Termination for Change of Control. This Agreement may be terminated immediately by SAP upon written notice to Provider if Provider comes under direct or indirect control of any entity competing with SAP. If before such change Provider has informed SAP of such potential change of control without undue delay, the Parties agree to discuss solutions on how to mitigate such termination impact on Customer, such as stepping into the Customer contract by SAP or by any other Affiliate of Provider or any other form of transition to a third party provider.
Termination for Change of Control. In the event that Contractor undergoes a change in control where voting or other control of Contractor is acquired, directly or indirectly, in a single transaction or series of related transactions, or all or substantially all of Contractor’s assets are acquired, by any entity, or Contractor are merged with or into another entity to form a new entity, then, at any time within nine (9) months after the last to occur of these events, LAUSD may terminate this Agreement or one or more Work Orders by (a) giving Contractor ninety (90) calendar days’ prior written notice and (b) designating a date upon which the termination(s) will be effective.
Termination for Change of Control. This Section does not apply if the Applicant is a Post-secondary Institution, the Alberta Centre for Advanced MNP Products (ACAMP), a municipality, or part of the Government of Canada or Government of Alberta Including any ministry, department, agency, or Crown corporation. For all other Applicants, if the Applicant undergoes a Change of Control, Alberta Innovates may Elect to terminate this Investment Agreement effective immediately upon providing Notice to the Applicant. For clarity, Alberta Innovates may Elect not to terminate this Investment Agreement in the case of a Change of Control if the Applicant continues to satisfy the Program Eligibility Requirements and continues to bear all of its duties and obligations under the Investment Agreement.
Termination for Change of Control. At Dxxxxxxx’x option, Dxxxxxxx may terminate her employment within 90 days following a “Change of Control” which occurs during the term of this Agreement. For purposes of this Agreement, “Change of Control” shall mean any of the following: (i) Texas Petrochemicals, Inc., a Delaware corporation (“TPI”) is dissolved or is liquidated; (ii) TPI sells, leases or exchanges all or substantially all of its assets to any other person or entity; or (iii) any “person” (as that term is used in Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended), other than one or more of the persons who hold, beneficially and of record, shares of voting stock of TPI on January 3, 2006 (the “Permitted Holders”), is or becomes a beneficial owner (as defined in Rule 13c-3 and 13c-5 under the Securities Exchange Act of 1934, as amended, except that a person will be deemed to be a “beneficial owner” of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than fifty percent (50%) of the total voting power of the then outstanding shares of Voting Stock of TPI, provided that the Permitted Holders beneficially own, directly or indirectly, in the aggregate a lesser percentage of the total voting power of the then outstanding shares of Voting Stock of TPI than such other person. Under such circumstances, Dxxxxxxx shall be entitled to the severance benefits set forth in Section 4(d) and any benefits granted her in the Equity Plan.
Termination for Change of Control. For purposes of this contract, a "Change in Control" means any one or more of the following events: The completion of one or more transactions by which any person or entity (and his, her, or its affiliates) becomes the beneficial owner of more than 50 percent of the voting power of the Provider’s securities; or Any merger, consolidation or liquidation of the Provider in which the Provider is not the continuing or surviving company or pursuant to which stock would be converted into cash, securities or other property, other than a merger of the Provider in which the holders of the shares of stock immediately before the merger have the same proportionate ownership of common stock of the surviving company immediately after the merger; or The shareholders of the Provider approve any plan or proposal for the liquidation or dissolution of the Provider; or Substantially all of the assets of the Provider are sold or otherwise transferred to parties that are not within a "controlled group of corporations" (as defined in Section 1563 of the Internal Revenue Code) in which the Provider is a member at the time of such sale or transfer. In the event of a change of control of the Provider during the term of this contract and any renewals or extensions to this contract, the Department, at its sole discretion, shall be entitled to terminate this contract with thirty (30) days written notice to the Provider. Such termination notice shall initiate transition responsibilities for the Provider as directed by the Department.
Termination for Change of Control. If a Party undergoes a Change of Control, unless such event has been consented to in writing by the other Party under Section 12.2, the other Party may terminate this Agreement immediately upon written notice.
Termination for Change of Control. This Agreement may be terminated for just cause by SAP if the owner or shareholder of Provider change materially insofar as SAP’s legitimate interests are materially affected (e.g. a direct competitor of SAP becomes directly or indirectly shareholder of Provider).
Termination for Change of Control. In the event that Executive's employment is terminated other than for cause, or Executive's total compensation package and/or responsibilities are substantially reduced, within one year of a Change of Control as defined in CoorsTek, Inc.'s Stock Option and Incentive Plan, as that Plan may be amended from time to time, after Executive executes a legal release in the form attached to this agreement, as that legal release may be modified or amended from time to time to ensure a final, complete and enforceable release of all claims that Executive has or may have against CTI relating to or arising in any way from Executive's employment with CTI, and provided that Executive does not thereafter revoke that legal release as permitted by its terms, CTI shall pay Executive severance compensation equal to 24 months of Executive's current base salary, in a lump-sum, less legally required withholdings, no later than thirty days after the termination date. In addition, CTI shall pay Executive up to $25,000 in outplacement services provided to Executive by a third-party outplacement consultant or consulting service. Executive shall reasonably select the outplacement provider and contract for outplacement services, and shall forward invoices for outplacement services to CTI, which shall promptly pay the invoiced amount directly to the outplacement provider.
Termination for Change of Control. In addition to the rights in 13(b)(iii), in the event of a change of control of either party, the party undergoing the change of control may terminate this Agreement, upon 90 days’ written notice to the other within 30 days of such change of control.
Termination for Change of Control. Contractor shall promptly notify County, but in no event later than ten (10) business days after the closing date, of any Change of Control by Contractor. County may terminate this Contract upon occurrence of a Change of Control by Contractor and written notice of termination from County within ninety (90) calendar days after County receives notice of such event, with such termination to be effective ninety (90) calendar days after such notice of termination is given to Contractor by County. For purposes of this Contract, "”Change of Control" means the merger, consolidation, sale of substantially all of the assets or similar transaction or series of transactions, including without limitation a transaction or series of transactions as a result of which a Party's shareholders before such transaction or series of transactions, own less than fifty percent (50%) of the total number of voting securities of the surviving entity immediately after such transaction or series of transactions.
