Parties’ Rights to Terminate Sample Clauses

Parties’ Rights to Terminate. The parties hereto shall use their commercially reasonable efforts, acting in good faith, to effect execution of Public Transaction Agreement and the closing of the Public Transaction; and they and acknowledge that the Public Transaction Agreement it is subject to the approval of the Investors. If the Closing does not occur on before January 31, 2006, for whatever reason, this Agreement shall terminate reserving nevertheless the parties' respective rights and remedies as may result from breach by any of the other parties' obligations to use commercially reasonable efforts and to act in good faith to effect the Public Transaction Agreement before that date.
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Parties’ Rights to Terminate. The Executive may terminate this Agreement by resignation at any time, upon 60 days’ prior written notice (the “Notice Period”), and the Corporation may terminate this Agreement with “cause,” as defined below, or without cause upon 60 days’ prior written notice. “Cause” shall mean (i) the failure of the Executive to perform his duties as set forth in this Agreement or as may be reasonably imposed from time to time on the Executive by law (whether or not reasonable) or the Board, provided such duties are consistent with his position, in a manner substantially consistent with the manner prescribed by the Board (other than any such failure resulting from incapacity due to physical or mental illness), (ii) the engaging by the Executive in misconduct materially and demonstrably injurious to the Corporation, (iii) the commission, conviction or indictment of the Executive for commission of a felony, whether or not such felony was committed in connection with the Corporation’s business, or (iv) the circumstances described in Section 7 hereof, in which case the provisions of Section 7 shall govern the rights and obligations of the parties.
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Parties’ Rights to Terminate. The Executive may terminate this Agreement by resignation at any time, upon 90 days' prior written notice (the "Notice Period"), and the Corporation may terminate this Agreement with "cause," as defined below, or without cause upon 90 days' prior written notice. "Cause" shall mean (i) the continued, willful and deliberate failure of the Executive to perform his duties as set forth in this Agreement or as may be reasonably imposed from time to time on the Executive by law (whether or not reasonable) or the Board, provided such duties are consistent with his position, in a manner substantially consistent with the manner prescribed by the Board (other than any such failure resulting from incapacity due to physical or mental illness), (ii) the engaging by the Executive in misconduct materially and demonstrably injurious to the Corporation, (iii) the conviction of the Executive for commission of a felony, whether or not such felony was committed in connection with the Corporation's business, or (iv) the circumstances described in Section 8 hereof, in which case the provisions of Section 8 shall govern the rights and obligations of the parties; provided, however, that the Board shall (x) by two-thirds of the members of the Board, excluding the Executive, make a reasonable determination that the Executive has breached one of the preceding provisions, (y) provide the Executive with an opportunity to cure during the Notice Period any curable breaches referred to in (i) and (ii) of this subsection and (z) make a final determination that one or more of such provisions have been breached and not cured prior to termination.
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Parties’ Rights to Terminate. The parties hereto shall use their commercially reasonable efforts, acting in good faith, to effect execution of Public Transaction Agreement and the closing of the Public Transaction; and they and acknowledge that the Public Transaction Agreement it is subject to the approval of the Investors. If the Public Transaction Agreement is not executed by the parties or not approved by the Investors before January 1, 2006, the Seller shall have the right to cancel this Agreement which shall thereupon be null, void and without effect. If the Closing does not occur on before January 31, 2006, for whatever reason, this Agreement shall terminate reserving nevertheless the parties' respective rights and remedies as may result from breach by any of the other parties' obligations to use commercially reasonable efforts and to act in good faith to effect the Public Transaction Agreement before that date.
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Parties’ Rights to Terminate. The Executive may terminate this Agreement by resignation at any time, upon sixty (60) days’ prior written notice (the “Executive’s Notice Period”) or for “Good Reason,” as described in Section 7(c) below, and the Corporation may terminate this Agreement with “Cause,” as defined in Section 7(e) below, or without Cause upon ninety (90) days’ prior written notice (the “Corporation’s Notice Period”).
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Related to Parties’ Rights to Terminate

  • Purchaser’s Right to Terminate Anything in any of the Transaction Documents to the contrary notwithstanding, each Purchaser has the right to demand and receive back from the Company such Purchaser’s Subscription Amount at any time until a Closing takes place in connection with such Subscription Amount. UNDER NO CIRCUMSTANCES WILL THE PURCHASER’S SUBSCRIPTION AMOUNT BE DELIVERED TO OR UNDER THE CONTROL OR AUTHORITY OF ANY PLACEMENT AGENT OR BROKER INCLUDING BUT NOT LIMITED TO PALLADIUM CAPITAL ADVISORS, LLC.

  • Executive’s Right to Terminate Notwithstanding the provisions of paragraph 2.1, Executive shall have the right to terminate his employment under this Agreement for any of the following reasons:

  • Right to Terminate Notwithstanding anything to the contrary set forth in this Agreement, this Agreement may be terminated and the transactions contemplated herein abandoned at any time prior to the Closing:

  • Licensee’s Right to Terminate Licensee may, at its option, without prejudice to any other remedies it may have, terminate this agreement by giving written notice of such termination to Licensor as follows: (a) immediately, in the event that Licensor abandons the Licensed Marks or otherwise ceases to support the Licensed Marks in Licensor's business; or (b) immediately in the event of the occurrence of a Bankruptcy with respect to Licensor; or (c) immediately in the event of an occurrence of termination pursuant to Section 13.2(d).

  • Tenant’s Right to Terminate If the Leased Premises, the Building or the Outside Area are damaged by any peril and Landlord does not elect to terminate this Lease or is not entitled to terminate this Lease pursuant to this Article, then as soon as reasonably practicable, Landlord shall furnish Tenant with the written opinion of Landlord's architect or construction consultant as to when the restoration work required of Landlord may be complete. Tenant shall have the option to terminate this Lease in the event any of the following occurs, which option may be exercised only by delivery to Landlord of a written notice of election to terminate within seven days after Tenant receives from Landlord the estimate of the time needed to complete such restoration:

  • Rights and Obligations Upon Termination (a) In the event of Employer’s termination of the Term (and Executive’s employment) pursuant to Section 5.3 (which, for the avoidance of doubt, is a termination Without Cause), Employer shall pay Executive:

  • Option to Terminate If during the Term either the Premises or any portion of the Building or the Project are substantially damaged or destroyed by fire or other casualty, the Landlord shall have the option (which it may exercise by giving written notice thereof to the Tenant within sixty (60) days after the date on which such damage or destruction occurs) to terminate this Lease as of the date specified in such notice (which date shall not be earlier than the thirtieth (30th) day after such notice is given). On such termination, the Tenant shall pay to the Landlord all Base Rent, Additional Rent and other sums and charges payable by the Tenant hereunder and accrued through such date (as justly apportioned to the date of such termination). If the Landlord does not terminate this Lease pursuant to this section, the Landlord shall restore the Premises as soon thereafter as is reasonably possible to their condition on the date of completion of Landlord’s Work, taking into account any delay experienced by the Landlord in recovering the proceeds of any insurance policy payable on account of such damage or destruction and in obtaining any necessary permits. Until the Premises are so repaired, the Base Rent (and each installment thereof) and the Additional Rent shall xxxxx in proportion to the floor area of so much, if any, of the Premises as is rendered substantially unusable by the Tenant by such damage or destruction. If during the Term either fifty percent (50%), of the Premises rendering the Premises untenantable, any portion of the Building or the Project are substantially damaged or destroyed by fire or other casualty, or the repairs are estimated by the Landlord to require more than six (6) months from the date of the casualty to complete, the Tenant shall have the option (which it may exercise by giving written notice thereof to Landlord within sixty (60) days after the date on which such damage or destruction occurs) to terminate this Lease as of the date specified in such notice (which date shall not be earlier than the thirtieth (30th) day after such notice is given). On such termination, the Tenant shall pay to the Landlord all Base Rent, Additional Rent and other sums and charges payab1e by the Tenant hereunder and accrued through such date (as justly apportioned to the date of such termination).

  • Company’s Right to Terminate Notwithstanding the provisions of Section 3.1, Company shall have the right to terminate Executive’s employment under this Agreement at any time for any of the following reasons:

  • Employee’s Right to Terminate for Convenience In addition to Employee’s right to terminate Employee’s employment for Good Reason, Employee shall have the right to terminate Employee’s employment with the Company for convenience at any time and for any other reason, or no reason at all, upon thirty (30) days’ advance written notice to the Company; provided, however, that if Employee has provided notice to the Company of Employee’s termination of employment, the Company may determine, in its sole discretion, that such termination shall be effective on any date prior to the effective date of termination provided in such notice (and, if such earlier date is so required, then it shall not change the basis for Employee’s termination of employment nor be construed or interpreted as a termination of employment pursuant to Section 7(b)).

  • Landlord’s Right to Terminate Landlord shall have the option to terminate this Lease in the event any of the following occurs, which option may be exercised only by delivery to Tenant of a written notice of election to terminate within thirty days after the date of such damage or destruction:

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