Death or Incapacity If the Executive’s employment is terminated by reason of the Executive’s death or Incapacity during the Employment Period, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement, other than for (i) timely payment of Accrued Obligations in a lump sum in cash within 30 days after the Date of Termination and (ii) provision by the Company of death benefits or disability benefits for termination due to death or Incapacity, respectively, in accordance with Section 3(b)(iii) as in effect at the Operative Date or, if more favorable to the Executive, at the Executive’s Date of Termination.
Death or Incompetence You agree to notify us promptly in writing if any account holder or other person with a right to withdraw funds from your account dies or becomes legally incompetent. We may continue to honor all instructions and funds transfer requests from such a person until: (a) we know, with reasonable certainty, of the death or legal incompetence of an account holder or other person with a right to withdraw funds, and (b) we have had a reasonable opportunity to act on that knowledge. You agree that we may honor funds transfers requested or initiated on or before the date of death or legal incompetence of an account holder or other person with a right to withdraw funds for up to ten (10) days after we determine that death or legal incompetence occurred, unless we are ordered to stop payment by someone with or claiming a legitimate interest in the account. We may require a reasonable proof of death or adjudication of incompetence. Until we receive notice and any required proof of death or incompetence, we may act as if all account holders and other persons with a right to withdraw funds are alive and competent. We may restrict access to your account upon notice of your death or legal incompetence until the appropriate documentation is provided to us by your executor, administrator or legal representative. Where a Joint Account owner dies, we may require the surviving Joint Account owner to provide us with certain documentation satisfactory to us before we will release the remaining funds in a Joint Account. Transferring Account Ownership. You may not transfer, assign or pledge any account without our express written consent, which we may withhold in our sole discretion. Any transfer, assignment or pledge that we permit will be subject to our right of set-off and security interests to the fullest extent permitted by applicable law. If you wish to change the ownership of your account, we may require that the change be made by closing the account and opening a new account in the name of the new owner(s) of the account. Disputed Ownership of an Account. If we receive any conflicting instructions or claims to funds that are in an account, we may, in our sole discretion: (a) restrict the account and deny access to the funds; (b) hold the funds without liability to anyone until the conflicting claims are resolved to our satisfaction; (c) close the account and send the funds to the owner(s) of the account at the address on our records; and/or (d) refer the matter to an appropriate court or arbitrator for judgment or decision. (See also the “Dispute Resolution” section at the end of this agreement.) If we are notified of a dispute, we do not have to decide if the dispute has merit before we take further action. We may take these actions without any liability and without advance notice, unless required by applicable law. Levies and Garnishments. We must comply if we are served with any notice of garnishment or attachment, tax levy, injunction, restraining order, subpoena, or other legal process relating to your account. We may charge a legal process fee and may assess this fee against any account you maintain with us, including the account that is subject to the legal process. Levies and garnishments are subject to our right of set-off and security interests to the fullest extent permitted by applicable law. CLOSING OR FREEZING ACCOUNTS, INACTIVE ACCOUNTS Closing or Freezing Accounts. We may, at any time and without notice to you, close your account and terminate this agreement as to that account (except for those provisions of this agreement that are intended to survive account closing and termination) or freeze your account (close your account to further deposits, withdrawals, funds transfers and other account activity), if we believe the account was used in a manner that is inconsistent with the terms of this agreement; for example, by: Providing incorrect or misleading data to us when opening the account or at any time; Maintaining the account at a zero balance for 180 days or more; Exceeding any maximum principal balance or transaction dollar or frequency limits that we may have established in our discretion from time to time; Repeatedly exceeding the transfer frequency limitations for your High Yield Savings account disclosed in the “Transaction Limitations” section of the “Truth in Savings Disclosure”; Overdrawing the account; Engaging or attempting to engage in activity we believe is illegal or fraudulent; Residing outside the United States, APO/FPO, Puerto Rico, U.S. Virgin Islands, Guam, American Samoa or Northern Mariana Islands (or, if applicable, outside another U.S. territory or U.S. possession where we offer the account); Failing to fund the account within 30 days after we approve your application; Using or attempting to use the account for business or commercial purposes; or Linking or attempting to link your account to an account that you do not own or to a business account. We may also close your account at any time by giving you reasonable notice and returning your account balance to you electronically or by mail. Reasonable notice depends on the circumstances, and, in some cases, it might be reasonable for us to give you notice after we have closed or frozen the account. For instance, if we suspect fraudulent activity, we might immediately close or freeze your account and then give you notice. We may refuse to pay any debits or other items presented or re-presented to us for payment after we close or freeze your account, but we are not obligated to refuse to pay those debits or other items, and we will not be liable if we pay any debit or other item presented after we close or freeze your account.
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.
Termination Right The Representative shall have the right to terminate this Agreement at any time prior to any Closing Date, (i) if any domestic or international event or act or occurrence has materially disrupted, or in its opinion will in the immediate future materially disrupt, general securities markets in the United States; or (ii) if trading on any Trading Market shall have been suspended or materially limited, or minimum or maximum prices for trading shall have been fixed, or maximum ranges for prices for securities shall have been required by FINRA or by order of the Commission or any other government authority having jurisdiction, or (iii) if the United States shall have become involved in a new war or an increase in major hostilities, or (iv) if a banking moratorium has been declared by a New York State or federal authority, or (v) if a moratorium on foreign exchange trading has been declared which materially adversely impacts the United States securities markets, or (vi) if the Company shall have sustained a material loss by fire, flood, accident, hurricane, earthquake, theft, sabotage or other calamity or malicious act which, whether or not such loss shall have been insured, will, in the Representative’s opinion, make it inadvisable to proceed with the delivery of the Securities, or (vii) if the Company is in material breach of any of its representations, warranties or covenants hereunder, or (viii) if the Representative shall have become aware after the date hereof of such a material adverse change in the conditions or prospects of the Company, or such adverse material change in general market conditions as in the Representative’s judgment would make it impracticable to proceed with the offering, sale and/or delivery of the Securities or to enforce contracts made by the Underwriters for the sale of the Securities.
Termination for Bankruptcy In the event that either Party files for protection under bankruptcy laws, makes an assignment for the benefit of creditors, appoints or suffers appointment of a receiver or trustee over its property, files a petition under any bankruptcy or insolvency act or has any such petition filed against it which is not discharged within sixty (60) days of the filing thereof, then the other Party may terminate this Agreement effective immediately upon written notice to such Party.
Termination of Agreement for Cause 5.1.1. If A/E breaches any of the covenants or conditions of this AGREEMENT, COUNTY shall have the right to terminate this AGREEMENT upon ten (10) days written notice prior to the effective day of termination.
Death The Executive’s employment hereunder shall terminate upon his death.
