Disposition of Policy Upon Termination of Agreement Sample Clauses

Disposition of Policy Upon Termination of Agreement. The Executive may dispose of the Policy upon termination of this Agreement by sale or otherwise except that no disposition of such Policy shall take place unless (i) the Corporation has certified to the Insurer that its interest in such Policy has been satisfied or released; or (ii) the Executive so certifies and the Corporation does not, within thirty (30) days after notice thereof, contest such certification.
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Disposition of Policy Upon Termination of Agreement. If this --------------------------------------------------- Agreement terminates pursuant to an event described in paragraph 5.1, Employee shall have the right to obtain a release of the collateral assignment of the Policy to Corporation. To obtain such release, Employee shall repay to Corporation within sixty (60) days of the Termination Event, the Corporate Interest. Alternatively, at the election of Employee prior to the expiration of said sixty (60) day period, Employee may request, in writing, that Corporation apply to Insurer for a loan from the Policy the proceeds of which shall be paid to Corporation in satisfaction of its Corporate Interest. Upon receipt of such amount, Corporation shall release the collateral assignment of the Policy, by the execution and delivery of an appropriate instrument of release. If Employee fails to exercise either such option within such sixty (60) day period, then, at the request of Corporation, Employee shall execute any document or documents required by Insurer to transfer the interest of Employee in the Policy to Corporation. Alternatively, Corporation may enforce its right to be repaid the Corporate Interest from the cash surrender value of the Policy under the collateral assignment of the Policy; provided that in the event the cash surrender value of the Policy exceeds the amount due Corporation, such excess shall be paid to Employee. Thereafter, neither Employee nor his respective heirs, assigns or beneficiaries shall have any further interest in and to the Policy, either under the terms thereof or under this Agreement.
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Disposition of Policy Upon Termination of Agreement. Upon the termination of this Agreement for any reason other than due to an Applicable Termination, the Company shall provide the Executive with a thirty (30) day option to purchase the Policy from the Company. The purchase price of the Policy shall be the greater of the then total cash value of the Policy or aggregate Policy premiums paid by the Company. If the Executive exercises such option to purchase the Policy, including paying the applicable purchase price thereof to the Company, the Company agrees to execute such documents as may be necessary to effect the transfer of ownership of the Policy to the Executive. If the Executive does not exercise such option to purchase the Policy, (a) the Executive agrees to execute such documents as may be necessary to release or transfer his interest, if any, in the Policy, including the right to designate Beneficiary(ies) as provided in the Agreement, to the Company, (b) the Company may make such disposition of the Policy as it determines to be appropriate, and (c) neither the Executive nor the Executive’s Beneficiary(ies) shall have any interest in any Proceeds of the Policy.
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Disposition of Policy Upon Termination of Agreement. For thirty (30) days after the date of the termination of this Agreement, the Employee shall have the assignable option to purchase the Policy from the Corporation. The purchase price for the Policy shall be an amount equal to the cash surrender value, including dividend accumulations and the cash value of dividend additions existing in the Policy at the end of the period of which premiums have been paid. If the Policy shall then be encumbered by assignment, policy loan, or otherwise, the Corporation shall either remove such encumbrance, or reduce the sale price to the Employee by the total amount of indebtedness outstanding against the Policy. Upon receipt of such amount, the Corporation shall transfer all of its rights, title and interest in and to the Policy to the Employee or his or her assignee, by the execution and delivery of an appropriate instrument of transfer. If the Employee or his or her assignee fails to exercise such option within such thirty (30) day period, then the Corporation may enforce its right to be repaid for the cash surrender value which it paid hereunder by surrendering or canceling the Policy for its cash surrender value, or it may change the beneficiary designation provisions of the Policy, naming itself or any other person or entity as revocable beneficiary thereof, or exercise any other ownership rights in and to the Policy, without regard to the provisions thereof. Thereafter, neither the Employee, his or her assignee nor their heirs, assigns or beneficiaries shall have any further interest in and to the Policy, either under the terms thereof or under this Agreement.
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Disposition of Policy Upon Termination of Agreement. Except as provided in Section 3.2 of this Agreement, the Executive may dispose of all or any portion of the Policy upon termination of this Agreement by sale or otherwise except that no disposition of such the Policy shall take place unless: (i) the Employer, or if Employer has assigned its rights under this Agreement, the Employer's assignee, has certified to the Insurer that its interest in such the Policy has been satisfied or released; or (ii) the Executive so certifies with written notice to the Employer (or its assignee), and the Employer (or its assignee) does not, within thirty (30) days after such notice, contest such certification.
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Disposition of Policy Upon Termination of Agreement. The Trustee may dispose of this Policy upon termination of this Agreement by sale or otherwise except that no disposition of such Policy shall take place if the Corporation has not certified to the Insurer that its interest in such Policy has been satisfied or released.
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Disposition of Policy Upon Termination of Agreement. Upon the termination of this Agreement for any reason other than Section 8(d) above, the Policyholder shall have a thirty (30) day option to satisfy the Collateral Assignment regarding the Policy held by the Employer in accordance with the terms of this Section 9. The amount necessary to satisfy such Collateral Assignment shall be an amount equal to the total premium payments made, from time to time, by the Employer pursuant to Section 2 hereof, and, at the option of the Policyholder, either shall be paid directly by the Policyholder or through the Employer's collection from the cash value under the Policy. If the Policy shall then be encumbered by assignment, policy loan, or other means which have been the result of the Employer's actions, the Employer shall either remove such encumbrance, or reduce the amount necessary to satisfy the Collateral Assignment by the total amount of indebtedness outstanding against the Policy. The provisions of this Section 9 are subject to the terms of Section 6 if the Policy's supplemental agreements have been activated. If the Policyholder exercises his/her option to satisfy the Collateral Assignment, the Employer shall execute all necessary documents required by the Insurer to remove and satisfy the Collateral Assignment outstanding on the Policy. If the Policyholder does not exercise his/her option to satisfy the Collateral Assignment outstanding on the Policy, the Policyholder shall execute all documents necessary to transfer ownership of the Policy to the Employer. Such transfer shall constitute satisfaction of any obligation the Policyholder has to the Employer with respect to this Agreement. The Employer shall then pay to the Policyholder the amount, if any, by which the cash surrender value of the Policy exceeds the amount necessary to satisfy the Collateral Assignment.
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Disposition of Policy Upon Termination of Agreement. Upon the termination of this Agreement for any reason other than Section 8(c) or Section 8(e) above, the Employee shall have the option for 90 days of obtaining the release of the Collateral Assignment of the Policy to the Employer. To obtain such release, the Employee shall repay to the Employer the total amount of unreimbursed premium payments made by the Employer pursuant to Section 2. Upon receipt of such amount, the Employer shall release the Collateral Assignment of the Policy. If the Employee does not repay such amount to the Employer within the time period provided above, the Employer may enforce its rights under the Collateral Assignment but the Employee shall not be liable for any deficiency realized by the Employer upon the exercise of the Employer's rights under the Collateral Assignment.
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Disposition of Policy Upon Termination of Agreement. Upon any termination of this Agreement --
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Related to Disposition of Policy Upon Termination of Agreement

  • Transition of Registry upon Termination of Agreement Upon expiration of the Term pursuant to Section 4.1 or Section 4.2 or any termination of this Agreement pursuant to Section 4.3 or Section 4.4, Registry Operator shall provide ICANN or any successor registry operator that may be designated by ICANN for the TLD in accordance with this Section 4.5 with all data (including the data escrowed in accordance with Section 2.3) regarding operations of the registry for the TLD necessary to maintain operations and registry functions that may be reasonably requested by ICANN or such successor registry operator. After consultation with Registry Operator, ICANN shall determine whether or not to transition operation of the TLD to a successor registry operator in its sole discretion and in conformance with the Registry Transition Process; provided, however, that (i) ICANN will take into consideration any intellectual property rights of Registry Operator (as communicated to ICANN by Registry Operator) in determining whether to transition operation of the TLD to a successor registry operator and (ii) if Registry Operator demonstrates to ICANN’s reasonable satisfaction that (A) all domain name registrations in the TLD are registered to, and maintained by, Registry Operator or its Affiliates for their exclusive use, (B) Registry Operator does not sell, distribute or transfer control or use of any registrations in the TLD to any third party that is not an Affiliate of Registry Operator, and (C) transitioning operation of the TLD is not necessary to protect the public interest, then ICANN may not transition operation of the TLD to a successor registry operator upon the expiration or termination of this Agreement without the consent of Registry Operator (which shall not be unreasonably withheld, conditioned or delayed). For the avoidance of doubt, the foregoing sentence shall not prohibit ICANN from delegating the TLD pursuant to a future application process for the delegation of top-­‐level domains, subject to any processes and objection procedures instituted by ICANN in connection with such application process intended to protect the rights of third parties. Registry Operator agrees that ICANN may make any changes it deems necessary to the IANA database for DNS and WHOIS records with respect to the TLD in the event of a transition of the TLD pursuant to this Section 4.5. In addition, ICANN or its designee shall retain and may enforce its rights under the Continued Operations Instrument for the maintenance and operation of the TLD, regardless of the reason for termination or expiration of this Agreement.

  • Procedure Upon Termination (a) Notice of any termination pursuant to clause (i) of Section 9.30(a), specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Special Servicer to the Trustee and the Certificate Administrator no later than the later of (i) five (5) Business Days after the final payment or other liquidation of the last Mortgage Loan or (ii) the sixth (6th) day of the month in which the final Distribution Date will occur. Upon any such termination, the rights and duties of the Special Servicer (other than the rights and duties of the Special Servicer pursuant to Sections 9.8, 9.21, 9.23, 9.24 and 9.28 hereof) shall terminate and the Special Servicer shall transfer to the Master Servicer the amounts remaining in each REO Account and shall thereafter terminate each REO Account and any other account or fund maintained with respect to the Specially Serviced Mortgage Loans. (b) On the date specified in a written notice of termination given to the Special Servicer pursuant to clause (ii) of Section 9.30(a), all authority, power and rights of the Special Servicer under this Agreement, whether with respect to the Specially Serviced Mortgage Loans or otherwise, shall terminate, subject to the Special Servicer’s right to receive compensation and indemnification as expressly provided herein, as well as the benefit of any other rights that survive termination hereunder; provided, that in no event shall the termination of the Special Servicer be effective until the Trustee or other successor Special Servicer shall have succeeded the Special Servicer as successor Special Servicer, notified the Special Servicer of such designation, and such successor Special Servicer shall have assumed the Special Servicer’s obligations and responsibilities, as set forth in an agreement substantially in the form hereof, with respect to the Specially Serviced Mortgage Loans. The Trustee or other successor Special Servicer may not succeed the Special Servicer as Special Servicer until and unless it has satisfied the provisions that would apply to a Person succeeding to the business of the Special Servicer pursuant to Section 9.20 hereof and otherwise complies with Section 9.30(g). The Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Special Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination. The Special Servicer agrees to cooperate with the Trustee in effecting the termination of the Special Servicer’s responsibilities and rights hereunder as Special Servicer including, without limitation, providing the Trustee all documents and records in electronic or other form reasonably requested by it to enable the successor Special Servicer designated by the Trustee to assume the Special Servicer’s functions hereunder and to effect the transfer to such successor for administration by it of all amounts which shall at the time be or should have been deposited by the Special Servicer in any REO Account and any other account or fund maintained or thereafter received with respect to the Specially Serviced Mortgage Loans. On the date specified in a written notice of termination given to the Special Servicer pursuant to clause (ii) of Section 9.30(a), all authority, power and rights of the Special Servicer under this Agreement with respect to the applicable Serviced Pari Passu Mortgage Loan, whether such Mortgage Loan is a Specially Serviced Mortgage Loan or otherwise, shall terminate. The Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Special Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination.

  • Procedure Upon Termination of Trust Fund (a) Notice of any termination pursuant to the provisions of Section 7.01, specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Trustee by first class mail to Certificateholders mailed upon (x) the sale of all of the property of the Trust Fund by the Trustee pursuant to Section 7.01(b) or (y) upon the final payment or other liquidation of the last Mortgage Loan or REO Property in the Trust Fund. Such notice shall specify (A) the Distribution Date upon which final distribution on the Certificates of all amounts required to be distributed to Certificateholders pursuant to Section 5.02 will be made upon presentation and surrender of the Certificates at the Corporate Trust Office, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. The Trustee shall give such notice to the Master Servicer and the Certificate Registrar at the time such notice is given to Holders of the Certificates. Upon any such termination, the duties of the Certificate Registrar with respect to the Certificates shall terminate and the Trustee shall terminate or request the Master Servicer to terminate, the Collection Account it maintains, the Certificate Account and any other account or fund maintained with respect to the Certificates, subject to the Trustee’s obligation hereunder to hold all amounts payable to Certificateholders in trust without interest pending such payment. (b) In the event that all of the Holders do not surrender their Certificates for cancellation within three months after the time specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within one year after the second notice any Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps to contact the remaining Certificateholders concerning surrender of such Certificates, and the cost thereof shall be paid out of the amounts distributable to such Holders. If within two years after the second notice any Certificates shall not have been surrendered for cancellation, the Trustee shall, subject to applicable state law relating to escheatment, hold all amounts distributable to such Holders for the benefit of such Holders. No interest shall accrue on any amount held by the Trustee and not distributed to a Certificateholder due to such Certificateholder’s failure to surrender its Certificate(s) for payment of the final distribution thereon in accordance with this Section. (c) Any reasonable expenses incurred by the Trustee in connection with any termination or liquidation of the Trust Fund shall be reimbursed from proceeds received from the liquidation of the Trust Fund.

  • Actions Upon Termination In the event of termination not the fault of the Contractor, the Contractor shall be paid for the services properly performed prior to termination, together with any reimbursable expenses then due, but in no event shall such compensation exceed the maximum compensation to be paid under the Contract. The Contractor agrees that this payment shall fully and adequately compensate the Contractor and all subcontractors for all profits, costs, expenses, losses, liabilities, damages, taxes, and charges of any kind whatsoever (whether foreseen or unforeseen) attributable to the termination of this Contract. Upon termination for any reason, the Contractor shall provide Seattle with the most current design documents, contract documents, writings and other product it has completed to the date of termination, along with copies of all project-related correspondence and similar items. Seattle shall have the same rights to use these materials as if termination had not occurred.

  • Recovery upon Termination On the termination of the Contract for any reason, the Contractor shall at its cost:

  • Withdrawals upon Termination 27.4.1 Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

  • Payments Upon Termination A. Upon termination of the Executive's employment hereunder, the Company shall be obligated to pay and the Executive shall be entitled to receive, on the pay date for the pay period in which the termination occurs, all accrued and unpaid Base Salary to the date of termination. In addition, the Executive shall be entitled to any benefits to which he is entitled under the terms of any applicable employee benefit plan or program or applicable law. B. Except as provided in Section 7(A), upon termination of the Executive's employment by the Company without Cause or by the Executive due to Good Reason, in addition to the amount set forth in Section 6(A), the Company shall be obligated to pay, and the Executive shall be entitled to receive, (i) Base Salary for a period of three years and (ii) continued medical and dental benefits for a period of three years at no cost to the Executive. The Company may cease all payments of Base Salary and bonus under this Section 6(B) in the event of a willful breach by the Executive of the provisions of Sections 8, 9 or 10 of this Agreement or any inadvertent breach that continues after notice given to the Executive by the Company. As a condition precedent to the receipt of any of the severance benefits hereunder the Executive hereby agrees to execute a release of claims against the Company and its affiliates in form and substance reasonably satisfactory to the Company. C. In the event Executive elects to terminate employment as set forth in Section 5(F) then in such event any options not vested as set forth in Section 3(B) shall terminate. D. Upon any termination or expiration of the Executive's employment hereunder pursuant to Section 5, the Executive shall have no further liability or obligation under or in connection with this Agreement; provided, however, that the Executive shall continue to be subject to the provisions of Sections 8, 9, 10, 11 and 12 hereof (it being understood and agreed that such provisions shall survive any termination or expiration of the Executive's employment hereunder for any reason). Upon any Voluntary Termination by the Executive (other than a resignation by the Executive for Good Reason), or expiration of Executive's employment agreement, the Company shall have no further liability under or in connection with this Agreement, except to pay the portion of the Executive's Base Salary earned or accrued at the date of termination.

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Survival Upon Termination If this Agreement is terminated pursuant to this Article 11, such termination will be without any further liability or obligation of any party hereto, except as provided in Section 6.4, Section 7.3, Section 7.7, Article 10, Section 11.5 and Section 11.6.

  • Amendment or Termination of Agreement This Agreement may be changed or terminated only upon the mutual written consent of the Company and Executive. The written consent of the Company to a change or termination of this Agreement must be signed by an executive officer of the Company after such change or termination has been approved by the Board.

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