Termination for Failure to Achieve. Financial Close; Termination of the Xxxx Ex Project Based on Excess Xxxx Ex Financial Protections 192
Termination for Failure to Achieve. Financial Close MDOT or the Section Developer may terminate the Section P3 Agreement if Financial Close does not occur by the Financial Close deadline and such failure is solely due to MDOT or MDTA failing to satisfy the conditions precedent to Financial Close for which MDOT and MDTA are responsible under the Section P3 Agreement. The Financial Close deadline shall be the earlier of (i) the last day of the validity period of the Committed Section Proposal for that Section, and (ii) the applicable Predevelopment Milestone Deadline for Financial Close of the Section set out in the Phase P3 Agreement, provided that the Financial Close deadline may be extended if the NEPA approval for the Section is subject to legal challenge or litigation which prevents any Section from achieving Financial Close by the Financial Close deadline. If MDOT or the Section Developer terminates the Section P3 Agreement pursuant to the above, MDOT will pay the Phase Developer the Pre-Financial Close Termination Sum. On the Commercial Closing Date, the Section Developer shall deliver to MDOT an irrevocable standby letter of credit or demand guarantees in the aggregate amount of $10 million (the "Closing Security"). If any of the Section Developer's conditions precedent are not satisfied or waived by the Financial Close deadline, MDOT may: (A) draw and retain the full amount of the Closing Security, and (B) terminate the Section P3 Agreement and may have recourse against the Phase Developer as set out in the Phase P3 Agreement. Under the Phase P3 Agreement, MDOT may terminate the Phase P3 Agreement and draw upon the Development Rights Fee Security (if applicable) and the Performance Security (each as defined in the Phase P3 Agreement).
Termination for Failure to Achieve. Vivus has the right to terminate this Agreement by providing written notice thereof to FemPharm within thirty (30) days after the occurrence of the following: Acrux DDS Pty Limited. has not (*) within (*) after the Effective Date that (*). If Vivus terminates the Agreement under this Section 14.8, then:
Termination for Failure to Achieve. [*] of Fiscal Year Forecast. For a period of thirty (30) days following the completion of each Fiscal Year, Company may terminate this Agreement by providing one (1) year prior written notice to Distributor if, during such Fiscal Year, Distributor fails to purchase Products from Company totaling [*] of the Dollar value set forth in the New Sales Forecast for such Fiscal Year. If Company exercises its right to terminate this Agreement pursuant to this Section 12.10, then Distributor shall be required to pay Company the True-Up Payment for the just completed Fiscal Year; however, Distributor shall, following such notice, have no Minimum Purchase Requirement or True-Up Payment obligations for the one (1) year termination period.
Termination for Failure to Achieve. Financial Close; Liability Upon Termination
