Conditions for Termination Sample Clauses

Conditions for Termination. This Agreement may be terminated: (a) at any time prior to the Closing, by mutual consent of Purchaser and a Majority in Interest; (b) by Purchaser or a Majority in Interest, if the Closing shall not have been consummated by 180 days after the date hereof, unless such failure of consummation shall be due to a material breach of any representation or warranty, or the nonfulfillment in a material respect, and failure to cure such nonfulfillment, of any covenant or agreement contained herein on the part of the Party or Parties seeking to terminate this Agreement; or (c) by Purchaser on the one hand, or a Majority in Interest or ▇▇▇▇▇▇▇▇▇▇▇▇▇ on the other hand, if any Seller or Purchaser, respectively, fails to cure a material breach of any provision of this Agreement within fifteen days after its receipt of written notice of such breach from the non-breaching Party, provided, however, that no Party shall be entitled to terminate this Agreement pursuant to this Section 13.1(c) if it is also in material breach of any provision of this Agreement.

Conditions for Termination. A termination notice may be given following a Quinquennial Review Date if the following conditions shall have been satisfied: (A) the Regulator shall have given to the parties a review notice by a date which is not later than the relevant Quinquennial Review Date; (B) either: (1) the parties shall have failed to submit to the Regulator for this approval proposed amendments to this Agreement within 45 days following the relevant Quinquennial Review Date: (2) the parties having submitted proposed amendments to him, the Regulator shall have failed to approve them within 4 months following the relevant Quinquennial Review Date; and (C) the termination notice in question shall specify the date, or the happening of an event, upon which it shall have effect, which date or event shall not be earlier than 150 days after the giving of the termination notice.

Conditions for Termination. 13.1 Except as provided for under Sections 13.2, 13.3, 13.4, 13.5, 13.6 and 13.7, the Contract shall terminate at 11:59 PM, Washington, D.C. time, on the last day of the Guarantee Period. The rights and obligations under the Contract shall, however, extend to cover: (a) events of Loss commencing before the end of the Guarantee Period, if the Date of Loss occurred during the Guarantee Period, even if a Claim is made after the Guarantee Period; and (b) with respect to Breach of Contract coverage under Article 6 of this Contract, events of Loss where the legal or arbitral proceedings leading to an Award are commenced before the end of the Guarantee Period but the Award is rendered after the Guarantee Period, and a Claim is therefore made after the Guarantee Period, provided that the Claim is filed in writing with MIGA within a period of 18 months from the last day of the Guarantee Period.

Conditions for Termination. This Agreement shall terminate and be of no further force and effect as between the Parties hereto, upon the occurrence of any of the following: (a) By either Party upon the expiration of fifteen (15) days after the refusal or denial of any approval or consent by any governmental agency of any approvals or consent required to be obtained pursuant to this Agreement, or the imposition of a materially burdensome condition upon such Party in connection with such approval or consent by any such governmental agency, unless, within such fifteen (15) day period, the relevant Party resubmits the application, or appeals the decision of the governmental entity that has denied or refused to grant such consent or approval or has imposed such condition and, in such event, by either Party upon the expiration of five (5) days after the denial or refusal by such governmental agency of such appeal or resubmitted application. (b) By a Party upon the expiration of five (5) Business Days from the date that such Party has given written notice to the other Party of such other Party's material breach or material misrepresentation of any condition, warranty, representation or covenant in this Agreement or the Assignment and Assumption Agreement; or the termination of the Assignment and Assumption Agreement; provided, however, that no such termination shall take effect if within such five (5) day period the Party so notified shall have fully and completely corrected the grounds for termination as specified in such notice. (c) Upon the failure to consummate the transaction by July 31, 2000 unless extended by mutual agreement in writing of the Parties. (d) Upon mutual consent of the Parties to terminate. Notwithstanding anything to the contrary herein contained in this Agreement, no Party shall have the right to terminate this Agreement on account of its own breach or any immaterial breach by the other Party.

Conditions for Termination. In addition to the provisions for termination as provided elsewhere in this Agreement, this Agreement shall terminate and be of no further force or effect as between the parties, except as to liability for breach of any duty or obligation arising prior to the date of termination, upon the occurrence of any of the following: (a) The expiration of thirty (30) calendar days after any governmental agency shall have denied or refused to grant the approvals or consents required to be obtained pursuant to this Agreement, unless within said thirty (30) day period Purchaser and Seller agree to submit or resubmit an application to, or appeal the decision of, the regulatory authority which denied or refused to grant approval thereof; (b) The expiration of thirty (30) Business Days from the date that either party has given notice to the other party of such other party's material breach of any covenant or failure to fulfill any condition to such party's performance under this Agreement; provided, however, that no such termination shall take effect if within said thirty (30) day period the party so notified shall have fully and completely corrected the grounds for termination as specified in such notice; (c) Upon the failure to consummate the transaction on or before April 30, 1997, unless such date is extended in writing agreed to by both parties; and (d) Upon mutual consent of the parties to terminate. Notwithstanding anything to the contrary contained in this Agreement, no party hereto shall have the right to terminate this Agreement on account of its own breach, a breach by its affiliate, or any immaterial breach by another party.

Conditions for Termination. A. The Agreement can be terminated through mutual agreement between both parties. B. The Employee may terminate this Agreement by giving to the Company thirty (30) days’ written notice (or payment in lieu of notice). C. The Company may terminate this Agreement by giving to the Employee three months’ written notice (or payment in lieu of notice). D. The Company may without notice terminate this Agreement if the Employee: (a) continuously and intentionally fails to or refuses to perform substantially the Employee’s assigned duties (other than as a result of total or partial mental or physical incapacity); (b) is convicted of, or pleads nolo contendere to, a felony involving dishonesty or moral turpitude; (c) engages in willful misconduct, including without limitation, fraud, embezzlement, theft or misappropriation against the Company; or (d) commits material breach of the restrictive covenants applicable to the Employee, including those set forth in this Agreement; or Company’s written policy applicable to the Employee, that does, or could reasonably be expected to, result in material harm to the Company, including reputational harm.

Conditions for Termination. Executive shall be considered in breach of this Agreement, and the Agreement subject to termination by XSI, in the following events: (i) Willful disobedience of lawful instructions of the Board of Directors of XSI by Executive which continues after being afforded a reasonable opportunity to cure such disobedience; or (ii) The commission of any indictable offense or any offense involving moral turpitude by Executive; or (iii) Gross negligence by Executive in carrying out his duties on behalf of XSI.

Conditions for Termination. This Agreement may be terminated at any time prior to the Closing as follows, and in no other manner: (i) by mutual written consent of Buyer and Seller; (ii) by either party by written notice to the other upon the issuance by any Governmental Body of an order, decree or ruling or its taking of any other action restraining, enjoining or otherwise prohibiting the Transactions, which order, decree, ruling or other action will have become final and non-appealable and which renders the condition set forth in Section 7.01(a) incapable of being satisfied; provided, that no termination may be made under this Section 7.04(a)(ii) if the issuance of such order, decree, ruling or such other action has been primarily caused by the action or inaction of the terminating party; (iii) by Buyer, if Buyer is not then in material breach of this Agreement, by written notice to Seller upon a violation or breach of any covenant or agreement on the part of Seller set forth in this Agreement, or if any representation or warranty contained in Article IV will be or have become untrue, in either case, such that any of the conditions set forth in Section 7.02(a) or Section 7.02(b) would not be satisfied, and such violation or breach has not been waived by Buyer or, if curable, cured in all material respects by the Seller or the Company, as applicable, within 30 days after receipt by Seller of written notice thereof from Buyer; or (iv) by Seller, if Seller is not then in material breach of this Agreement, by written notice to Buyer upon a violation or breach of any covenant or agreement on the part of Buyer set forth in this Agreement, or if any representation or warranty contained in Article V will be or have become untrue, in either case, such that any of the conditions set forth in Section 7.03(a) or Section 7.03(b) would not be satisfied, and such violation or breach has not been waived by Seller or, if curable, cured in all material respects by Buyer within 30 days after receipt by Buyer of written notice thereof from Seller (v) by either party by written notice to the other if the Closing will not have occurred on or before the date which is 90 days following the date hereof (the “Outside Date”); provided, however, that no termination may be made under this Section 7.04(a)(v) if the failure to close was caused by the breach by the terminating party of the provisions of this Agreement, provided, however, that if, as of the Outside Date, all of the closing conditions set forth in S...

Conditions for Termination. Executive shall be considered in breach of this Agreement, and the Agreement subject to termination by El Sitio, in the following events (each, a "cause"); (i) Willful disobedience of lawful instructions of the Board of Directors of El Sitio by Executive which continues after being afforded a reasonable opportunity to cure such disobedience; or (ii) The commission of a felony by Executive; or (iii) Gross negligence by Executive in carrying out his duties on behalf of El Sitio.