Survival of Agreement; Term Sample Clauses

Survival of Agreement; Term. This Agreement shall terminate upon a Qualified Public Offering.
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Survival of Agreement; Term. This Agreement, and the Company’s and the Stockholders’ respective rights and obligations hereunder shall remain in effect until terminated (a) automatically on February 28, 2020 or (b) at any time by the written agreement of the Company and Stockholders owning at least a majority of the Shares then beneficially owned by all Stockholders; provided, however, that any termination pursuant to this Section 3.1(b) shall also require the written agreement of any Person that then has the right to appoint a Director pursuant to Section 2.1. This Agreement shall terminate automatically with respect to any Stockholder when such Stockholder ceases to beneficially own any Shares; provided, however, that this Article 3 shall survive any such termination with respect to such Stockholder and shall terminate as set forth in this Section 3.1.
Survival of Agreement; Term. This Agreement shall not be terminated or amended, nor any provision hereof waived, unless the Stockholder and the Company agree in writing to such termination, amendment or waiver.
Survival of Agreement; Term. This Shareholders' Agreement --------------------------- shall not be terminated or amended, nor any provision hereof waived, except by an instrument in writing signed by the Company, MCA and the Individual Shareholder; provided that, without the consent of any party affected no such -------- amendment, waiver or termination shall further restrict the transferability of any Common Stock held by such party, impose any obligation on such party, diminish the benefits of such party hereunder or restrict the rights of such party as set forth herein; and provided further that this Shareholders' -------- ------- Agreement shall automatically terminate on the tenth anniversary of the date of this Shareholders' Agreement. Notwithstanding the foregoing, any provision of this Shareholders' Agreement which specifically provides for termination of such provision on an earlier date shall terminate on such other date.
Survival of Agreement; Term. This Agreement, and the Company’s and the Stockholders’ respective rights and obligations hereunder shall remain in effect until terminated (a) at any time by the written agreement of the Company and Stockholders holding at least 90% of the then outstanding Common Stock or (b) automatically upon the occurrence of the Exchange Act Reporting Date; provided, that (i) Article 3 shall survive any such termination and (ii) the right to appoint or nominate directors to the Board shall survive any such termination as may be modified or terminated to the extent necessary to meet applicable listing requirements of any securities exchange or quotation system on which the Company’s Common Stock is expected to be listed or quoted. This Agreement shall terminate automatically with respect to any Stockholder when such Stockholder ceases to beneficially own any Shares; provided, that Section 6.4 and this Article 7 shall survive any such termination and shall terminate as set forth therein.
Survival of Agreement; Term. This Agreement, and the Parent's and the Shareholder's respective rights and obligations hereunder, shall remain in effect until terminated upon the earlier of (a) the date on which the Board, the Majority Lender Directors, and Lender Shareholder Parties holding at least 66-2/3% of the Shares held by all Lender Shareholder Parties agree to terminate this Agreement and (b) the later of (i) the fifth anniversary of the Effective Date and (y) the day immediately preceding the fifth annual meeting of Parent Shareholders following the Effective Date (such date of termination, the "Agreement Termination Date"); provided, that each of Sections 2.1 and 2.2, and Article 7 shall survive any such termination and, in the case of Article 3, shall terminate as set forth therein. This Agreement shall terminate automatically when the Shareholder ceases to beneficially own any Shares; provided, that Article 7 shall survive any such termination and shall terminate as set forth therein.
Survival of Agreement; Term. This Agreement shall not be terminated, modified or amended unless a resolution approving and adopting such termination, modification or amendment has been adopted by a majority of the entire Board, with the concurrence of at least one (1) GSCP Director (so long as the GSCP Stockholders are entitled to nominate a director under Section 2.2) and the netWorth Director (so long as the netWorth Stockholders are entitled to nominate a director under Section 2.2), and Stockholders holding Shares representing at least sixty-six and two-thirds percent (66-2/3%) of the Shares then issued and outstanding agree in writing to such termination, modification or amendment. This Agreement shall terminate:
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Survival of Agreement; Term. Except as set forth below, this Agreement shall not be terminated or amended, nor any provision hereof waived, except by an instrument in writing signed by each of the parties hereto. Notwithstanding the foregoing, any provision of this Agreement which specifically provides for termination of such provision on an earlier date shall terminate on such other date.
Survival of Agreement; Term. The rights and obligations set forth in this Agreement shall terminate upon the earlier to occur of (i) a QPO and (ii) the prior approval by the holders of at least 51% of the outstanding Shares.

Related to Survival of Agreement; Term

  • Survival of Agreement All covenants, agreements, representations and warranties made by any party in this Agreement shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of this Agreement.

  • Survival of Agreements Except as otherwise contemplated by this Agreement, all covenants and agreements of the parties contained in this Agreement shall survive the Distribution Date.

  • Survival of Agreements, etc Each of the representations and warranties (as of the date(s) made or deemed made), covenants, waivers, releases and other agreements and obligations of each Party contained in this Agreement: (a) shall be absolute, irrevocable and unconditional, irrespective of (among other things) (i) the validity, legality, binding effect or enforceability of any of the other terms and provisions of this Agreement or any other agreement (if any) between the Parties, or (ii) any other act, circumstance or other event described in this Section; (b) shall survive and remain and continue in full force and effect in accordance with their respective terms and provisions following and without regard to (i) the execution and delivery of this Agreement and each other agreement (if any) between the Parties and the performance of any obligation of such Party hereunder or thereunder, (ii) any waiver, modification, amendment or restatement of any other term or provision of this Agreement or any other agreement (if any) between the Parties (except as and to the extent expressly modified by the terms and provisions of any such waiver, modification, amendment or restatement), (iii) any full, partial or non-exercise of any of the rights, powers, privileges, remedies and interests of a Party or any SGRP Company under this Agreement, any other agreement (if any) between the Parties or Applicable Law against such other Party or any other person or with respect to any obligation of such Party, which exercise or enforcement may be delayed, discontinued or otherwise not pursued or exhausted for any or no reason whatsoever, or which may be waived, omitted or otherwise not exercised or enforced (whether intentionally or otherwise), (iv) any extension, stay, moratorium or statute of limitations or similar time constraint under any Applicable Law, (v) any pledge, assignment, sale, conveyance or other transfer by the Company (in whole or in part) to any other person of this Agreement or any other agreement (if any) between the Parties or any one or more of the rights, powers, privileges, remedies or interests of the Company therein, (vi) any act or omission on the part of the Company, any SGRP Company, any of their respective Representatives or any other person, (vii) any termination or other departure of the Employee from his or her employment, whether for cause or otherwise, or any dispute involving any aspect of such employment; or (viii) any other act, event, or circumstance that otherwise might constitute a legal or equitable counterclaim, defense or discharge of a contracting party, co-obligor, guarantor, pledgor or surety; in each case without notice to or further assent from the Employee or any other person (except for such notices or consents as may be expressly required to be given to such Party under this Agreement or any other agreement (if any) between the Parties); (c) shall not be subject to any defense, counterclaim, setoff, right of recoupment, abatement, reduction or other claim or determination that the Employee may have against the Company, any SGRP Company or SPAR Affiliate, any of their respective Representatives or any other person; (d) shall not be diminished or qualified by the death, disability, dissolution, reorganization, insolvency, bankruptcy, custodianship or receivership of Party or any other person, or the inability of any of them to pay its debts or perform or otherwise satisfy its obligations as they become due for any reason whatsoever; and (e) with respect to any provision expressly limited to a period of time, shall remain and continue in full force and effect (i) through the specific time period(s) and (ii) thereafter with respect to events or circumstances occurring prior to the end of such time period(s).

  • Term; Termination; Survival of Provisions The term of this Agreement shall commence on the date hereof and shall continue, unless earlier terminated pursuant to the provisions of this section, for twelve (12) months, automatically renewed thereafter for monthly periods unless either Party informs the other in writing thirty (30) days prior to the end of the current term of its intent to terminate this Agreement. This Agreement may be terminated prior to the end of the current term, by mutual written consent of the Parties hereto, or:

  • Survival of Termination The provisions of Sections 1.7, 1.8, 3.1, 3.2, 5.4, 5.5, 5.6, 5.7, 5.10 and 5.13 shall survive any termination of this Agreement.

  • Survival of Agreement; Severability (a) All covenants, agreements representations and warranties made by the Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or the other Loan Document shall be considered to have been relied upon by the Administrative Agent and the Lenders and shall survive the making by the Lenders of the Loans and the issuance of the Letters of Credit by the Issuing Bank regardless of any investigation made by any of them or on their behalf, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any other fee or amount payable under this Agreement or any other Loan Document is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Commitments have not been terminated.

  • Survival of Terms Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract.

  • Survival of Agreements; Cumulative Nature All of Restricted Persons' various representations, warranties, covenants and agreements in the Loan Documents shall survive the execution and delivery of this Agreement and the other Loan Documents and the performance hereof and thereof, including the making or granting of the Loans and the delivery of the Notes and the other Loan Documents, and shall further survive until all of the Obligations are paid in full to each Lender Party and all of Lender Parties' obligations to Borrower are terminated. All statements and agreements contained in any certificate or other instrument delivered by any Restricted Person to any Lender Party under any Loan Document shall be deemed representations and warranties by Borrower or agreements and covenants of Borrower under this Agreement. The representations, warranties, indemnities, and covenants made by Restricted Persons in the Loan Documents, and the rights, powers, and privileges granted to Lender Parties in the Loan Documents, are cumulative, and, except for expressly specified waivers and consents, no Loan Document shall be construed in the context of another to diminish, nullify, or otherwise reduce the benefit to any Lender Party of any such representation, warranty, indemnity, covenant, right, power or privilege. In particular and without limitation, no exception set out in this Agreement to any representation, warranty, indemnity, or covenant herein contained shall apply to any similar representation, warranty, indemnity, or covenant contained in any other Loan Document, and each such similar representation, warranty, indemnity, or covenant shall be subject only to those exceptions which are expressly made applicable to it by the terms of the various Loan Documents.

  • Termination and Survival (a) This Agreement shall become effective as of the date of this Agreement.

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