Termination; Cooperation. (a) This Agreement may be terminated by the Purchaser if the Closing has not been consummated on or before November 10, 2009.
Termination; Cooperation. Upon the termination or expiration of this License Agreement, the Parties will cooperate with one another to provide for an orderly wind-down of the transactions contemplated in this License Agreement.
Termination; Cooperation. Upon the termination or expiration of this Sublicense Agreement, the Parties will cooperate with one another to provide for an orderly wind-down of the transactions contemplated in this Sublicense Agreement.
Termination; Cooperation. The Noteholders, upon two (2) Business Day’s written notice by Noteholders representing a majority of the total Accreted Principal Amount of the 2018 Notes held by the Noteholders party to this Agreement, shall have the right to terminate this Agreement, and the parties’ obligations hereunder, if (i) the Credit Agreement Amendment is not executed on or before November 25, 2015 or (ii) the Note Exchange is not consummated on or before December 11, 2015. Each party hereto shall use its reasonable best efforts to cause the foregoing conditions to be satisfied and to effectuate the closing of the Note Exchange, in each case as promptly as possible, and in any event no later than December 4, 2015.
Termination; Cooperation. SMSA will cooperate, and will cause its officers, directors, agents and advisers to cooperate, with the Purchaser on any due diligence investigation of SMSA, its business, officers and directors, and SMSA will promptly notify (or cause to be notified) the Purchaser of any material event or events of any nature whatsoever regarding SMSA or the subject matter of the Purchaser’s due diligence investigation.
Termination; Cooperation. Both Distributor and August Technology agree to fully cooperate to carry out an orderly transition in the marketing, sales, and service of Products in the Territory. Upon receiving a written notice of termination, as described in Sections 3 or 17, by either party, until the effective date of the termination, both parties agree to fully cooperate in supporting existing customers in the Territory (see Section 17.4 for further agreement on service support following termination).
Termination; Cooperation. Following the Employment Term, the Executive shall give his assistance and cooperation willingly, upon adequate and reasonable advance written notice with due consideration for his other business or personal commitments, in any matter relating to his position with the Company or his expertise or experience as the Company may reasonably request, including his attendance and truthful testimony where deemed appropriate by the Company, with respect to any investigation or the Company's defense or prosecution of any existing or future claims or litigations or other proceedings relating to matters in which he was involved or potentially had knowledge by virtue of his employment with the Company. Upon submission of appropriate written documentation, the Company shall promptly reimburse the Executive for reasonable, pre-approved expenses incurred in carrying out the provisions of this Section 8(f) including demonstrably lost wages (if any). For the avoidance of doubt, the Company shall make all reasonable efforts to (i) take into account the Executive's business and personal schedule and (ii) provide the Executive with adequate and reasonable written notice in the event Executive's assistance is requested.
Termination; Cooperation. In the event of a termination as set forth herein, the parties agree to cooperate in winding up their affairs and obligations as to each other.
Termination; Cooperation. From the Termination Date through December 31, 2023 (the “Cooperation Period”), I agree to be available as reasonably requested by Xxxxxxx’s Board of Directors or Chief Executive Officer to provide historical or other relevant information about litigation initiated prior to the end of my tenure (or otherwise related to events occurring during my tenure) or about other operational or strategic matters related to my tenure. During the Cooperation Period, the amount of time I devote to performing such services will be reasonably determined by mutual agreement between me and Navient, it being understood and agreed that, subject to Section (6), I will not be prohibited from engaging in other employment or services and such services shall not materially interfere with my capacity to be so engaged. In consideration of the foregoing, Navient will pay me an aggregate fee of $500,000, payable in two equal installments of $250,000 on September 30, 2023 and December 31, 2023 respectively, subject in each case to my continued compliance with this Agreement and Release. I acknowledge and agree that Navient may offset from payments under this paragraph any amounts I owe to Navient with respect to personal aircraft use. During the Cooperation Period, I will be entitled to reimbursement for all reasonable, documented expenses associated with my services hereunder as requested by Xxxxxxx. I understand that my relationship with Navient will be that of an independent contractor during the Cooperation Period and I will not be considered an employee of Navient for tax purposes or any other purposes. I understand and agree that during the Cooperation Period, I will not be entitled to, nor be eligible to participate in, any benefits or privileges offered by Navient to its employees. I agree that during the Cooperation Period I will not be an agent of Navient, and that I will have no authority, implied or actual, to act on behalf of Navient or to enter into any agreement that would bind Navient.
Termination; Cooperation. Upon the termination or expiration of this Agreement, BMS and MPP will cooperate with one another to provide for an orderly wind-down of the transactions contemplated in this Agreement.
