Contracts Split Upon Termination Sample Clauses

Contracts Split Upon Termination. (i) In the event that a party provides a Non-Renewal Notice or a termination notice to the other party, EVERTEC will, within thirty (30) days of its delivery or receipt, as applicable, of such notice, provide to BPPR the following materials (collectively the “Merchant Agreement Split Report”): (i) a list of Merchants, ordered based on Transaction Processing Fees over the last twelve (12) months (or such shorter period as may be available for such Merchant) in order of greatest share to smallest share, with Merchants under common Control to be deemed to constitute a single Merchant (the “Merchant by Transaction Processing List”); (ii) estimated allocation of MAB Adjusted Revenue across each Merchant, which estimated allocation will include a breakdown of each calculation component across each Merchant and (iii) the most recent analysis of Merchant profitability generated by EVERTEC in the ordinary course; provided, that, within thirty (30) days of receipt of such Merchant Agreement Split Report, BPPR may, at its expense, engage an independent firm selected from a list of five (5) nationally recognized audit firms in the United States provided by EVERTEC to conduct an audit with respect to the Merchant by Transaction Processing List, and the parties will work together in good faith in order to, as promptly as practicable, facilitate the conduct and completion of such audit and develop a modified Merchant by Transaction Processing List that resolves any discrepancies identified by such independent firm. Following BPPR’s confirmation that the Merchant by Transaction Processing List provided by EVERTEC (subject to such adjustments, if any, as may result from the above-referenced audit process) is acceptable, the parties shall work together in good faith for 180 days to divide the Merchants between them in such a way that the Merchants allocated to BPPR will collectively represent, as nearly as mathematically possible, the BPPR Merchant Split Percentage of total MAB Adjusted Revenue with respect to the period to which the Merchant by Transaction Processing List relates (such Merchants allocated to BPPR, the “BPPR Post-Termination Merchants”; and all other Merchants, the “EVERTEC Post-Termination Merchants”).
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Related to Contracts Split Upon Termination

  • Payment Upon Termination Termination of this Agreement shall not affect the right of the Adviser to receive payment on any unpaid balance of the compensation described in Section 2 earned prior to such termination.

  • Actions Upon Termination Upon the termination of this Agreement, Issuer shall remove all references to any ODB Name, Branding and Content from the Issuer Site or Issuer Content and terminate all links on the Issuer Site to any ODB Site. ODB shall remove all references to Issuer Name, Branding and Content and terminate all links on the ODB Site to any Issuer Site. Each Party shall promptly return all Confidential Information, documents, manuals and other materials stored in any form or media (including but not limited to electronic copies) belonging to the other Party, except as may be otherwise provided in this Agreement or required by Law.

  • Rights Upon Termination Except as expressly provided in Section 6, upon the termination of the Executive’s Employment pursuant to this Section 5, the Executive shall only be entitled to the compensation, benefits and reimbursements described in Sections 2, 3 and 4 for the period preceding the effective date of the termination. The payments under this Agreement shall fully discharge all responsibilities of the Company to the Executive.

  • Action Upon Termination (a) From and after the effective date of termination of this Agreement, pursuant to Sections 13, 14, or 15 of this Agreement, the Manager shall not be entitled to compensation for further services under this Agreement, but shall be paid all compensation accruing to the date of termination and, if terminated pursuant to Section 13 or Section 15(b), the applicable Termination Fee. Upon such termination, the Manager shall forthwith:

  • Benefits Upon Termination If the Executive’s employment by the Company is terminated during the Period of Employment for any reason by the Company or by the Executive, or upon or following the expiration of the Period of Employment (in any case, the date that the Executive’s employment by the Company terminates is referred to as the “Severance Date”), the Company shall have no further obligation to make or provide to the Executive, and the Executive shall have no further right to receive or obtain from the Company, any payments or benefits except as follows:

  • Procedure Upon Termination In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:

  • Delivery upon Termination Upon termination of Manager's employment with the Company for any reason, Manager shall promptly deliver to the Company all correspondence, files, manuals, letters, notes, notebooks, reports, programs, plans, proposals, financial documents, and any other documents or data concerning the Company's or any affiliate’s customers, database, business plan, marketing strategies, processes or other materials which contain Confidential Information, together with all other property of the Company or any affiliate in Manager's possession, custody or control. ARTICLE SIX

  • Benefits Payable Upon Termination Following the end of the Employment Period pursuant to Section 5(a), Executive (or, in the event of his death, his surviving spouse, if any, or if none, his estate) shall be paid the type or types of compensation determined to be payable in accordance with the following table, such payment to be made in the form specified in such table and at the time established pursuant to Section 7 hereof. Capitalized terms used in such table shall have the meanings set forth in Section 5(d) hereof.

  • Upon Termination Except as otherwise stated in Section 6, in the event Executive leaves the employ of the Company for any reason prior to the date the Annual Bonus is paid, Executive is not eligible to earn such Annual Bonus, prorated or otherwise.

  • Deliveries Upon Termination Upon termination of this Agreement, ALPS agrees to cooperate in the orderly transfer of distribution duties and shall deliver to the Fund or as otherwise directed by the Fund (at the expense of the Fund) all records and other documents made or accumulated in the performance of its duties for the Fund hereunder. In the event ALPS gives notice of termination under this Agreement, it will continue to provide the services contemplated hereunder after such termination at the contractual rate for up to 120 days, provided that the Fund uses all reasonable commercial efforts to appoint such replacement on a timely basis.

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