Early Termination Rights Sample Clauses
The early-termination-rights clause grants one or both parties the ability to end a contract before its originally agreed-upon expiration date. This right may be triggered by specific events such as breach of contract, insolvency, or failure to meet certain milestones, and often requires advance written notice to the other party. Its core practical function is to provide flexibility and risk management, allowing parties to exit unfavorable or untenable agreements without waiting for the full contract term to elapse.
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Early Termination Rights. (1) Notwithstanding anything in the Management Agreements to the contrary, and in addition to any termination rights set forth therein, the SNH Parties shall have the right at any time, without the consent of the FVE Parties or the payment of any termination or other incremental fees to the FVE Parties, to terminate (a) any or all Management Agreements if FVE has made a Restricted Payment such that, after giving effect to such Restricted Payment, (i) FVE’s Tangible Net Worth would be less than $100,000,000, or (ii) FVE’s Liquidity would be less than $20,000,000; and (b) any Management Agreement for (i) any SNF Community, and (ii) any other Community (which Communities shall be selected by the SNH Parties in their sole discretion) in connection with the sale of such Community, provided the aggregate gross sale proceeds for Communities for which the Management Agreements are terminated pursuant to this clause (b)(ii), together with any senior living communities sold by SNH, directly or through one or more of its subsidiaries, pursuant to Section 2.1(6) of the Transaction Agreement, shall not exceed $775,000,000.
(2) Notwithstanding anything in the Management Agreements to the contrary, an SNH Party may not terminate a Management Agreement as a result of the applicable Community being a Non-Performing Asset if such termination would result in the SNH Parties having terminated Management Agreements in the current calendar year as a result of the applicable Communities being Non-Performing Assets representing, in the aggregate, more than 20% of the Portfolio Gross Revenues for the calendar year prior to such termination.
Early Termination Rights. (a) In addition to Network's other rights at law or in equity or pursuant to other provisions of this Agreement, Network may, by notifying Affiliate, terminate this Agreement: (i) if Affiliate is in material breach of this Agreement; provided, however, that if such breach is of the type that is curable, then Network shall not exercise its termination or other rights at law or in equity hereunder unless Network has, by notifying Affiliate in writing, given Affiliate at least thirty (30) days from the time such notice is received by Affiliate to cure such material breach fully and to demonstrate to Network that such material breach has been cured, and provided further, that if such breach is confined to a System or to a limited number of Systems, Network shall have the right to terminate this Agreement only as to such System or Systems; (ii) if Affiliate has filed a petition in bankruptcy, is insolvent, or has sought relief under any law related to Affiliate's financial condition or its ability to meet its payment obligations; (iii) if any involuntary petition in bankruptcy has been filed against Affiliate, or any relief under any such law has been sought by any creditor(s) of Affiliate, unless such involuntary petition is dismissed, or such relief is denied, within thirty (30) days after it has been filed or sought; or (iv) upon at least ninety (90) days' prior notice to Affiliate, if Network permanently ceases all distribution and exhibition of the Service (including any substitutes and replacements therefor) to all distributors in the Territory.
(b) In addition to Affiliate's other rights at law or in equity or pursuant to other provisions of this Agreement, and in addition to any other right to terminate provided hereunder, Affiliate may, by notifying Network, terminate this Agreement: (i) if Network is in material breach of this Agreement; provided, however, if such breach is of the type that is curable, then Affiliate shall not exercise its termination or other rights at law or in equity hereunder unless Affiliate has, by notifying Network, given Network at least thirty (30) days from the time such notice is sent, to cure such material breach fully and to demonstrate to Affiliate that such material breach has been cured, unless a shorter cure period is specified elsewhere in this Agreement for a specific breach, in which case such shorter cure period shall apply; (ii) if Network has filed a petition in bankruptcy, is insolvent or has sought relief unde...
Early Termination Rights. Subject to the terms and conditions of this Article XI, during the Initial Term of this Lease (but not during any Renewal Terms), Tenant shall have the right from time to time to exercise Contraction Rights by surrendering to Landlord Contraction Premises containing up to four hundred thousand (400,000) square feet of Net Rentable Area, in the aggregate (such rights, “Early Termination Rights”); provided that (a) until the expiration of the second Lease Year, Tenant may not exercise any Early Termination Rights and (b) prior to the expiration of the third Lease Year, Tenant shall only be permitted to exercise Early Termination Rights by sending Contraction Rights Exercise Notices to Landlord on Contraction Premises containing Net Rentable Area of up to two hundred thousand (200,000) square feet of Net Rentable Area, in the aggregate. Tenant’s Contraction Rights Exercise Notice for Early Termination Rights shall only be effective if accompanied by a payment in the amount of the Early Termination Fee for the Contraction Premises identified in such notice. In the event that the Contraction Premises Surrender Date for all or any portion of the Contraction Premises occurs after the anticipated date of termination as stated in the Contraction Rights Exercise Notice, promptly following the Contraction Premises Surrender Date for such Contraction Premises Landlord and Tenant shall re-calculate the Early Termination Fee for the Contraction Premises using the actual Contraction Premises Surrender Date, and Tenant shall pay any additional Early Termination Fee amount to Landlord within twenty (20) days following such determination.
Early Termination Rights. Lessee has the right, in Lessee’s sole and absolute discretion, to terminate the Ground Lease, without penalty or premium, if Lessee ceases to operate the Relevant Assets and Additional Improvements (as defined in the Ground Lease), or ceases its business.
Early Termination Rights. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ has the ability to terminate the service with 30 days written notice. Cendant shall not have the right to terminate this service unless ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ has not paid the fees set forth above or has not used its commercially reasonable efforts to transition to a new provider.
Early Termination Rights. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ may terminate the services with 30 days written notice.
Early Termination Rights. In addition to all other rights to termination specifically set forth in this Agreement or available at law or in equity, either party shall have the right to terminate this Agreement if the other party has (a) breached any of its material obligations under this Agreement (unless the breach is cured within the thirty (30)-day period following receipt of notice of the breach; provided, that if a shorter or longer cure period is provided elsewhere in this Agreement for a particular breach, then such shorter or longer cure period shall apply and, in the case where immediate termination is provided for elsewhere in this Agreement, immediate termination shall apply. Each party agrees and acknowledges that there are certain breaches which are incapable of being cured and are therefore not subject to the thirty (30) day cure period); (b) filed a petition in bankruptcy, is insolvent, or has sought relief under any law related to its financial condition or its ability to meet its payment obligations; or (c) had any involuntary petition in bankruptcy filed against it, or any relief under any such law has been sought by any of its creditors, unless the involuntary petition is dismissed, or the relief is denied, within thirty (30) days after it has been filed or sought. In addition to and without limiting the generality of the foregoing, EchoStar shall have the immediate right to terminate this Agreement without liability upon notice to Network if delivery of the Service by Network to EchoStar is discontinued or interrupted for a continuous period of sixty (60) days. In addition to any other rights that EchoStar may have at law or in equity, any adjudicated breach by Network of the Subscription Agreement, the Certificate Of Designation And Preferences Of Interests To Be Represented By Special Series U Non-Voting Common Shares Of Current Media, LLC or Exhibit A thereto, entered into between EchoStar Media Holdings Corporation and Current Media, LLC dated as of the Effective Date; shall constitute a material breach of this Agreement allowing EchoStar, at its exclusive option, to immediately terminate this Agreement. The right to terminate in any case shall be in addition to and without limiting any other rights or remedies the terminating party may have. For clarity, EchoStar's right to terminate this Agreement shall apply with respect to the Service on a channel per channel basis (i.e. EchoStar shall have the right to terminate the Service with respect to a particular ...
Early Termination Rights. Subject to the terms of Article 18.2 below, if either the ESA or the Development Agreement is terminated in accordance with the terms thereof, then each party hereto shall have the right to terminate this Lease on the effective date of the termination of the ESA or the Development Agreement, as applicable, by notifying the other party hereto in writing of such termination, provided, however, that Landlord may not terminate this Lease by reason of termination of the ESA or the Development Agreement if such termination of the ESA or the Development Agreement was by the Tenant pursuant to the Landlord's default thereunder and the Landlord did not acquire the Project pursuant to such termination.
Early Termination Rights. Developer shall, upon thirty (30) days prior notice to the City, have the right, in its sole and absolute discretion, to terminate this Agreement in its entirety at any time if Developer does not Commence Construction on any part of the Project Site by the date which is five (5) years following the Effective Date. Thereafter, the City shall, upon sixty (60) days prior notice to Developer, have the right, in its sole and absolute discretion, to terminate this Agreement if the Developer has not Commenced Construction; provided Developer can prevent any such termination by the City by providing to the City notice, within the above sixty (60) day period, of Developer’s intent to start construction and the Developer thereafter Commences Construction within one hundred twenty (120) days following delivery of Developer’s notice to the City, or, if unable to actually Commence Construction within said time period, demonstrates reasonable, good faith and continuing efforts to Commence Construction, such as by pursuing all necessary Subsequent Approvals, and thereafter promptly Commences Construction upon receipt of the Subsequent Approvals. Any termination under this Section 11.2 shall result in the termination of the entirety of this Agreement affecting all of the Project Site, and any Transferee shall assume the risk of a termination of this Agreement by Developer or the City under this Section 11.2.
Early Termination Rights. JH has ability to terminate upon 60 days notice. Cendant may not terminate until 6/30/05 and then only upon 120 days notice.