Termination and Termination Payment Sample Clauses

Termination and Termination Payment. Upon the occurrence of an Event of Default, a Non-Defaulting Party may terminate this Agreement at its sole discretion by providing written notice of such termination to the Defaulting Party. If the Non-Defaulting Party terminates this Agreement, it shall be entitled to calculate and receive as its sole remedy for such Event of Default a “Termination Payment” as follows:
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Termination and Termination Payment. Employer or the Employee may terminate Employee’s employment at any time, with or without cause, by providing thirty days prior written notice thereof to the other party. If, at any time during the Term of this Agreement, the Employee is terminated by Employer other than for Cause (as defined in Section 4.b. below), then Employer shall, as severance pay, pay the Employee his regular Fixed Compensation, at the rate in effect hereunder immediately prior to such termination, which shall be payable in installments on Employer’s regular payroll dates, from the date of such termination until the earlier of (i) twenty-four months after the date of such termination, or (ii) the end of the Term. If, at any time during the Term of this Agreement, the Employee terminates his employment for Good Reason (as such term is defined below), then Employer shall, as severance pay, pay the Employee his regular Fixed Compensation, at the rate in effect hereunder immediately prior to such termination, which shall be payable in installments on Employer’s regular payroll dates, from the date of such termination until the earlier of (i) twelve months after the date of such termination, or (ii) the end of the Term. For avoidance of doubt, no severance payment will be due to the Employee upon the Employee voluntarily terminating the employment relationship other than termination for Good Reason, upon termination of the employment relationship due to the Employee’s death or Disability (as discussed at Section 4(c) below), or upon termination by Employer for Cause. A termination of employment by Employee for “Good Reason” shall mean a termination by Employee of his employment with Employer due to (i) the reassignment of Employee’s principal place of employment to a location more than fifty (50) miles from 000 Xxxxxxxx Xxxxxx, Xxxx Xxxxxxx 00000, or (ii) the failure of Employer to obtain the assumption of this Agreement by any successor to Employer; provided, however, the Employee shall provide written notice to the Board of Directors specifying in reasonable detail the circumstances claimed to provide the basis for such termination, and the Board of Directors shall fail to correct the circumstances set forth in Employee’s notice of termination within 20 days of receipt of such notice.
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Termination and Termination Payment. If, at any time during the Term of this Agreement, the Employee is terminated by the Company other than for Cause (as defined in Section 4.b. below), then the Company shall, as severance pay, pay the Employee an amount equal to the Fixed Compensation that otherwise would be paid pursuant to Section 3(a) during the remainder of the Term (the “Severance Payment”). For avoidance of doubt, no Severance Payment will be due to the Employee upon the Employee voluntarily terminating the employment relationship, upon termination of the employment relationship due to the Employee’s death or Disability (as discussed at Section 4(c) below and as provided in Section 6.(a) (iv) below) or upon termination by the Company for Cause. For avoidance of doubt, no Profit Sharing Distribution or Hitch Bonus shall be due if the employee is not employed by the Company.
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Termination and Termination Payment. The Company may terminate Employee’s employment at any time, with or without cause, by providing ten (10) days prior written notice thereof to the Employee. If, at any time during the Initial Term of this Agreement, the Employee is terminated by the Company other than for Cause (as defined in Section 4.b. below) (a “Qualifying Termination”), then the Company shall pay to the Employee Severance Payments (as defined below) for (i) a 12-month period, if the Qualifying Termination occurs after the first anniversary of the date of this Agreement, or (ii) if the Qualifying Termination occurs prior to the first anniversary of the date of this Agreement, a period equal to the sum of twelve (12) months, plus the number of remaining months prior to the first anniversary date of this Agreement (the “Severance Period”). For example if the Qualifying Termination occurs during the sixth month after the date of this Agreement, then the Severance Period would be for eighteen (18) months. The Severance Payments shall be equal monthly payments, each such monthly payment being an amount equal to the average of the monthly Commissions accrued under Section 3(a) during the three (3) months immediately preceding the date of termination (the “Severance Payments”). For avoidance of doubt, no Severance Payment will be due to the Employee upon the Employee voluntarily terminating the employment relationship, upon termination of the employment relationship due to the Employee’s death or Disability (as discussed at Section 4.c. below), upon termination by the Company for Cause, upon termination by the Company without cause during a Successor Term, or upon non-renewal by the Employee or the Company of this Agreement. Employees’ Severance Payments hereunder shall be reduced by 50 percent of any compensation or fees offered to Employee during the severance period by subsequent employers or other persons for which Employee performs services, including but not limited to consulting services. Notwithstanding the foregoing, in the event the Employee is terminated by the Company without Cause during the first three months of this Agreement, the minimum amount of the Severance Payment shall be equal to the monthly amount paid under section 3(b), regardless of the average monthly commissions due for the preceding three months.
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Termination and Termination Payment. (a) Where the Lender communicates in writing that: (i) the Lender does not intend to seek substitution of the Successful Bidder; or (ii) that the Lender has not been able to find a suitable Selectee or Sub-Contractor; or (iii) that the Concessioning Authority has declined to accept the Selectee or Sub-Contractor proposed by the Lender, the Concessioning Authority shall proceed to terminate the Concession and to make Termination Payment in accordance with the provisions of the Concession Agreement.
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Termination and Termination Payment. (i) Where the Lender/Xxxxxxx’ Representative (on behalf of all the Lenders) communicates in writing that (i) the Lender/ Xxxxxx’s Representative does not intend to seek substitution of the Concessionaire, or (ii) that the Lender/Xxxxxxx’ Representative has not been able to find suitable Selectee or (iii) that BRBN has declined to accept the Selectee proposed by the Lender/Lenders’ Representative, BRBN shall proceed to terminate the Concession and to make Termination Payment, in accordance with the provisions of the Concession Agreement.
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Termination and Termination Payment. The Company may terminate Employee’s employment at any time, with or without cause, by providing ten (10) days prior written notice thereof to the Employee. If, at any time during the Initial Term of this Agreement, the Employee is terminated by the Company other than for Cause (as defined in Section 4.b. below), then the Company shall, as severance pay, pay to the Employee six (6) equal monthly payments, each such monthly payment being an amount equal to the average of the monthly Commissions accrued under Section 3(a) during the three (3) months immediately preceding the date of termination (the “Severance Payments”). For avoidance of doubt, no Severance Payment will be due to the Employee upon the Employee voluntarily terminating the employment relationship, upon termination of the employment relationship due to the Employee’s death or Disability (as discussed at Section 4.c. below), upon termination by the Company for Cause, upon termination by the Company without cause during a Successor Term, or upon non-renewal by the Employee or the Company of this Agreement. Notwithstanding the foregoing, in the event the Employee is terminated by the Company without Cause during the first three months of this Agreement, the minimum amount of the Severance Payment shall be equal to the monthly amount paid under section 3(b), regardless of the average monthly commissions due for the preceding three months.
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Termination and Termination Payment. The ----------------------------------- Employee agrees that he will terminate his employment with and retire from the Company on or before December 8, 1997 (the "Termination Date"). Subject to the last sentence of this Section 1 and Section 6 below, the Company agrees to pay the Executive his regular salary until May 15, 1998. Except as provided below, such payment shall be in lieu, and in complete discharge, of all obligations owed by the Company to Executive, including but not limited to benefits to which Executive is entitled pursuant to the terms of the Agreement between the Company and the Executive dated February 1, 1994, except (i) for any claim to which the Executive is entitled to indemnification from the Company for any acts or omissions in his capacity as an officer of the Company (except for criminal wrongdoing or acts outside the scope of his employment) and (ii) as set forth herein. Nothing herein shall affect Executive's rights with respect to his interests in any and all retirement and welfare benefit plans maintained by the Company, including the Company's 401(k) Plan and deferred compensation plan. The Company may withhold from the foregoing payment and pay over to the applicable tax authorities all amounts required to be withheld in accordance with applicable federal, state and local tax withholding laws.
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Termination and Termination Payment 
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Related to Termination and Termination Payment

  • Termination and Termination Pay Subject to Section 12 of this Agreement, Executive’s employment under this Agreement may be terminated in the following circumstances:

  • Termination and Termination Benefits Notwithstanding the provisions of Section 3, the Executive's employment under this Agreement shall terminate under the following circumstances set forth in this Section 6.

  • Term, Duration and Termination This Agreement shall become effective with respect to each Fund as of the date first written above (the "Effective Date") (or, if a particular Fund is not in existence on such date, on the earlier of the date an amendment to Schedule A to this Agreement relating to that Fund is executed or the Distributor begins providing services under this Agreement with respect to such Fund) and, unless sooner terminated as provided herein, shall continue for a two year period following the Effective Date. Thereafter, if not terminated, this Agreement shall continue with respect to a particular Fund automatically for successive one-year terms, provided that such continuance is specifically approved at least annually (a) by the vote of a majority of those members of the Trust's Board of Trustees who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting for the purpose of voting on such approval and (b) by the vote of the Trust's Board of Trustees or the vote of a majority of the outstanding voting securities of such Fund. This Agreement is terminable without penalty with 60 days' prior written notice, by the Trust's Board of Trustees, by vote of a majority of the outstanding voting securities of the Trust, or by the Distributor. This Agreement will also terminate automatically in the event of its assignment. (As used in this Agreement, the terms "majority of the outstanding voting securities," "interested persons" and "

  • Resignation and Termination An Authenticating Agent may resign by notifying the Indenture Trustee and the Owner Trustee. The Indenture Trustee may terminate the agency of an Authenticating Agent by notifying the Authenticating Agent and the Owner Trustee.

  • Duration and Termination This Agreement shall become effective with respect to each Fund as of the corresponding effective date indicated in Appendix A and, unless sooner terminated with respect to a Fund as provided herein, shall continue in effect for a period of two years as to such Fund. Thereafter, if not terminated, this Agreement shall continue in effect with respect to the Fund for successive periods of 12 months, provided such continuance is specifically approved at least annually by both (a) the vote of a majority of the Trust’s Board of Trustees or the vote of a majority of the outstanding voting securities of the Fund at the time outstanding and entitled to vote, and (b) the vote of a majority of the Trustees who are not parties to this Agreement or interested persons of any party to this Agreement, cast in person at a meeting called for the purpose of voting on such approval. Notwithstanding the foregoing, this Agreement may be terminated by the Trust at any time as to a Fund, without the payment of any penalty, upon giving the Advisor 60 days’ notice (which notice may be waived by the Advisor), provided that such termination by the Trust shall be directed or approved (x) by the vote of a majority of the Trustees of the Trust in office at the time or by the vote of the holders of a majority of the voting securities of the Fund at the time outstanding and entitled to vote, or (y) by the Advisor on 60 days’ written notice (which notice may be waived by the Trust). This Agreement will also immediately terminate in the event of its assignment. (As used in this Agreement, the terms “majority of the outstanding voting securities,” “interested person” and “assignment” shall have the same meanings of such terms in the 1940 Act.)

  • Expiration and Termination This Agreement is for one academic year (August 1, 2018 through July 31, 2019) and will automatically renew for the following academic year unless terminated as indicated below by either party.

  • Termination Effect of Termination 29 7.1 Termination................................................................. 29 7.2

  • Continuation and Termination This Agreement shall become effective on the date first written above, subject to the condition that the Fund's Board of Directors, including a majority of those Directors who are not interested persons (as such term is defined in the 1940 Act) of the Manager, xxx xxe shareholders of each Series, shall have approved this Agreement. Unless terminated as provided herein, the Agreement shall continue in full force and effect for two (2) years from the effective date of this Agreement, and shall continue from year to year thereafter with respect to each Series so long as such continuance is specifically approved at least annually (i) by the vote of a majority of the Board of Directors of the Fund, or (ii) by vote of a majority of the outstanding voting shares of the Series (as defined in the 1940 Act), and provided continuance is also approved by the vote of a majority of the Board of Directors of the Fund who are not parties to this Agreement or "interested persons" (as defined in the 1940 Act) of the Fund or txx Xxxxxer, cast in person at a meeting called for the purpose of voting on such approval. This Agreement may not be amended in any material respect without a majority vote of the outstanding voting shares (as defined in the 1940 Act). However, any approval of this Agreement by the holders of a majority of the outstanding shares (as defined in the 1940 Act) of a Series shaxx xx xxfective to continue this Agreement with respect to such Series notwithstanding (i) that this Agreement has not been approved by the holders of a majority of the outstanding shares of any other Series or (ii) that this Agreement has not been approved by the vote of a majority of the outstanding shares of the Fund, unless such approval shall be required by any other applicable law or otherwise. This Agreement may be terminated by the Fund at any time, in its entirety or with respect to a Series, without the payment of any penalty, by vote of a majority of the Board of Directors of the Fund or by a vote of a majority of the outstanding voting shares of the Fund, or with respect to a Series, by vote of a majority of the outstanding voting shares of such Series, on sixty (60) days' written notice to the Manager, or by the Manager at any time, without the payment of any penalty, on sixty (60) days' written notice to the Fund. This Agreement will automatically and immediately terminate in the event of its "assignment" as described in the 1940 Act.

  • Duration and Termination of Agreement This Agreement shall become effective with respect to each Portfolio on the later of (i) its execution and (ii) the date of the meeting of the Board of Trustees of the Trust, at which meeting this Agreement is approved as described below. The Agreement will continue in effect for a period more than two years from the date of its execution only so long as such continuance is specifically approved at least annually either by the Trustees of the Trust or by a majority of the outstanding voting securities of each of the Portfolios, provided that in either event such continuance shall also be approved by the vote of a majority of the Trustees of the Trust who are not interested persons (as defined in the Investment Company Act) of any party to this Agreement cast in person at a meeting called for the purpose of voting on such approval. Any required shareholder approval of the Agreement or of any continuance of the Agreement shall be effective with respect to any Portfolio if a majority of the outstanding voting securities of the series (as defined in Rule 18f-2(h) under the Investment Company Act) of shares of that Portfolio votes to approve the Agreement or its continuance, notwithstanding that the Agreement or its continuance may not have been approved by a majority of the outstanding voting securities of (a) any other Portfolio affected by the Agreement or (b) all the portfolios of the Trust. If any required shareholder approval of this Agreement or any continuance of the Agreement is not obtained, the Subadviser will continue to act as investment subadviser with respect to such Portfolio pending the required approval of the Agreement or its continuance or of a new contract with the Subadviser or a different adviser or subadviser or other definitive action; provided, that the compensation received by the Subadviser in respect of such Portfolio during such period is in compliance with Rule 15a-4 under the Investment Company Act. This Agreement may be terminated at any time, without the payment of any penalty, by the Trustees of the Trust, by the vote of a majority of the outstanding voting securities of the Trust, or with respect to any Portfolio by the vote of a majority of the outstanding voting securities of such Portfolio, on sixty days' written notice to the Adviser and the Subadviser, or by the Adviser or Subadviser on sixty days' written notice to the Trust and the other party. This Agreement will automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in the Investment Company Act) or in the event the Advisory Agreement between the Adviser and the Trust terminates for any reason.

  • EFFECTIVE DATE, DURATION AND TERMINATION OF AGREEMENT The effective date of this Agreement shall be April 2, 1993. Wherever referred to in this Agreement, the vote or approval of the holders of a majority of the outstanding voting securities of the Fund shall mean the vote of 67% or more of such securities if the holders of more than 50% of such securities are present in person or by proxy or the vote of more than 50% of such securities, whichever is less. Unless sooner terminated as hereinafter provided, this Agreement shall continue in effect only so long as such continuance is specifically approved at least annually (a) by the Board of Directors of the Fund, or with respect to a particular Portfolio by the vote of the holders of a majority of the outstanding voting securities of such Portfolio, and (b) by a majority of the directors who are not interested persons of Advisers or of the Fund cast in person at a meeting called for the purpose of voting on such approval; provided that if a majority of the outstanding voting securities of any of the Portfolios approves this Agreement, this Agreement shall continue in effect with respect to such approving Portfolio whether or not the shareholders of any other Portfolio of the Fund approve this Agreement. This Agreement may be terminated at any time without the payment of any penalty by the vote of the Board of Directors of the Fund or by Advisers upon sixty (60) days written notice to the other party. This Agreement may be terminated with respect to a particular Portfolio at any time without the payment of any penalty by the vote of the holders of a majority of the outstanding voting securities of such Portfolios, upon sixty (60) days written notice to Advisers. Any such termination may be made effective with respect to both the investment advisory and management services provided for in this Agreement or with respect to either of such kinds of services. This Agreement shall automatically terminate in the event of its assignment.

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