Either Party definition
Either Party. (the "Auditing Party"), upon thirty (30) days' prior written notice to the other Party (the "Audited Party"), may conduct an audit of the Audited Party's Records for the purpose of verifying the accuracy and completeness of any report or other information provided by the Audited Party under this Agreement. Any such audit will be conducted (a) in a manner that will not unreasonably interfere with the Audited Party's operations, and (b) by an independent certified public accounting firm that is reasonably acceptable to the Audited Party and that has agreed in writing to protect the confidentiality of the Audited Party's Records and other information. A Party may conduct an audit under this Section no more than once during any twelve-month period. The costs of any such audit will be borne by Auditing Party; provided, however, that if any audit determines that the report or other information subject to the audit is inaccurate or incomplete by greater than ten percent (10%) (as measured by an appropriate measure reasonably determined by the auditor), the Audited Party will promptly reimburse the Auditing Party for all reasonable expenses incurred to conduct the audit.
Either Party. (the "Terminating Party") shall have the right to terminate this Agreement forthwith upon giving written notice of termination to the other Party (the "Defaulting Party") upon the occurrence of any of the following events at any time during this Agreement:
8.2.1 the Defaulting Party commits a material breach of this Agreement which in the case of a breach capable of remedy shall not have been remedied within sixty (60) days of the receipt by it of a notice identifying the breach and requiring its remedy;
8.2.2 the Defaulting Party for a period of longer than sixty (60) days suspends payment of its debts or otherwise ceases or threatens to cease to carry on its business or becomes bankrupt or insolvent (including without limitation being deemed to be unable to pay its debts);
8.2.3 a proposal is made or a nominee or supervisor is appointed for a composition in satisfaction of the debts of the Defaulting Party or a scheme or arrangement of its affairs, or the Defaulting Party enters into any composition or arrangement for the benefit of its creditors, or proceedings are commenced in relation to the Defaulting Party under any law, regulation or procedure relating to the re-construction or re-adjustment of debts (including where a petition is filed or proceeding commenced seeking any reorganisation, arrangement, composition, or re-adjustment under any applicable bankruptcy, insolvency, moratorium, reorganisation or other similar law affecting creditors rights or where the Defaulting Party consents to, or acquiesces in, the filing of such a petition);
8.2.4 the Defaulting Party takes, without the consent of the Terminating Party (such consent not be unreasonably withheld), any action, or legal proceedings are started or other steps taken by a third party, with a view to:
(a) the winding up or dissolution of the Defaulting Party (other than for the reconstruction of a solvent company for any purpose, including the inclusion of any part of the share capital of the Defaulting Party in any official stock exchange listing or an application by the Defaulting Party for registration as a public
(b) the appointment of a liquidator, trustee, receiver, administrative receiver, receiver manager, interim receiver custodian, sequestrator or similar officer of the Defaulting Party against the Defaulting Party or a substantial part of the assets of the Defaulting Party, or anything analogous to any of the foregoing occurs under the laws of any country.
Either Party or “Some Party” refers to persons from Party A or Party B
Examples of Either Party in a sentence
No waiver of any term or condition of this Agreement on the part of either Party shall be effective for any purpose whatsoever unless such waiver is in writing and signed by such Party.
The failure of either Party to insist upon the strict performance of any of the terms, conditions and provisions of this Agreement shall not be construed as a waiver or relinquishment of future compliance therewith, and such terms, conditions and provisions shall remain in full force and effect.
The Term shall then renew automatically for subsequent twenty-year periods unless either Party gives the other Party a prior written notice to terminate this Agreement at least 12 months prior to the end of the then relevant term.
Nothing in this Article VII(a) shall be deemed to limit or constrain either Party from exercising any license granted to it in this Agreement.
Notwithstanding the foregoing, unless otherwise permitted by law, the limitation of liability in this Section 3(d) shall not apply to damages arising from gross negligence, fraud, or willful misconduct of either Party as determined in a final non-appealable judgment of a court of competent jurisdiction.
More Definitions of Either Party
Either Party has the right to terminate this Agreement immediately and without notice if: (i) an order is made for the winding-up of the other Party; (ii) an effective resolution is passed for the winding-up of a Party, other than that Party's voluntary winding-up solely for the purposes of amalgamation or reorganization; or (iii) an administrative receiver or receiver is appointed over the whole or substantially all of the other Party's assets.
Either Party means "any of the parties"; (d) "both of the parties" shall mean "all of the parties"; and (e) "other party" shall mean "other parties".
Either Party means either the Company or the client.
Either Party s insolvency or initiation of bankruptcy or receivership proceedings by or against the Party: or
Either Party has the right to terminate for convenience the Agreement: a. in case no expiration date is agreed: upon 12 months’ written notice to the other Party; b. in case an expiration date is agreed: at least 3 months’ prior written notice, by absence of which the then current term will automatically be extended for the same period.
Either Party means either Party A or Party B.
Either Party s licence(s) to run the telecommunications system(s) relevant to that Party's performance of its obligations under this Agreement is revoked, expires or is terminated for any reason (and is not immediately replaced); or