Cessation of Control Sample Clauses

Cessation of Control. Upon cessation of the Control of an Affiliated Entity, any Access Rights granted to such Affiliated Entity shall terminate except in the event that such termination shall have a disproportionately negative impact on the business of the Affiliated Entity (e.g. because certain Background, Foreground or Sideground has been incorporated in a product).
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Cessation of Control. Upon cessation of the status as an Affiliated Entity, any Access Rights granted to such former Affiliated Entity shall lapse, provided however that the provisions of paragraphs (A) and (B) below will apply with respect to: (i) any Results, or Background to which such Legal Entity has been granted Access Rights pursuant to the Grant Agreement and this Consortium Agreement; and (ii) any Party's Confidential Information that has been used by such Legal Entity in accordance with the provisions of the Grant Agreement and this Consortium Agreement, and that, at the time of cessation of such Legal Entity's Affiliated Entities’ status, has been: incorporated into the products, processes or services of such entity (hereinafter referred to as "Products, Processes and Services"); or amalgamated with such Legal Entity's own information. (A) With respect to such Confidential Information: such Legal Entity may continue to use the Confidential Information in its Products, Processes and Services in a manner in which the Confidential Information was being used prior to the time of cessation of such Legal Entity's Affiliated Entity status. (B) With respect to such Background, and Results other than Confidential Information: at the request of such Legal Entity, the Parties shall grant non-exclusive licenses to such Legal Entity under such Background, and Results for use in such Legal Entity's Products, Processes and Services on the same terms and conditions as the corresponding Access Rights granted in accordance with the Grant Agreement and this Consortium A to the Party of which such Legal Entity was an Affiliated Entity, provided that no commercial interest of such Parties opposes the grant of such licenses.
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Cessation of Control. Upon cessation of the control of an Affiliate any Access Rights granted to such Affiliate in respect of Knowledge or Pre-existing Know-How shall lapse, provided however that information which is Knowledge incorporated into the products, processes, Software or services of such Affiliate, or which has been amalgamated with such Affiliate's own information, may continue to be used (in the manner it was then being used) by such Affiliate provided it is not practical to do otherwise. In such event, at the request of such Affiliate, each requested Party shall grant to such Affiliate non-exclusive licenses under that Party’s intellectual property rights. Upon such cessation of control, Access Rights granted by such Affiliate shall continue in full force and effect.
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Cessation of Control. Subject to clause 2.3, Topco undertakes that throughout the period for which clause 2.1 applies, it will not permit any transfer, transaction or arrangement as a result of which it would cease to Control any undertaking or business of the Cobham Group to which clause 2.1 relates in circumstances where that undertaking or business would, immediately following such cessation of Control by Topco, continue to be under the Control of Advent and/or any of its Affiliates.
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Cessation of Control. The Secured Party may revoke any Notice of Exclusive Control by delivering a written notice to the Intermediary that it has ceased to require exclusive control over the Account and the Account Property (a "Notice of Cessation of Control"). Upon the Intermediary receiving a Notice of Cessation of Control: the Pledgor will have those rights with respect to the Account and the Account Property as it had prior to the delivery of the relevant Notice of Exclusive Control; and after it has a reasonable opportunity to comply, and until such time as it receives another Notice of Exclusive Control but without prejudice to the Secured Party's rights to give Entitlement Orders concerning the Account at any time, the Intermediary shall comply with Entitlement Orders and other instructions concerning the Account originated by the Pledgor as though it had not received a Notice of Exclusive Control.
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Related to Cessation of Control

  • Termination of Contract for Cause 5.1.1 If A-E breaches any of the covenants or conditions of this CONTRACT, COUNTY shall have the right to terminate this CONTRACT upon ten (10) days written notice prior to the effective day of termination. 5.1.2 A-E shall have the opportunity to cure the alleged breach prior to termination. 5.1.3 In the event the alleged breach is not cured by A-E prior to termination, all work performed by A-E pursuant to this CONTRACT, which work has been reduced to plans or other documents, shall be made available to COUNTY.

  • Termination of Contract The Department may terminate the Contract for refusal by the Contractor to comply with this section by not allowing access to all public records, as defined in Chapter 119, F. S., made or received by the Contractor in conjunction with the Contract.

  • Cessation of Business Any Obligor suspends or ceases to carry on (or threatens to suspend or cease to carry on) all or a material part of its business.

  • Cessation of Service The Option shall terminate (and cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee cease to remain in Service for any reason (other than death, Disability or Misconduct) while this Option is outstanding, then Optionee (or any person or persons to whom this Option is transferred pursuant to a permitted transfer under Section II(3)) shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this Option, but in no event shall this Option be exercisable at any time after the Expiration Date. (b) Should Optionee die while this Option is outstanding, then the personal representative of Optionee’s estate or the person or persons to whom the Option is transferred pursuant to Optionee’s will or the laws of inheritance following Optionee’s death or to whom the Option is transferred during Optionee’s lifetime pursuant to a permitted transfer under Section II(3) shall have the right to exercise this Option. However, if Optionee dies while holding this Option and if Optionee has an effective beneficiary designation in effect for this Option at the time of his or her death, then the designated beneficiary or beneficiaries shall have the exclusive right to exercise this Option following Optionee’s death. Any such right to exercise this Option shall lapse, and this Option shall cease to be outstanding, upon the earlier of (i) the expiration of the twelve (12)-month period measured from the date of Optionee’s death or (ii) the Expiration Date. (c) Should Optionee cease Service by reason of Disability while this Option is outstanding, then Optionee (or any person or persons to whom this Option is transferred pursuant to a permitted transfer under Section II(3)) shall have a period of twelve (12) months (commencing with the date of such cessation of Service) during which to exercise this Option. In no event shall this Option be exercisable at any time after the Expiration Date. (d) During the limited period of post-Service exercisability, this Option may not be exercised in the aggregate for more than the number of Option Shares in which Optionee is, at the time of Optionee’s cessation of Service, vested pursuant to the Vesting Schedule or the special vesting acceleration provisions of Section II(4). Upon the expiration of such limited exercise period or (if earlier) upon the Expiration Date, this Option shall terminate and cease to be outstanding for any vested Option Shares for which the Option has not been exercised. To the extent Optionee is not vested in one or more Option Shares at the time of Optionee’s cessation of Service, this Option shall immediately terminate and cease to be outstanding with respect to such Option Shares. (e) Should Optionee’s Service be terminated for Misconduct or should Optionee otherwise engage in Misconduct while this Option is outstanding, then this Option shall terminate immediately and cease to remain outstanding and Optionee shall have no right to exercise vested or unvested Option Shares.

  • Cessation of services The delegation or assignment of CONTRACTOR’s services, operation or administration to another entity without the prior written consent of COUNTY.

  • Transfer of Control Transfer of control shall take place at the AoR boundary, unless otherwise specified in paragraph E.3.

  • Termination of Continuous Service Except as otherwise provided in this Section 3, the unvested portion of the award shall be forfeited as of the date (the “Termination Date”) that the Grantee actually ceases to provide services to the Company or any Affiliate in any capacity of Employee, Director or Consultant (irrespective of whether the Grantee continues to receive severance or any other continuation payments or benefits after such date) (such cessation of the provision of services by Grantee being referred to as “Service Termination”). A Service Termination shall not occur and Continuous Service shall not be considered interrupted in the case of (i) any approved leave of absence, (ii) transfers among the Company, any Subsidiary or Affiliate, or any successor, in any capacity of Employee, Director or Consultant, or (iii) any change in status as long as the individual remains in the service of the Company or a Subsidiary or Affiliate in any capacity of Employee, Director or Consultant.

  • Termination of Contracts Neither the Company nor any of its Subsidiaries has sent or received any communication regarding termination of, or intent not to renew, any material contract or agreement referred to or described in the Registration Statement, the Pricing Disclosure Package and the Final Prospectus or filed as an exhibit to the Registration Statement, and no such termination or non-renewal has been threatened by the Company or any of its Subsidiaries or by any other party to any such contract or agreement.

  • Termination of Relationship If Optionee terminates Continuous Status as an Employee or Consultant for any reason, Optionee may exercise this Option during the Termination Period set out in the Notice of Grant, to the extent the Option was vested at the date of such termination. To the extent that Optionee was not vested in this Option at the date on which Optionee terminates Continuous Status as an Employee or Consultant, or if Optionee does not exercise this Option within the time specified herein, the Option shall terminate.

  • DURATION OF CONTRACT This agreement shall be in effect for 12 months beginning October 1, 2019 and ending September 30, 2020.

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