The Termination. S TERMINATION YEAR ------------------------------------
The Termination. Subject to the terms and conditions of this Agreement and the Share Purchase Agreement, and except as provided in Article 4, the JV Agreement shall terminate in its entirety and shall cease to have any effect from and after the date hereof.
The Termination. It is agreed that the Warrant shall be terminated with no further consequences to either our company or you and the entry into the share exchange transaction is sufficient consideration for the cancellation of the Warrant by you.
The Termination. Clause 12.1 – This Term shall terminate upon forfeiture, lapse, decay, waiver or cancellation, subject to the provision in this Chapter. Clause 12.2 – The forfeiture of the Authorization Xxxxx to Use the Radiofrequency Blocks shall be ordered upon the loss of the essential conditions for the maintenance of the Authorization to Use the Radiofrequency Blocks. Clause 12.3 – The lapse of the Authorization Grant to Use the Radiofrequency Blocks shall be ordered upon the following assumptions: I – occurrence of serious infringement; II – transfer of the authorization to use the radiofrequency blocks; III – repeated breach of the commitments assumed in this Term or in the regulations; IV – non-payment of the Installation Inspection Fees and Operation Inspection Fees as required by Law No. 5.070 of July 7, 1966, and amendments thereto. Clause 12.4 – The cancellation of the Authorization Grant to Use the Radiofrequency Blocks shall result from recognition by judicial or administrative authority of irremediable deficiency of this Term.
The Termination. For purposes of this Agreement, "cause" shall be defined as any action taken by the Employee or any action which the Employee fails to take which is determined by a court of competent jurisdiction to be criminal, fraudulent or to involve gross negligence on the part of the Employee, other than an act or failure to act which the Employee in good faith believed was for the benefit of the Company. The Company agrees to provide the Employee at least sixty (60) days written notice of termination pursuant to this subparagraph.
The Termination. On 15 February 2018 (after trading hours), the Vendor (a wholly-owned subsidiary of the Company) and the Purchaser entered into the Termination Agreement and mutually agreed to terminate the Agreement. Upon the signing of the Termination Agreement, the Vendor would pay an amount of HK$10,400,000 (being the aggregate amount of (i) the payment of the amount of HK$5,200,000, being the refundable deposit as referred in the Agreement, and (ii) a compensation fee of HK$5,200,000 (the “Compensation”)) to the Purchaser pursuant to the terms of the Termination Agreement. The Compensation refers to costs incurred by the Purchaser in relation to the negotiation of the Agreement and the performance of their obligations thereunder. Upon the signing of the Termination Agreement, none of the parties to the Agreement has any liability towards the other parties under the Agreement.
The Termination. On the terms and subject to the conditions set forth in this Agreement, on the Closing Date (as defined in Section 3.02), each Former Shareholder (as defined in the Exchange Agreement) shall assign, transfer and deliver, free and clear of all liens, pledges, encumbrances, charges, restrictions or known claims of any kind, nature, or description, the number of shares of common stock of Eternal received pursuant to the Exchange in the aggregate constituting 14,000,000 of the issued and outstanding shares of common stock of Eternal held by each of such shareholders; the objective of such Termination being the rescission by Eternal of the acquisition of 100% of the issued and outstanding common shares of E-Sea. In exchange for the transfer of such securities by the Former Shareholders, Eternal shall issue to the Former Shareholders (1) an aggregate of 100% of the shares of common stock of E-Sea to the Former Shareholders as of the Closing Date. In the event the Termination is consummated but less than 14,000,000 of the common shares of Eternal are delivered to Eternal, the number of Shares of E-Sea delivered to the Former Shareholders as described above shall be reduced proportionately. At the Closing, each Former Shareholder shall, on surrender of his certificate or certificates representing such Eternal shares to Eternal or its registrar or transfer agent, be entitled to receive a certificate or certificates evidencing his proportionate interest in the E-Sea Shares. Upon consummation of the transaction contemplated herein, assuming participation by all of the Former Shareholders, all of the shares of capital stock of E-Sea shall be held by the Former shareholders.
The Termination. On the terms and subject to the conditions set forth in this Agreement, on the Closing Date (as defined in Section 3.02), each Former Shareholder (as defined in the Exchange Agreement) shall assign, transfer and deliver, free and clear of all liens, pledges, encumbrances, charges, restrictions or known claims of any kind, nature, or description, the number of shares of common stock of Dragon Gold received pursuant to the Exchange in the aggregate constituting 16,500,000 of the issued and outstanding shares of common stock of Dragon Gold held by each of such shareholders; the objective of such Termination being the rescission by Dragon Gold of the acquisition of 100% of the issued and outstanding common shares of Dragon Minerals Holdings, Inc. In exchange for the transfer of such securities by the Former Shareholders, Dragon Gold shall issue to the Former Shareholders (1) an aggregate of 100% of the shares of common stock of Dragon Minerals to the Former Shareholders as of the Closing Date. In the event the Termination is consummated but less than 16,500,000 of the common shares of Dragon Gold are delivered to Dragon Gold, the number of Shares of Dragon Minerals delivered to the Former Shareholders as described above shall be reduced proportionately. At the Closing, each Former Shareholder shall, on surrender of his certificate or certificates representing such Dragon Gold shares to Dragon Gold or its registrar or transfer agent, be entitled to receive a certificate or certificates evidencing his proportionate interest in the Dragon Minerals Shares. Upon consummation of the transaction contemplated herein, assuming participation by all of the Former Shareholders, all of the shares of capital stock of Dragon Minerals shall be held by the Former shareholders.
The Termination. The Parties shall terminate the Agreement in accordance with Section 14.2(b) of the Agreement, except as expressly set forth herein. Subject to the terms and conditions set forth herein, at the Closing, the Agreement shall terminate and be of no further force or effect, and the rights and obligations of each of the Parties thereunder shall terminate, except (a) any rights and obligations of the Parties that are expressly designated under Section 15.16 of the Agreement to survive the termination of the Agreement, and (b) any other rights and obligations of the Parties that come into being or effect upon the termination of the Agreement, in each case under clause (a) and clause (b), subject to any applicable terms and conditions of this Termination Agreement. FOIA CONFIDENTIAL TREATMENT REQUESTED BY BIODELIVERY SCIENCES INTERNATIONAL, INC. IRS EMPLOYER IDENTIFICATION NUMBER 00-0000000 ***CONFIDENTIAL TREATMENT REQUESTED*** Note: The portions hereof for which confidential treatment are being requested are denoted with “***”
The Termination
