Termination by the Fund. The Fund, in addition to any other rights and remedies, shall have the right to terminate this Agreement upon the occurrence of (i) the bankruptcy of the Transfer Agent or the appointment of a receiver therefore if such proceedings are not dismissed within 21 days of being brought or (ii) the material failure by the Transfer Agent to perform its duties and obligations under this Agreement or a material breach of this Agreement by the Transfer Agent. With respect to (i), the termination shall be effective at any time specified in a written notice from the Fund to the Transfer Agent. With respect to (ii), the Fund shall provide the Transfer Agent with written notice identifying such failure or breach and stating its intention to terminate the Agreement in sixty (60) days from the date of such notice if such failure or breach has not been cured by the Transfer Agent within thirty (30) days after receipt of such written notice from the Fund, except that any failure by the Transfer Agent to maintain its registration as a transfer agent must be cured immediately.
Termination by the Fund. This Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board or by vote of a majority of the Fund's outstanding voting securities, on sixty (60) days' written notice. The notice provided for herein may be waived by the party required to be notified.
Termination by the Fund. The Fund may, without payment of penalty, terminate this Agreement upon 90 days' written notice to Fund Services.
Termination by the Fund. The Fund may terminate the Contract with immediate effect by notice to the Final Beneficiary on or at any time after the occurrence of any event specified in this Article
Termination by the Fund. This Agreement may be terminated by the Manager on behalf of the Fund at any time prior to the Closing, notwithstanding the satisfaction of all the conditions set forth on Section 6.1.
Termination by the Fund. The Fund may, in its sole discretion, terminate this Agreement as at the close of business on any Business Day upon at least sixty (60) calendar days’ prior written notice to the Service Provider. In the event that this Agreement is terminated by the Fund for any reason during the first twelve (12) months of the initial term of this Agreement other than material breach by the Service Provider, then the Fund must pay, in equal monthly instalments, the greater of (A) the remaining outstanding balance of the annual minimum services fee (that is the sum of the minimum Monthly Services Fee that would be due and payable on a monthly basis through the first twelve (12) months of the initial term of this Agreement) and (B) the Monthly Services Fee, based on the most recently published NAV, that would be due and payable for the following sixty (60) calendar days. Following the completion of the final calculation of the month-end NAV, the service fees applicable to the final sixty (60) calendar days period shall be compared to the payments made for such period. If payments were made in excess of the applicable amount, the Service Provider shall refund such balance. If, instead, there is a remaining balance of service fees owed for that period, the Fund shall pay that amount in full. In the event that this Agreement is terminated by the Fund for any reason following the first twelve (12) months of the initial term of this Agreement other than material breach by the Service Provider, then the Fund shall pay the Services Fees, based on the most recently published NAV, that would be due and payable for the following sixty (60) calendar days. For the avoidance of doubt, the Service Provider shall not publish investor statements or provide audit or tax support until such payment of estimated amount is received. In addition, the Fund may terminate this Agreement at any time by five (5) days prior written notice to the Service Provider, if:
Termination by the Fund. If any of the events described in Section 5.02 or Section 5.03 occurs, subject to Sections 5.06 and 5.07, the Fund may upon ninety (90) days’ prior written notice to the Servicer, terminate all the rights and obligations of the Servicer under this Agreement; provided, however, that the Fund’s rights and obligations and the Servicer’s rights and obligations pursuant to Sections 5.06, 5.07 and 8.01 shall survive the effective date of any such termination. In the event of a termination under this Section 5.01, the Fund shall arrange for a Successor Servicer to perform the Services under this Agreement. The effective date of any termination under this Section 5.01 shall be the date a Successor Servicer effectively assumes performance of the Services pursuant to Section 5.06 (the “Successor Servicer Commencement Date”). Upon such termination, Servicer’s rights to receive the compensation referred to in Section 2.01 shall cease. The Fund agrees that a termination of this Agreement shall not affect the Servicer’s rights to continue to serve as a life settlement broker of record for the Investments held in the Fund’s portfolio.
Termination by the Fund. This Agreement may be terminated by the Fund and the Merger may be abandoned at any time prior to the Closing Date, before or after the approval by Members of the Fund, (i) in the event of a breach by Zenith, Zenith Insurance or Zenith National of any covenant or agreement contained in this Agreement which, by its nature, cannot be cured prior to the Closing or which has not been cured within 30 days after the giving of written notice to Zenith of such breach, (ii) in the event of an inaccuracy of any representation or warranty of Zenith, Zenith Insurance or Zenith National contained in this Agreement which, by its nature, cannot be cured prior to the Closing or which has not been cured within 30 days after the giving of written notice to Zenith of such inaccuracy and which inaccuracy, in either case, would cause the conditions set forth in Section 7.3(a) not to be satisfied, (iii) in the event that any of the conditions precedent to the obliga- tions of the Fund to consummate the Merger cannot be satisfied or fulfilled by the date set forth in Section 8.2(ii) of this Agreement, provided that the failure of such conditions to be so satisfied shall not be as a result of the Fund's failure to fulfill its obligations under this Agreement, or (iv) prior to the Members Meeting, the Board of Trustees of the Fund has (y) withdrawn or modified or changed its recommendation or approval of this Agreement in a manner adverse to Zenith or Zenith Insurance in order to approve and permit the Fund to execute a definitive agreement relating to an Alternative Proposal and (z) determined, based on the advice of outside legal counsel to the Fund, that the failure to take such action as set forth in the preceding clause (y) would be reasonably likely to result in breach of the Board of Trustees' fiduciary duties under applicable Law; provided, however, that the Board of Trustees of the Fund shall have been advised by such outside counsel that notwithstanding a binding commitment to consummate transactions of the nature contemplated by this Agreement entered into in the proper exercise of their applicable fiduciary duties, such fiduciary duties would also be reasonably likely to require the trustees to terminate this Agreement as a result of such Alternative Proposal; provided, further, that the Fund shall immediately advise Zenith following the receipt by it of any Alternative Proposal and the details thereof, and advise Zenith of any developments with respect to such Alterna...
Termination by the Fund. The Fund shall have the right, by giving three (3) days’ notice as hereinafter specified to terminate this Agreement in their sole discretion at any time after the date of this Agreement.
Termination by the Fund. Upon the occurrence of any of the following events, the Fund may terminate this Agreement by giving notice of such termination to the Administrator:
