Party which shall be immediately due and payable; for clarity, without limitation to any other rights of Exchange under this Agreement, such net settlement amount shall include, without limitation, an amount as liquidated damages representing the pre-estimated amount of the costs of investigation and damage suffered by Exchange in respect of injury to the development of, reputation, and integrity of the business carried on by Exchange, where Exchange has determined, in its sole discretion, that appropriate circumstances exist for the application of such liquidated damages; d. Exchange will forthwith provide the Defaulting Party with an Invoice for the Offset...