Termination Liability. If any Pricing Agreement shall be terminated pursuant to Section 7 hereof, the Company shall not then be under any liability to any Underwriter with respect to the Designated Securities covered by such Pricing Agreement except as provided in Section 4(a)(viii) and Section 6 hereof; but, if for any other reason Designated Securities are not delivered by or on behalf of the Company as provided herein, the Company will reimburse the Underwriters through the Representatives for all out-of-pocket expenses approved in writing by the Representatives, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Designated Securities, but the Company shall then be under no further liability to any Underwriter with respect to such Designated Securities except as provided in Section 4(a)(viii) and Section 6 hereof.
Termination Liability. Neither party shall be liable in any manner on account of the termination or cancellation of this Agreement. The rights of termination and cancellation as set forth herein are absolute. Both Customer and Manufacturer are aware of the possibility of expenditures necessary in preparing for performance hereunder and the possible losses and damages which may occur to each in the event of termination or cancellation. Both parties clearly understand that neither shall be liable for damages of any kind (including but not limited to special, incidental or consequential damages) by reason of the termination or cancellation of this Agreement.
Termination Liability. Termination prior to End of Term
Termination Liability. In the event of termination pursuant to this Article 20.2 (Boeing Rights of Termination), Boeing shall be paid as if such termination were for convenience pursuant to Article 19 (Termination for Convenience). In the event that Customer’s failure to perform is a failure to pay Boeing invoiced amounts when due, Boeing shall be entitled to late payment interest pursuant to Article 5.3 (Late Payment). Payment of the total amounts payable by Customer pursuant to this Article 20.2.2 (Termination Liability) shall constitute a total discharge of Customer’s liabilities to Boeing for termination pursuant to this Article 20.2 (Boeing Rights of Termination).
Termination Liability. Executive’s employment hereunder may be terminated as follows:
Termination Liability. If (1) Customer terminates this Agreement during the Term other than for Cause, Customer will pay: (a) all accrued but unpaid charges incurred through the date of such termination; (b) an amount equal to 40% of the aggregate of the AVC(s) (and a pro rata portion thereof for any partial Contract Year) that would have been applicable for the remaining unexpired portion of the Term on the date of such termination; (c) a pro rata portion of credits and waivers received by Customer (unless otherwise specified and exclusive of the Interstate Service Credits, if any), in full, without setoff or deduction. Waiver(s): For the Term, the Company will waive the one-time installation charge associated with the implementation of Services within the 48 contiguous States of the U.S. provided under this Agreement except for the following services: (i) eDSL, (ii) VPN, (iii) Internet Dedicated OC3, OC12, OC48, Gig-E, (iv) PTT/third party services (including International Access and Company International), (v) Data Center, (vi) Paging, (vii) Managed Services, (viii) CPE, (ix) Enhanced Call Routing, (x) Local Disaster recovery, (xi) Local Non-Listing/Non-Published Service charges, and (xii) Telecommunications Service Priority charges. Usage charges, monthly recurring charges, expedite charges, change charges, surcharges, any charges imposed by third parties (including access, egress, jack, or wiring charges), taxes or tax-like surcharges, or other Governmental Charges will not be waived. The Company will waive the Customer’s Interstate Calling Card Surcharges. Payment Arrangements: Customer agrees to pay all Company charges within 30 days of receipt of invoice. OPTION NO. 56105302, Amendment 2 Term: 36 months Upon expiration of the Term, the Agreement will be automatically extended on a month-to-month basis unless either party terminates this Agreement upon at least sixty (60) days written notice prior to the end of the Initial Term (“Extended Term”). During the Extended Term, either party may terminate this Agreement upon at least sixty (60) days prior written notice. Minimum Annual Volume Commitment (“AVC”): $215,000 in Total Service Charges Total Service Charges means all charges, after application of all discounts and credits, incurred by Customer for Service provided under this Agreement, excluding: Taxes, Governmental Charges, equipment; Company ILEC, Company Wireless, Document Delivery Fax, non-recurring charges, charges incurred for goods and services acquired by Compa...
Termination Liability. AV’s Termination Liability (defined as: all of AV’s Step 2 Incurred Costs incurred prior to the date of the ramp down period specified in Article 12.5 of the Agreement plus the applicable [***]% fee, less all payments received by AV from HAPSMobile under this Agreement, plus all material, subcontract, other direct costs including open commitments and other wind down costs outstanding as of the start of the ramp down period, plus 60 days of AV labor costs incurred during the ramp down period) will be billed to HAPSMobile 30 days after the end of ramp down period and Termination Liability shall not exceed then current Contract Value but AV labor cost may be compensated exceeding then current Contract Value based upon actual Work performed. Schedule delays may occur and be resolved subject to Article 3.2 of the Agreement.
Termination Liability. As the sole and exclusive remedy for termination of any Services prior to the end of the term, AGENCY agrees to pay CONTRACTOR the termination liability as follows:
Termination Liability. If Customer terminates this Contract pursuant to Article 19.1, Customer shall pay to Boeing the amounts specified in the Termination Liability Schedule attached hereto, as well as the aggregate amount of any Unpaid Amounts less any Milestone payments already made as of the effective date of termination under the notice provided pursuant to Article 19.1.1.
Termination Liability. Termination of DISTRIBUTOR's appointment shall not give rise to any right to compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, inventory, investments, leases, or commitments in connection with the business or goodwill of GUPTA or DISTRIBUTOR. Each party acknowledges that it has been advised to determine the extent to which it might be entitled to rights or protections provided by statute or otherwise in connection with the termination of DISTRIBUTOR's appointment; that it has made such determination or freely chosen not to do so; and that it waives all such rights and protections to the fullest extent possible. Termination of DISTRIBUTOR's appointment shall not relieve any party of obligations under this Agreement incurred before termination.
