Term Termination Sample Clauses

Term Termination. (a) Each Seller Service has a separate duration, which is set forth on Exhibits A and B respectively. The duration of use of any Seller Service may be extended by mutual written agreement of the parties providing and receiving such service. In addition, Game Financial may terminate this Agreement with respect to all or a portion of the Seller Services in its sole discretion upon 30 days’ notice to the Seller Parties.(b) Notwithstanding the foregoing, each Party shall have the right to terminate this Agreement immediately upon the occurrence of any one or more of the following events: (i) breach by the Other Party of any material term or provision of this Agreement and failure to cure within 30 days after written notice thereof by the non-breaching Party; (ii) the Other Party becomes insolvent or makes an assignment for the benefit of its creditors; (iii) any proceeding is instituted by or against the other Party under any bankruptcy or similar laws for the relief of debtors; or (iv) the appointment of any trustee or receiver for any of the Other Party’s assets. For purposes of this Section 9(b), the term “Other Party” shall mean either member of the other Party.(c) The right of termination provided in paragraph (b) above is not exclusive and is in addition to any other rights and remedies available to the parties in law or in equity in the event of a breach of this Agreement. Upon termination of this Agreement for any cause or reason whatsoever, the Seller Parties shall be entitled to receive Transition Service Fees for services rendered hereunder through the date of termination, to the extent such services conform to the warranty set forth in Section 5(b). No party shall have any further rights or obligations under this Agreement, except as expressly set forth herein. The provisions of Sections 3, 4, 5, 6 and 8 of this Agreement and this Section 7(c) shall survive the expiration or termination of this Agreement for any cause or reason whatsoever, and, notwithstanding the expiration or termination of this Agreement, the parties shall each remain liable to the other for any indebtedness or other liability theretofore arising under this Agreement.
Term Termination. (a) Each Seller Service has a separate duration, which is set forth on Exhibits A and B respectively6.1 Term. The duration supply of use Product by Nordion pursuant to this Agreement shall commence as of any Seller Service may the Commencement Date and shall continue thereafter during the Contract Term. Any extension of this Agreement shall be extended by in writing and shall require the mutual written agreement of the parties providing parties.6.2 Termination for Breach. Except as specifically otherwise provided, the failure by either Party (the “Defaulting Party”) to comply with its material obligations under this Agreement shall entitle the other Party (the “Non-Defaulting Party”) to give to theDefaulting Party notice specifying the nature of the default and receiving requiring the Defaulting Party to cure such servicedefault. In additionSubject to the provisions of Section 17 hereof, Game Financial may if such default (i) is not cured within 30 days after the receipt of such notice or, (ii) if such default cannot reasonably be cured within such 30-day period and the Defaulting Party shall not have commenced and be diligently continuing actions to cure such default during such 30-day period, the Non-Defaulting Party shall be entitled, without prejudice to any of the other rights conferred on it by this Agreement or available to it at law or in equity to terminate this Agreement with respect to all or a portion of the Seller Services in its sole discretion upon 30 days’ by giving further notice to the Seller Parties.(bDefaulting Party, to take effect immediately upon receipt of such termination notice by the Defaulting Party.In addition to and notwithstanding any remedies set out in this Agreement or available in law or equity, in the event that LMI, in accordance with this Agreement, fails to purchase any or all of its **** purchase volume commitments in accordance with (and subject to the terms of) Section 3.4 (and except in the event of an ongoing bona fide dispute regarding a shipment of Product from Nordion to LMI), (i) Nordion shall during the Contract Term be entitled to claim (and invoice) payment from LMI at the Product Fee for an amount of such Product equal to the shortfall in such purchase volume commitments and LMI shall make full payment for such Product and/or (ii) Nordion, upon written notice to LMI, may immediately suspend further supply of Product to LMI until such time as such amounts are paid in full. In the event that Nordion suspends supply of Product to LMI, supply of Product may, at Nordion’s election, not be resumed by Nordion until one (1) Calendar Week after amounts due and owing by LMI to Nordion are paid in full. Notwithstanding the foregoing, each Party for the sake of clarity, the parties acknowledge and agree that, to the extent Nordion exercises its right to suspend further supply of Product to LMI pursuant to this Agreement, LMI shall have no obligation to purchase the aforementioned purchase volume commitments during the period of suspended supply of Product or make any payments with respect thereto.The right of termination as provided in this Section 6.2, shall not be affected in any way by either party’s waiver or failure to take action with respect to any previous default.6.3 Termination for Bankruptcy. Subject to any limitations imposed by applicable law, a party shall have the right to terminate this Agreement immediately upon by giving notice to the occurrence of any one or more of other party in the following events: (i) breach by the Other Party of any material term or provision of this Agreement and failure to cure within 30 days after written notice thereof by the non-breaching Party; (ii) the Other Party becomes insolvent or event that such other party files a petition in bankruptcy, is adjudicated a bankrupt, makes an assignment for the benefit of its creditors; , or otherwise seeks relief under or pursuant to any bankruptcy, insolvency or reorganization statute or proceeding, or if a petition in bankruptcy is filed against it which is not dismissed within ninety (iii90) days or proceedings are taken to liquidate the assets of such party or a supervisor, receiver, administrator, administrative receiver or other encumbrancer taking possession of or being appointed over, or any proceeding is instituted by distress, execution or against other process being levied or enforced (and not being discharged within seven days) upon, the other Party under whole or any bankruptcy or similar laws for the relief of debtors; or (iv) the appointment of any trustee or receiver for any substantial part of the Other Party’s assets. For purposes of this Section 9(b), the term “Other Party” shall mean either member assets of the other Party.(c) The right of termination provided in paragraph (b) above is not exclusive and is in addition to any other rights and remedies available to the parties in law or in equity in the event of a breach of this Agreement. Upon termination of this Agreement for any cause or reason whatsoever, the Seller Parties shall be entitled to receive Transition Service Fees for services rendered hereunder through the date of termination, to the extent such services conform to the warranty set forth in Section 5(b). No party shall have any further rights or obligations under this Agreement, except as expressly set forth herein. The provisions of Sections 3, 4, 5, 6 and 8 of this Agreement and this Section 7(c) shall survive the expiration or termination of this Agreement for any cause or reason whatsoever, and, notwithstanding the expiration or termination of this Agreement, the parties shall each remain liable to the other for any indebtedness or other liability theretofore arising under this Agreementparty.
Term Termination. (a) Each Seller Service has a separate duration, which is set forth on Exhibits A and B respectivelyTerm. The duration term of use of any Seller Service may be extended by mutual written agreement this Agreement commences on the Effective Date and terminates on the first anniversary of the parties providing date hereof, and receiving such serviceshall thereafter renew for additional successive one year terms subject to the termination right below in Section 9.2.Termination Rights. In addition, Game Financial Either Party may terminate this Agreement with respect to all or a portion of the Seller Services in its sole discretion upon 30 days’ notice to the other Party:It being understood by the Parties hereto that the closing of the transaction contemplated herein is predicated upon receipt by the Distributor of $2,500,000 in additional capital (the “Capital Raise”). Should Distributor be unable to consummate the Capital Raise prior to August 31, 2018, then either Seller Parties.(b) Notwithstanding the foregoing, each Party shall have the right to or Distributor may terminate this Agreement immediately upon pursuant to the occurrence of any one or more of Notice provisions in Section 18 herein.except as otherwise specifically provided under this Section 9.2 if the following events: (i) other Party is in material breach by the Other Party of any material term or provision of this Agreement and failure to cure either the breach cannot be cured or, if the breach can be cured, it is not cured within 30 days after written notice thereof by following the non-breaching Party; (ii) ’s receipt of notice of such breach;if the Other Party other Party:becomes insolvent or makes an is generally unable to pay, or fails to pay, its debts as they become due;files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law;seeks reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts;makes or seeks to make a general assignment for the benefit of its creditors; (iii) any proceeding is instituted by orapplies for or against the other Party under any bankruptcy has a receiver, trustee, custodian or similar laws for the relief of debtors; or (iv) the appointment agent appointed by order of any trustee court of competent jurisdiction to take charge of or receiver for sell any material portion of the Other Party’s assets. For purposes of its property or business.Seller may terminate this Section 9(b), the term “Other Party” shall mean either member of the other Party.(cAgreement upon thirty (30) The right of termination provided in paragraph (b) above is not exclusive and is in addition days’ notice to any other rights and remedies available to the parties in law or in equity Distributor in the event that Distributor fails to meet any purchase minimums in Section 2 herein above.Any termination under this Section 9.2 is effective on receipt of a breach notice of termination.Effect of Expiration or Termination. Upon the expiration or earlier termination of this Agreement:All related Purchase Orders are automatically terminated; and Each Party shall promptly return or destroy all documents andtangible materials (and any copies) containing, reflecting, incorporating or based on the other Party’s Confidential Information.Post-Term Resale. Upon termination of this Agreement for any cause or reason whatsoever, the Seller Parties shall be entitled to receive Transition Service Fees for services rendered hereunder through the date of termination, to the extent such services conform to the warranty set forth in Section 5(b). No party shall have any further rights or obligations under this Agreement, except as expressly set forth herein. The provisions of Sections 3, 4, 5, 6 and 8 of this Agreement and this Section 7(c) shall survive On the expiration or termination of this Agreement for any cause or reason whatsoever, and, notwithstanding the expiration or earlier termination of this Agreement, except for termination by Seller under Section 9.2(b). Distributor may, in accordance with the parties shall each remain liable to the other for any indebtedness or other liability theretofore arising under applicable terms and conditions of this Agreement, sell off its existing inventories of Goods for a period of six months following the last day of the Term.
Term Termination. (a) Each Seller Service has a separate duration, which This Agreement shall commence on the Effective Date and shall continue until expiration of the Term. Either party may terminate this Agreement by written notice to the other party if the other party is set forth on Exhibits A and B respectively. The duration of use in material default in the performance of any Seller Service may be extended by mutual of its obligations hereunder and fails to remedy such default within 30 days after receiving written agreement notice of the parties providing and receiving such servicedefault. In addition, Game Financial either party may immediately terminate this Agreement with respect to all or a portion of the Seller Services in its sole discretion upon 30 days’ by written notice to the Seller Parties.(b) Notwithstanding the foregoing, each Party shall have the right to terminate this Agreement immediately upon the occurrence of any one or more of the following eventsother: (ia) breach if the other party has ceased its business activities or has otherwise begun winding up its business affairs; (b) if bankruptcy, reorganization, arrangement or insolvency proceedings, or other proceedings for relief underany bankruptcy or similar law or laws for the relief of debtors, are instituted by or against the Other Party of any material term other party and are consented to or provision of this Agreement and failure to cure are not dismissed within 30 60 days after written notice thereof by the non-breaching Partysuch institution; (iic) if a custodian, liquidator, receiver or trustee is appointed for the Other Party other party or the major part of its property and is not discharged within 60 days after such appointment; (d) if the other party becomes insolvent or bankrupt, is generally not paying its debts as they become due, makes an any assignment for the benefit of its creditors or makes any comparable arrangement with its creditors; (iiie) upon the occurrence of any proceeding is instituted by or against Force Majeure Event (defined below) that delays performance of the other Party under any bankruptcy or similar laws party of this Agreement for the relief of debtorsmore than 30 days; or (ivf) if the appointment of any trustee or receiver for any of the Other Party’s assets. For purposes of this conditions set forth in Section 9(b), the term “Other Party” shall mean either member of the other Party.(c) The right of termination provided in paragraph (b) above is 2 are not exclusive and is in addition to any other rights and remedies available to the parties in law or in equity satisfied in the event first quarter of a breach of this Agreement2005. Upon The termination of this Agreement for shall not affect any cause or reason whatsoever, of the Seller Parties shall be entitled to receive Transition Service Fees for services rendered hereunder through the date of termination, to the extent such services conform to the warranty set forth in Section 5(b). No party shall have any further rights or obligations under this Agreement, except as expressly set forth herein. The provisions of Sections 3, 4, 5, 6 and 8 of this Agreement that by their nature are intended to continue after termination, including but not limited to Section 4 (Warranties), this Section, Section 7 (Indemnification), and this Section 7(c) shall survive the expiration or termination of this Agreement for any cause or reason whatsoever, and, notwithstanding the expiration or termination of this Agreement, the parties shall each remain liable to the other for any indebtedness or other liability theretofore arising under this Agreement17 (Confidentiality).
Term Termination. (a) Each Seller This Agreement and the performance of the Services hereunder shall commence on the date hereof and this Agreement shall continue in full force and effect until such time as each Service has a separate duration, which is Period in respect of each Service as set forth on Exhibits A in the Schedules has expired or this Agreement has been otherwise terminated in accordance with the terms hereof. This Agreement and B respectively. The duration of use the provision of any Seller Service may be extended by mutual written agreement Services hereunder shall automatically terminate on the 18-month anniversary of the parties providing and receiving date hereof (except for an extension of such serviceterm pursuant to Section 5 hereof). In addition, Game Financial (b) The Purchaser may terminate this Agreement with respect to all or a portion of any Service upon the Seller Services in its sole discretion upon 30 days’ specified prior written notice to the Seller Parties.(bService Provider as set forth in the relevant Schedule with respect to such Service. The termination of any Service pursuant to this Section 4(b) Notwithstanding shall become effective on the foregoinglast date of the relevant Service Period or, each Party shall have in the right event of an earlier termination by the Purchaser pursuant to terminate this Agreement the immediately preceding sentence, upon the occurrence of any one or more expiration of the applicable notice period, and, following eventsthe effective time of the termination, (i) the Purchaser shall no longer be obligated to pay for such Service (except with respect to any Fees incurred up to such date); provided, that the Purchaser shall be obligated to reimburse the Service Provider for any reasonable out-of-pocket expenses or costs attributable to such termination, (ii) the Purchaser shall not be permitted to request the Service Provider to resume the provision of such Service and (iii) the Service Provider shall no longer be obligated to provide such Service hereunder. (c) This Agreement may be terminated by: (i) breach the mutual written consent of the parties hereto; (ii) Thomson in the event that the Purchaser defaults in the payment when due of any Invoiced Amount and such default continues unremedied for a period of thirty (30) days (plus, in the event of a disputed invoice, the period during which a dispute resolution pursuant to this Agreement is being undertaken); or (iii) either party hereto upon written notice delivered to the other party if (A) the other party fails to materially perform or otherwise materially breaches an obligation under this Agreement (other than a failure by the Other Party Purchaser to pay the Invoiced Amount); provided, however, that the breaching party shall have thirty (30) days from the date of any material term or provision receipt of this Agreement and failure to cure within 30 days after written such notice thereof by from the non-breaching Party; party to cure such material non-performance or such material breach, after which time this Agreement shall terminate if such material non-performance or such material breach has not been cured or (iiB) the Other Party becomes insolvent or other party makes an a general assignment for the benefit of its creditors; (iii) any , becomes insolvent, commences a voluntary proceeding is instituted by or against the other Party under any bankruptcy Law relating to bankruptcy, insolvency, reorganization or similar laws for the relief of debtors; or winding up (iv) the appointment of any trustee or receiver for any of the Other Party’s assets. For purposes of this Section 9(b“Bankruptcy Laws”), the term “Other Party” shall mean either member of the other Party.(c) The right of termination provided in paragraph (b) above a receiver is not exclusive and is in addition to any other rights and remedies available to the parties in law or in equity in the event of a breach of this Agreement. Upon termination of this Agreement for any cause or reason whatsoever, the Seller Parties shall be entitled to receive Transition Service Fees for services rendered hereunder through the date of termination, to the extent such services conform to the warranty set forth in Section 5(b). No party shall have any further rights or obligations under this Agreement, except as expressly set forth herein. The provisions of Sections 3, 4, 5, 6 and 8 of this Agreement and this Section 7(c) shall survive the expiration or termination of this Agreement for any cause or reason whatsoever, and, notwithstanding the expiration or termination of this Agreement, the parties shall each remain liable appointed with respect to the other for party or a proceeding commences in any indebtedness court of competent jurisdiction seeking such party’s liquidation, reorganization, dissolutions or other liability theretofore arising winding up or similar relief in respect of such party under this AgreementBankruptcy Laws.