Termination of the Contribution Agreement Sample Clauses

Termination of the Contribution Agreement. As of the Dissolution Date, the Parties agree and acknowledge that the Contribution Agreement shall be terminated pursuant to Section 7.01(E), and that, based on the Release in Section 2.4 below, no representations and warranties contained in the Contribution Agreement, including, but not limited to, those listed at Section 6.01, shall survive the termination of the Contribution Agreement.
Sample 1
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Termination of the Contribution Agreement. Following the receipt of a notification by any party hereto that FINRA has denied its Consent to either of the CMAs (the “Termination Date”), the parties hereto acknowledge and agree that the Contribution Agreement shall, subject to the survival of certain provisions pursuant to Section 2.02, be deemed automatically terminated, effective as of the Interim Closing Date. For purposes of this Agreement, the period of time beginning on the Termination Date and ending on the date on which the Separation (as defined below) is complete is referred to as the “Termination Period.” Each party shall be responsible for all costs and expenses incident to its negotiation and preparation of the Contribution Agreement and to its performance and compliance with all agreements and conditions contained herein or therein.
Sample 1
Termination of the Contribution Agreement. (a) Upon the effectiveness of this Agreement, the Contribution Agreement, dated as of May 21, 1998 (the "Contribution Agreement"), by and between the Principal and the Subsidiaries (as defined in the Contribution Agreement) shall terminate and be of no further force or effect and no party shall have any further liabilities or obligations thereunder.
Sample 1
Termination of the Contribution Agreement. The Contribution Agreement is hereby terminated in its entirety and shall hereinafter in all respects be null and void and have no further force or effect, notwithstanding any provision of the Contribution Agreement. The parties shall be discharged from their obligations under the Contribution Agreement from and after the Closing Date.
Sample 1

Related to Termination of the Contribution Agreement

  • Termination of the Contract 11.1. The Coordinator may terminate the contract if the Co-beneficiary has inadequately discharged or failed to discharge any of the contractual obligations, insofar as this is not due to force majeure, after notification of the Co-beneficiary by registered letter has remained without effect for one month.

  • Termination Agreement 8.01 Notwithstanding any other provision of this Agreement, WESTERN, at its sole option, may terminate either a Purchase Order or this Agreement at any time by giving fourteen (14) days written notice to CONSULTANT, whether or not a Purchase Order has been issued to CONSULTANT.

  • Termination of the Company Upon the voluntary termination of the Company upon the consent of the Members, the sale or other transfer of all or substantially all of the Company's assets or any other termination of the Company in accordance with the provisions of this Agreement, the Company shall wind up its affairs and shall then be liquidated as provided in Article 13.

  • Termination of Management Agreement Evidence of the termination of any and all management agreements affecting the Property, effective as of the Closing Date, and duly executed by Seller and the property manager.

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Term; Termination of Agreement This Agreement shall continue in force for a period of one year from the date hereof, subject to an unlimited number of successive one-year renewals upon mutual consent of the parties. It is the duty of the Independent Directors to evaluate the performance of the Advisor annually before renewing the Agreement, and each such renewal shall be for a term of no more than one year.

  • Contribution Agreement The Agent shall have received an executed counterpart of the Contribution Agreement.

  • Termination of Agreements (a) Except as set forth in Section 2.7(b), in furtherance of the releases and other provisions of Section 4.1, SpinCo and each member of the SpinCo Group, on the one hand, and Parent and each member of the Parent Group, on the other hand, hereby terminate any and all agreements, arrangements, commitments or understandings, whether or not in writing, between or among SpinCo and/or any member of the SpinCo Group, on the one hand, and Parent and/or any member of the Parent Group, on the other hand, effective as of the Effective Time. No such terminated agreement, arrangement, commitment or understanding (including any provision thereof which purports to survive termination) shall be of any further force or effect after the Effective Time. Each Party shall, at the reasonable request of the other Party, take, or cause to be taken, such other actions as may be necessary to effect the foregoing.

  • TERM AND TERMINATION OF THIS AGREEMENT; NO ASSIGNMENT (a) This Agreement shall go into effect as to the Fund on the date set forth above and shall, unless terminated as hereinafter provided, continue in effect for a period of two years from the date of approval by shareholders of the Fund at a meeting called for the purpose of such approval. This Agreement shall continue in effect thereafter for additional periods not exceeding one (l) year so long as such continuation is approved for the Fund at least annually by (i) the Board of Trustees of the Trust or by the vote of a majority of the outstanding voting securities of the Fund and (ii) the vote of a majority of the Trustees of the Trust who are not parties to this Agreement nor interested persons thereof, cast in person at a meeting called for the purpose of voting on such approval. The terms “majority of the outstanding voting securities” and “interested persons” shall have the meanings as set forth in the 1940 Act;

  • ASSIGNMENT TERMINATES THIS AGREEMENT; AMENDMENTS OF THIS AGREEMENT This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment or in the event that the Investment Management Agreement between the Manager and the Fund shall have terminated for any reason; and this Agreement shall not be amended unless such amendment is approved at a meeting by the affirmative vote of a majority of the outstanding shares of the Fund, and by the vote, cast in person at a meeting called for the purpose of voting on such approval, of a majority of the Trustees of the Fund who are not interested persons of the Fund or of the Manager or the Portfolio Manager.

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