Definitions-Termination Conditions Precedent, Termination Notice, Termination Payment Sample Clauses

Definitions-Termination Conditions Precedent, Termination Notice, Termination Payment. For purposes of this Article 21, the “Termination Conditions Precedent” shall mean the following: (i) Tenant timely and properly delivers to Landlord a Termination Notice, (ii) no Event of Default shall have occurred under this Lease, (iii) the Termination Notice is accompanied by payment of fifty percent (50%) of the Termination Payment (as hereinafter defined), which payment shall be fully earned by Landlord when due and shall be nonrefundable under any circumstance when paid; and (iv) the balance of the Termination Payment (less an amount reasonably determined by Landlord as the interest that would be earned on fifty percent (50%) of the Termination Payment for a period of three hundred and thirty five (335) days at an interest rate determined by reference to the interest rate for a US Treasury Note with a maturity matching as closely as possible the three hundred and thirty five (335) day period as announced on the date of the Termination Notice in the Wall Street Journal or, if the Wall Street Journal is not in existence or no longer publishes such rates, a similar financial publication) is paid to Landlord on or before the date that is thirty (30) days prior to the Termination Date, which payment shall be fully earned by Landlord when due and shall be nonrefundable under any circumstance when paid. For purposes of this Article 21, a “Termination Notice” shall mean a written notice from Tenant duly delivered to Landlord on or prior to July 31, 2015, which expressly states the intention of Tenant to terminate this Lease in accordance with and subject to the terms and conditions of this Article 21. The “Termination Payment” shall mean an amount equal to Two Million One Hundred Seventy One Thousand Five Hundred Seventy Nine Dollars ($2,171,579), paid in lawful money of the United States by wire transfer of funds, without set-off, counterclaim, abatement or declaration.
Sample 1
AutoNDA by SimpleDocs

Related to Definitions-Termination Conditions Precedent, Termination Notice, Termination Payment

  • Termination Giving Rise to a Termination Payment If there is a Covered Termination by the Executive for Good Reason, or by the Company other than by reason of (i) death, (ii) disability pursuant to Section 11, or (iii) Cause, then the Executive shall be entitled to receive, and the Company shall promptly pay, Accrued Benefits and, in lieu of further base salary for periods following the Termination Date, as liquidated damages and additional severance pay and in consideration of the covenant of the Executive set forth in Section 13(a), the Termination Payment pursuant to Section 8(a).

  • Additional Termination Event If any "Additional Termination Event" is specified in the Schedule or any Confirmation as applying, the occurrence of such event (and, in such event, the Affected Party or Affected Parties shall be as specified for such Additional Termination Event in the Schedule or such Confirmation).

  • Additional Termination Events The following Additional Termination Events will apply:

  • Notice of Termination Events or Unmatured Termination Events A statement of the chief financial officer or chief accounting officer of the Seller setting forth details of any Termination Event or Unmatured Termination Event and the action which the Seller proposes to take with respect thereto.

  • Amendment Termination Etc This Agreement may not be orally amended, modified, extended or terminated, nor shall any oral waiver of any of its terms be effective. This Agreement may be amended, modified or extended, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and the Shareholders that hold a majority of the Registrable Securities held by all the Shareholders; provided, however, that any amendment, modification, extension or waiver (an “Amendment”) shall also require the consent of any Shareholder who would be disproportionately and adversely affected thereby. Each such Amendment shall be binding upon each of the Parties and each Holder subject hereto. In addition, each of the Parties and each Holder subject hereto may waive any right hereunder by an instrument in writing signed by such party or holder. This Agreement may be terminated only by an agreement in writing signed by the Company and each of the Shareholders who then hold Registrable Securities. No termination under this Agreement shall relieve any Person of liability for breach prior to termination. In the event this Agreement is terminated, each person entitled to indemnification or contribution under this Agreement shall retain such indemnification and contribution rights respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

  • Termination Event; Notice The Purchase Contracts and all obligations and rights of the Company and the Holders thereunder, including, without limitation, the rights of the Holders to receive and the obligation of the Company to pay any Purchase Contract Payments (including any deferred or accrued and unpaid Purchase Contract Payments), if the Company shall have such obligation, and the rights and obligations of Holders to purchase Common Stock, shall immediately and automatically terminate, without the necessity of any notice or action by any Holder, the Purchase Contract Agent or the Company, if, prior to or on the Purchase Contract Settlement Date, a Termination Event shall have occurred.

  • Right to Terminate Following Termination Event Sections 6(b)(ii)-(iv) are deleted in their entirety and replaced by the following:

  • Initiation; Confirmation; Termination (a) An agreement to enter into a Transaction may be made orally or in writing at the initiation of either Buyer or Seller. On the Purchase Date for the Transaction, the Purchased Securities shall be transferred to Buyer or its agent against the transfer of the Purchase Price to an account of Seller.

  • Term Termination 8.1 This Agreement shall be effective as of the date hereof and shall continue in force until terminated in accordance with the provisions herein.

  • Additional Termination Provisions Notwithstanding and in addition to the foregoing, in the event that (i) a Mortgage Loan becomes delinquent for a period of 90 days or more (a "Delinquent Mortgage Loan") or (ii) a Mortgage Loan becomes an REO Property, the Purchaser may at its election terminate this Agreement with respect to such Delinquent Mortgage Loan or REO Property, upon 15 days' written notice to the Seller.

Time is Money Join Law Insider Premium to draft better contracts faster.