Amendment, Assignment and Termination Sample Clauses

Amendment, Assignment and Termination. Project Owner and DCBO agree that [Name of Agreement between Project Owner and DCBO] confers rights and remedies upon the Energy Commission as the creditor third-party beneficiary. No person, other than Project Owner, DCBO, and the Energy Commission, has any rights or remedies under [Name of Agreement between Project Owner and DCBO]. Project Owner and DCBO further agree: No Right to Amend without Consent of the Energy Commission Neither Project Owner nor DCBO shall amend [Reference to Section] of [Name of Agreement between Project Owner and DCBO] expressly naming the Energy Commission as the creditor third-party beneficiary to the Agreement, without the prior written consent of the Energy Commission. No Right to Assign and Delegate without Consent of the Energy Commission Neither Project Owner nor DCBO shall assign or delegate the duties and responsibilities of Project Owner or DCBO, without the prior written consent of the Energy Commission. No Right to Terminate without Consent of the Energy Commission Neither Project Owner nor DCBO shall terminate [Name of Agreement between Project Owner and DCBO] or terminate payments to DCBO under [Name of Agreement between Project Owner and DCBO] without the prior written consent of the Energy Commission.
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Amendment, Assignment and Termination. (a) Except as specifically provided herein, this Agreement may only be amended or assigned by a written agreement of the parties. (b) Any entity resulting from the merger, amalgamation or continuation of Equity or succeeding to all or substantially all of its transfer agency business (by sale of such business or otherwise), shall thereupon automatically become the transfer agent, registrar and disbursing agent hereunder without further act or formality. (c) This Agreement may be terminated by either party on 90 days’ notice in writing being given to the other at the address set out in Section 10 or at such other address of which notice has been given. (d) Notwithstanding Section 9 (c) , this Agreement may be terminated by Equity on one week’s notice in writing to the Issuer in the event the Issuer refuses or fails to pay an invoice for fees and expenses, or other demand for payment issued or made pursuant to this Agreement by Equity, within 60 days of the original invoice or demand. (e) The provisions of Sections 6 (c), 7 and 8 shall survive termination of this Agreement. (f) If at any time the name of Equity is changed and at such time any certificates have been countersigned but not delivered, Equity may adopt the countersignature under its prior name and deliver such certificates so countersigned; and in case at that time any certificates have not been countersigned, Equity may countersign such certificates either in its prior name or in its changed name; and in all such cases such certificates will be validly countersigned. (g) If Equity is terminated under 9(c) of this Agreement, the Issuer shall be obliged to pay a termination fee to cover the cost of preparing the records for delivery to the Issuer or another Transfer Agent and ongoing communication with investors and the investment community. The fee will be equal to 20% of the previous twelve months billing for all transfer agency services.
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Amendment, Assignment and Termination. A. This Agreement may be amended by the mutual consent of the parties. B. This Agreement and any right or obligation hereunder may not be assigned by either party without the written consent of the other party. C. This Agreement may be terminated by a party upon 60 days' written notice to the other party. D. In the event the Trust notifies the Transfer Agent of the Trust's intention to terminate and appoint a successor transfer agent, the Transfer Agent agrees to cooperate in the transfer of its duties and responsibilities to the successor, including any and all relevant books, records and other data established or maintained by the Transfer Agent hereunder. In such event, the Trust shall be responsible for all reasonable out-of-pocket expenses associated with the transfer of records and materials.
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Amendment, Assignment and Termination a) Except as specifically provided herein, this Agreement may only be amended, assigned or terminated by a written agreement of the parties. b) Any entity resulting from the merger, amalgamation or continuation of INTEGRAL or succeeding to all or substantially all of its transfer agency business (by sale of such business or otherwise), shall thereupon automatically become the dividend disbursing agent, transfer c) agent and registrar hereunder without further act or formality. This Agreement may be terminated by either party on 90 days’ notice in writing being given to the other at the address set out above or at such other address of which notice has been given. d) This Agreement may be terminated by INTEGRAL on one week’s notice in writing to the Issuer in the event the Issuer refuses or fails to pay an invoice for fees and expenses, or other demand for payment issued or made pursuant to this Agreement by INTEGRAL, within 30 days of the original invoice or demand. e) The provisions of Sections 6I and 7 shall survive termination of this Agreement.
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Amendment, Assignment and Termination. 5.1 The forms signed by Party A for handling the formalities for the services of any kind and the service commitments publicly made by Party B in written forms such as announcement shall be the supplementary agreements to this Agreement; any parts therein conflicting with this Agreement shall be subject to the supplementary agreements, and those not specified in the supplementary agreements shall be subject to this Agreement. 5.2 Party B undertakes that the tariff scheme will be valid for one year (unless otherwise agreed upon by the parties through an agreement or other means). Party A may choose other tariff scheme during the validity period. Where Party B chooses to alter the tariff scheme upon expiration of the validity period, Party B shall notify Party A thereof two months prior to the expiration of the validity period. Party A may choose from other tariff schemes; if Party A fails to do so, an alternative tariff scheme agreed upon by the two parties will take effect automatically. Where no requirement is raised to alter the tariff scheme, the validity period shall be extended for one year automatically, and the like. 5.3 After Party A transfers its rights and obligations hereunder to any third party (transfer), such third party and Party B shall sign a new mobile communication service agreement, and this Agreement will terminate automatically after the transferor and the transferee bring the originals of their valid identity certificates to a business hall of Party B, pay off the communication fees billed, and go through the formalities for transfer. Party A shall be liable for the consequences such as Overdue Amount and suspension of service resulting from the transfer by Party A without authorization. Obligation for payment and all the associated consequences arising from the use of the phone number prior to the handling of transfer formalities shall be assumed by Party A. However, any fees incurred prior to transfer and unsettled prior to the date of transfer due to the lagging of roaming fee billing shall be borne by the third party. 5.4 In case of failure to continue the performance of mobile communication service resulting from overall upgrading by Party B of the mobile phone network for purpose of improving the service quality due to technical progress, Party B shall give the notice to Party A at least 90 days in advance, and provide reasonable solutions. 5.5 In any of the following circumstances, Party B shall have the right to terminate the...
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Amendment, Assignment and Termination. 12.1 AMENDING AGREEMENT We may amend or replace this Agreement at any time by giving written notice to you of the changes. You may amend this Agreement with our written consent. 12.2 TERMINATION Notwithstanding any other termination rights we have under this Agreement, we may immediately terminate this Agreement at any time by giving written notice to you. You may terminate this Agreement at any time by giving ten Business Days' written notice to us. Your Account will be closed as soon as reasonably practicable after the expiry of the termination notice period, with all open Positions, or orders cancelled, and all of your obligations discharged.
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Amendment, Assignment and Termination. This agreement may be reviewed as deemed necessary by any of the parties to this agreement. Any amendments to this agreement must be made in writing and signed by all the parties to the agreement. This agreement may not be assigned without the express prior written consent of the UJS. Any notice to be given under this agreement shall be in writing and shall be delivered in person or by first class mail to the business address of the parties to the agreement.
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Amendment, Assignment and Termination. (a) Except as specifically provided herein, this Agreement may only be amended or assigned by a written agreement of the parties. (b) Any entity resulting from the merger, amalgamation or continuation of KoreTransfer or succeeding to all or substantially all of its transfer agency business (by sale of such business or otherwise), shall thereupon automatically become the dividend disbursing agent, transfer agent and registrar hereunder without further act or formality. (c) This Agreement may be terminated by either party on 90 days’ notice in writing being given to the other at the address set out above or at such other address of which notice has been given. (d) This Agreement may be terminated by KoreTransfer on 60 days notice in writing to the Issuer in the event the Issuer refuses or fails to pay an invoice for fees and expenses, or other demand for payment issued or made pursuant to this Agreement by KoreTransfer, within 30 days of the original invoice or demand. (e) The provisions of Sections 6(c) and 7 shall survive termination of this Agreement. (f) Upon termination of this agreement, and upon written instruction from the authorized individuals of the Issuer, KoreTransfer will send a copy of the Issuers records to a new transfer agent designated by the issuer, or in absence of a new transfer agent, to the Issuer directly.
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Amendment, Assignment and Termination 
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Related to Amendment, Assignment and Termination

  • Assignment and Termination This Agreement shall not be assignable by any party except to successors to all or substantially all of the business of either the Consultant or the Company nor may this Agreement be terminated by either party for any reason whatsoever without the prior written consent of the other party, which consent may not be arbitrarily withheld by the party whose consent is required.

  • Amendment and Termination; Waiver Subject to the terms of the Plan, this Agreement may be amended or terminated only by the written agreement of the parties hereto. The waiver by BB&T of a breach of any provision of the Agreement by the Participant shall not operate or be construed as a waiver of any subsequent breach by the Participant. Notwithstanding the foregoing, the Administrator shall have unilateral authority to amend the Plan and this Agreement (without Participant consent) to the extent necessary to comply with applicable law or changes to applicable law (including but in no way limited to Section 409A and federal securities laws), and the Participant hereby consents to any such amendments to the Plan and this Agreement.

  • Term and Termination; Assignment; Amendment (a) This Agreement shall be effective for the duration of the Acquired Funds’ and the Acquiring Funds’ reliance on the Rule. While the terms of the Agreement shall only be applicable to investments in Acquired Funds made in reliance on the Rule, the Agreement shall continue in effect until terminated pursuant to Section 9(b). . (b) This Agreement shall continue until terminated in writing by either party upon 60 days’ notice to the other party. Termination of this Agreement with respect to a particular Acquired Fund shall not terminate the Agreement as to other Acquired Funds that are parties hereto. Upon termination of this Agreement with respect to an Acquired Fund or at any time an Acquired Fund is designated as an Ineligible Fund, the Acquiring Fund may not purchase additional shares of the Acquired Fund beyond the Section 12(d)(1)(A) limits in reliance on the Rule. For purposes of clarity, upon termination of the Agreement with respect to an Acquired Fund or upon an Acquired Fund being designated as an Ineligible Fund, the Acquiring Fund shall not be required to reduce its holdings of the respective Acquired Fund. (c) If this Agreement is terminated pursuant to Section 9(b) hereof, the obligations of an Acquiring Fund set forth in Section 1(a)(ii)(1) hereof shall survive and remain continuing obligations of the Acquiring Fund so long as the Acquiring Fund holds shares of an Acquired Fund that were acquired in reliance on the Rule and pursuant to this Agreement. (d) This Agreement may not be assigned by either party without the prior written consent of the other. (e) Other than as set forth in Sections 3(e), 6 and 7 above and Schedule B hereto, this Agreement may be amended only by a writing that is signed by each affected party. (f) The Acquiring Funds and the Acquired Funds may file a copy of this Agreement with the SEC or any other regulatory body if required by applicable law. (g) With respect to any Acquiring Fund or Acquired Fund organized as a Massachusetts business trust or a series thereof (each such trust, a “Massachusetts Trust”), a copy of the Declaration of Trust of each Massachusetts Trust is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this Agreement is executed on behalf of each Massachusetts Trust by an officer of the Trust in his or her capacity as an officer of the Trust and not individually and that no trustee, officer, employee, agent, employee or shareholder of a Massachusetts Trust shall have any personal liability under this Agreement.

  • Amendment and Termination of Agreement (a) We may amend any provision of this Agreement by giving you written notice of the amendment. Either party to this Agreement may terminate the Agreement without cause by giving the other party at least thirty (30) days' written notice of its intention to terminate. This Agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act). (b) In the event that (i) an application for a protective decree under the provisions of the Securities Investor Protection Act of 1970 is filed against you; (ii) you file a petition in bankruptcy or a petition seeking similar relief under any bankruptcy, insolvency, or similar law, or a proceeding is commenced against you seeking such relief; or (iii) you are found by the SEC, the NASD, or any other federal or state regulatory agency or authority to have violated any applicable federal or state law, rule or regulation arising out of your activities as a broker/dealer or in connection with this Agreement, this Agreement will terminate effective immediately upon our giving notice of termination to you. You agree to notify us promptly and to immediately suspend sales of Portfolio shares in the event of any such filing or violation, or in the event that you cease to be a member in good standing of the NASD. (c) Your or our failure to terminate this Agreement for a particular cause will not constitute a waiver of the right to terminate this Agreement at a later date for the same or another cause. The termination of this Agreement with respect to any one Portfolio will not cause its termination with respect to any other Portfolio. 11.

  • Amendment and Termination No amendment, modification, termination or cancellation of this Agreement shall be effective unless it is in writing signed by both the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar) nor shall such waiver constitute a continuing waiver.

  • Modification, Amendment and Termination This Limited Guaranty may be modified, amended or terminated only by the written agreement of GMAC and the Trustee and only if such modification, amendment or termination is permitted under Section 12.02 of the Servicing Agreement. The obligations of GMAC under this Limited Guaranty shall continue and remain in effect so long as the Servicing Agreement is not modified or amended in any way that might affect the obligations of GMAC under this Limited Guaranty without the prior written consent of GMAC.

  • Amendment and Assignment of Agreement This Agreement may not be amended or assigned without the affirmative vote of a majority of the outstanding voting securities of the Fund, and this Agreement shall automatically and immediately terminate in the event of its assignment.

  • Effective Date of Agreement and Termination This Agreement shall become effective upon the execution and delivery of this Agreement by the parties hereto. This Agreement may be terminated at any time on or prior to the Closing Date by you by notice to the Company if any of the following has occurred: (i) on or after the Applicable Time, any Material Adverse Effect occurs, which, in the judgment of the Representatives, makes it impracticable or inadvisable to market the Securities or to enforce contracts for sale of the Securities, (ii) any new outbreak or material escalation of hostilities or other national or international calamity or crisis or material adverse change in the financial markets of the United States or elsewhere, or any other substantial national or international calamity or emergency if the effect of such outbreak, escalation, calamity, crisis or emergency would, in the judgment of the Representatives, make it impracticable or inadvisable to market the Securities or to enforce contracts for the sale of the Securities, (iii) any suspension or limitation of trading in the Company’s securities or in trading generally in securities on the New York Stock Exchange, the NYSE Amex Equities, the NASDAQ Stock Market or any setting of minimum prices for trading on such exchange or markets, or a material disruption has occurred in commercial banking or securities settlement or clearance services in the United States, (iv) any declaration of a general banking moratorium by federal, New York or Maryland authorities, (v) the taking of any action by any federal, state or local government or agency in respect of its monetary or fiscal affairs that in your judgment has a material adverse effect on the financial markets in the United States, and would, in the judgment of the Representatives, make it impracticable or inadvisable to proceed with the offering, sale or delivery of the Securities on the terms and in the manner contemplated by this Agreement, the Pricing Disclosure Package and the Prospectus or to enforce contracts for the sale of the Securities or (vi) the enactment, publication, decree, or other promulgation of any federal or state statute, regulation, rule or order of any court or other governmental authority which would, in the judgment of the Representatives, have a Material Adverse Effect. The indemnities and contribution provisions and the other agreements, representations and warranties of the Company, its officers and directors and the Underwriters set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive delivery of and payment for the Securities, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of any of the Underwriters or by or on behalf of the Company, its officers or directors or any controlling person thereof, (ii) acceptance of the Securities and payment for them hereunder and (iii) termination of this Agreement. If this Agreement shall be terminated by the Underwriters pursuant to clauses (i) or (iii) (with respect to the Company’s securities) of the second paragraph of this Section 11 or because of the failure or refusal on the part of the Company to comply with the terms or to fulfill any of the conditions of this Agreement, the Company agrees to reimburse you for all out-of-pocket expenses incurred by you. Notwithstanding any termination of this Agreement, the Company shall be liable for all expenses which they have agreed to pay pursuant to Section 5(e) hereof. Except as otherwise provided, this Agreement has been and is made solely for the benefit of and shall be binding upon the Company, the Underwriters, any Indemnified Person referred to herein and their respective successors and assigns, all as and to the extent provided in this Agreement, and no other person shall acquire or have any right under or by virtue of this Agreement. The terms “successors and assigns” shall not include a purchaser of any of the Securities from any of the Underwriters merely because of such purchase.

  • Amendment and Termination of Plan Notwithstanding any provision in this Adoption Agreement or the Plan to the contrary, Section of the Plan shall be amended to read as provided in attached Exhibit . XX There are no amendments to the Plan.

  • Effective Date and Termination of Agreement This Agreement shall become effective on January 1, 2018 and unless terminated sooner it shall continue in effect until April 30, 2018. It may thereafter be continued from year to year only with the approval of a majority of those trustees of the Fund who are not “interested persons” of the Fund (as defined in the 0000 Xxx) and have no direct or indirect financial interest in the operation of this Agreement or any agreement related to it (the “Independent Trustees”). This Agreement may be terminated as to the Fund as a whole or any class of shares individually at any time by vote of a majority of the Independent Trustees. The Investment Adviser may terminate this agreement upon sixty (60) days’ prior written notice to the Fund.

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