Termination of Professional Services Agreement. The parties may terminate this Agreement at any time, for convenience or for cause, upon ten (10) days written Notice to the other party. In the event that the City terminates the Agreement for convenience, then it shall pay Consultant for Contract Services satisfactorily performed by the Consultant and for all associated expenses incurred therewith prior to the termination. Under no circumstance, in the event of termination of this Professional Services Agreement, will the Consultant be entitled to recover anticipated profits or consequential damages. The provisions regarding indemnity and insurance shall survive the termination of this Professional Services Agreement.
Termination of Professional Services Agreement. At the closing of the Initial Public Offering, the Company shall apply a portion of Net Proceeds of the Initial Public Offering to pay in immediately available funds to Indigo Partners LLC a fee equal to $1,600,000 (the “Termination Fee”). Upon payment of the Termination Fee, the Professional Services Agreement shall be terminated and shall be of no further force and effect and no further payments shall be due, or payable, and the Company shall have no further liability, under or in respect of the Professional Services Agreement, without any further or additional action by any of the parties thereto; provided, that, Sections 7 and 8 of the Professional Services Agreement shall survive such termination.
Termination of Professional Services Agreement. On April 1, 2005, Solera, Inc. and GTCR II entered into a professional services agreement (the “Professional Services Agreement”). On or prior to the date hereof, the Professional Services Agreement shall have been terminated and shall be of no further force or effect as of the date hereof.
Termination of Professional Services Agreement. That certain Professional Services Agreement between Allegiance and Lucent dated March 23, 1998, and all amendments and addenda thereto, shall terminate as of the Effective Date and have no further force or effect, and all Confidential Information disclosed by the parties thereunder shall be subject in all respects to the terms of this Agreement. Additionally, from and after the Effective Date, all Services, if any, acquired by Allegiance pursuant to the Professional Services Agreement shall be subject in all respects to the terms of this Agreement.
Termination of Professional Services Agreement. At or prior to the Closing, but after the payment of any Seller Expenses as contemplated by this Agreement, Sellers’ Representative shall, and shall cause the Company to, take such action as may be necessary to cause the Professional Services Agreement to be terminated pursuant to the form attached hereto as Exhibit G; provided, that prior to such termination, Sellers shall have assigned all of their and their Affiliates’ respective rights and benefits under the Professional Services Agreement to and for the benefit of the Company and the Company shall have assumed all of the Sellers’ and their Affiliates’ respective liabilities and obligations thereunder.
