Termination 11 Sample Clauses
The 'TERMINATION 11' clause defines the conditions and procedures under which a contract may be ended by either party. Typically, this clause outlines specific events or breaches that can trigger termination, such as failure to perform obligations, insolvency, or mutual agreement, and may require written notice before termination becomes effective. Its core practical function is to provide a clear and structured process for ending the contractual relationship, thereby reducing uncertainty and protecting the interests of both parties in the event that continuation of the agreement is no longer viable.
Termination 11. 1 Each of the parties may terminate the employment relationship for the reasons and following the procedures set forth in statutory provisions and in the applicable law.
11.2 Employment may be terminated by either party as of the end of the month, with a notice period of six months. Notice must in any case be given in writing.
11.3 After termination of the employment relationship you are bound by the restrictions as set out by law or in this employment agreement, your duty of confidentiality according to clause 7.2 of this agreement persist without limitation during the notice period as well as for the time after termination of this employment relationship.
11.4 Upon termination of your employment relationship, irrespective of the reason thereto, you shall be obliged to return all material and property belonging to the Company.
11.5 Upon termination of your employment relationship, irrespective of the reason thereto, you shall be entitled to (a) all accrued but unpaid Base Salary and benefits up to and including the date of termination, or, in the case of your death, accrued to the last day of the month in which the death occurs, (b) exercise your vested options to purchase ordinary shares of the Company in accordance with the terms set forth herein, except in the case of your death or disability, in which case you or your estate, as applicable, shall have the right to exercise all vested options, at a minimum, during the one year period from the date of death or disability, and (c) any payment owed or due to you, but not yet paid, pursuant to your Bonus.
11.6 Where a Change In Control occurs (as defined below) and/or your employment is terminated by the Company without Cause (as defined below) or you resign within 24 months of the date of the Change In Control and/or for Good Reason (as defined below), you will be entitled to receive, severance pay equal to (a) an amount equal to the aggregate of (i) 2.0 times your annual Base Salary in effect at such time of termination, (ii) 2.0 times the greater of the average of the Bonuses received in the last 3 years of employment or the targeted Bonus for the year in which you are terminated or resign and (iii) the prorated targeted Bonus for the year in which you are terminated or resign as accrued in the course of the year of termination or resignation. In addition, in such a situation, all your unvested stock options will become fully vested and exercisable of the date of termination or resignation of employment...
Termination 11. 2.1 Failure to Fulfill Obligations or to Obtain or Maintain PL This Agreement may be terminated with three (3) months written notice forthwith by either party if the other party fails to fulfill any of its obligations under this Agreement and such default is not remedied within thirty (30) days of the date on which a written notice thereof has been dispatched to the defaulting party or if the Distributor fails to obtain or maintain the PL as set forth in Article 6, Medical Registration, unless such failure is attributable to the Company 11.
Termination 11. 5. Kündigung
11.5.1. Either party may without any liability give notice in writing to the other terminating the Agreement with immediate effect if: 11.5.1. Jede Partei kann, ohne damit eine eigene Haftung zu begründen, durch schriftliche Mitteilung an die andere Partei den Vertrag mit sofortiger Wirkung kündigen, wenn:
a) the other party commits a material breach of the Agreement and (if such breach is remediable) fails to remedy that breach within a period of twenty (20) business days of being notified in writing to do so; a) die andere Partei einen wesentlichen Vertragsverstoß begeht und (sofern behebbar) eine Abhilfe nicht binnen zwanzig (20) Werktagen ab Aufforderung zur Abhilfe erfolgt ist;
b) the other party repeatedly breaches any of the terms of the Agreement in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of the Agreement; b) die andere Partei wiederholt gegen Regelungen des Vertrages verstößt in einer Weise, die die Annahme rechtfertigt, dass das Verhalten mit der Absicht oder der Fähigkeit, die Bestimmungen des Vertrages zu befolgen, nicht in Einklang zu bringen ist;
c) a petition is filed, a notice is given, a resolution is passed, or an order is made for the winding up or bankruptcy of the other party; or c) zum Zwecke der Abwicklung oder Insolvenz der anderen Partei ein Antrag eingereicht wurde, eine Bekanntmachung erfolgt ist, ein Beschluss erlassen wurde; oder
d) the other party suspends or ceases, or threatens to suspend or cease, performing all or a substantial part of its business. d) die Partei die Durchführung ihrer Geschäftstätigkeit oder wesentlicher Teile davon aussetzt, beendet oder eine Aussetzung oder Beendigung droht.
11.5.2. Furthermore, the Buyer may without any liability give notice in writing to the Supplier terminating the Agreement with immediate effect if: 11.5.
Termination 11. 1
11.2 If this Agreement is terminated prior to completion of the Initial Term for any reason other than due to Neopost’s default, Customer shall, within ten (10) days of the effective date of termination, pay Neopost a termination charge (which Customer hereby acknowledges as liquidated damages reflecting a reasonable measure of actual damages and not a penalty) equal to one hundred percent (100%) of the total Monthly Minimum Volume Fees that would have been paid by Customer had the Neotouch Service been provided for the remaining duration of the Initial Term.
11.3 If a Party commits a default other than a Payment Default as described in section 3.3 and fails to cure such default within thirty (30) calendar days from receipt of a written notice of default, the other Party will be entitled, at its election, to exercise any one or more of the following remedies, then or at any time thereafter: (i) to pursue any remedy available at law or in equity, (ii) to terminate this Agreement; and (iii) to suspend the Agreement until such default is remedied. Customer shall have seven (7) calendar days to cure a Payment Default as defined in under section 3.3.
11.4 Either Party may terminate this Agreement and all Exhibits in the event that the other Party; (i) terminates or suspends its business, (ii) becomes subject to any bankruptcy or insolvency proceeding under the laws of any jurisdiction;
Termination 11. 1 Any party may forthwith terminate this AGREEMENT by notice to such effect to the other parties if any other party commits a breach of term and condition contained in this AGREEMENT and fails to remedy the same within thirty (30) days after notice from the party(ies) not in breach setting out the nature of such breach and demanding that the same be remedied, provided however, any breach which may be cured by the payment of money must be cured within ten (10) days after such notice from the other party.
11.2 Any party may forthwith terminate this AGREEMENT by notice to such effect to the other parties if bankruptcy, insolvency, or reorganization proceedings, or any other proceedings analogous in nature or effect, are instituted by or against any other party and is not dismissed within ninety (90) days or if either party is dissolved or liquidated, whether voluntarily or involuntarily, a receiver or trustee is appointed for all or a substantial part of the assets of any other party or any other party make an assignment for the benefit of creditors.
Termination 11. 1 This Agreement may be terminated by either Party: (a) Upon thirty (30) days’ written notice if the other Party breaches any material term and fails to cure within such period; (b) Immediately upon insolvency or bankruptcy of the other Party.
Termination 11. Section 4.1 Early Termination of Agreement; Breach of Agreement 11 Section 4.2 Early Termination Notice 13 Section 4.3 Payment upon Early Termination 13
Termination 11. 1 Termination Events This Agreement may be terminated with immediate effect at any time prior to or on the Closing Date with effect for all Parties
(a) by mutual written consent of the Purchaser and the Sellers; or
(b) by any Party (except, in case of a termination by Purchaser, if the Closing Condition is not satisfied due to the failure of Purchaser to comply fully with its obligations under this Agreement) by written notice to the other Parties if the Closing Condition is not satisfied until and including April 30, 2013 (the “Longstop Date”). The failure to exercise any right of termination at a certain point in time shall not constitute and shall not be deemed to constitute a waiver of such right of termination; or
(c) by any Party by written notice to the other Parties if Closing has not occurred (other than as a result of the failure of the Party, which seeks to terminate this Agreement, to comply fully with its obligations under this Agreement) on the Delayed Closing Date in accordance with Sections 10.2 and 10.4.