Early Termination and Termination Payment Sample Clauses

Early Termination and Termination Payment. Provided that no Event of Default has occurred and is then continuing and no facts or circumstances exist, either at the time of Tenant’s notice to Landlord or on the date such termination would otherwise be effective, which, with the giving of notice or the passage of time, or both, would constitute an Event of Default, Tenant shall have the right to terminate this Lease effective on December 31, 2008 (the “Termination Option”). In order to exercise the Termination Option, Tenant must notify Landlord of such exercise on or before February 28, 2008 (such date, or any earlier date on which Tenant delivers to Landlord a Termination Waiver (as defined below), is referred to as the “Termination Option Expiration Date”), and together with such notice, provide written consent by PM USA of such exercise by Tenant of the Termination Option, and further, together with such notice Tenant shall deliver to Landlord an amount equal to One Hundred Thirteen Thousand Seventy Four and No/100 Dollars ($113,074.00) as an agreed-upon payment as liquidated damages. Tenant may at any time waive the Termination Option by written notice to Landlord (a “Termination Waiver”), and any such Termination Waiver shall be irrevocable, and, upon delivery of the Termination Waiver, the Termination Option shall expire and terminate and have no further effect. Nothing contained herein shall be deemed to relieve Tenant of its obligation to pay Rent through the effective date of such termination (in addition to the termination payment). In the event Tenant fails to exercise the Termination Option by February 28, 2008 (or Tenant fails to deliver the above-described written consent by PM USA or the termination payment by such date), Tenant shall be deemed to have waived the Termination Option. This Termination Option is personal to Priority Fulfillment Services, Inc. (or to PM USA in the event the Lease is assigned to PM USA pursuant to a PM USA Assignment) and shall become null and void upon the occurrence of an assignment of the Lease (other than a PM USA Assignment) or a sublet of all or a part of the Demised Premises.
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Related to Early Termination and Termination Payment

  • Early Termination of Agreement This Agreement may be terminated prior to the Ending Date upon any one of the following events:

  • Early Termination In the absence of any material breach of this Agreement, should the Trust elect to terminate this Agreement prior to the end of the term, the Trust agrees to pay the following fees:

  • Payment upon Early Termination (a) Within three (3) calendar days after an Early Termination Effective Date, the Corporate Taxpayer shall pay to each TRA Party an amount equal to the Early Termination Payment in respect of such TRA Party. Such payment shall be made by wire transfer of immediately available funds to a bank account or accounts designated by such TRA Party or as otherwise agreed by the Corporate Taxpayer and such TRA Party or, in the absence of such designation or agreement, by check mailed to the last mailing address provided by such TRA Party to the Corporate Taxpayer.

  • Early Termination Benefit If Early Termination occurs, the Bank shall distribute to the Executive the benefit described in this Section 2.2 in lieu of any other benefit under this Article.

  • Early Termination Fee In the event that the Funds terminate this Agreement prior to the five (5) year anniversary of the Effective Date (the “Anniversary Date”), other than due to the Transfer Agent’s bankruptcy under Section 12.6, or for cause under Section 12.7, or under Section 4.2 in the event the Transfer Agent ceases to be a registered transfer agent under the 1934 Act, or under Section 4.9 in the event the Transfer Agent violates clauses (a) or (b) of that Section, the Funds shall pay to the Transfer Agent an early termination fee (the “Early Termination Fee”), the amount of which shall be determined as follows:

  • Automatic Early Termination The "Automatic Early Termination" provision of Section 6(a) will not apply to Party A or Party B.

  • 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.

  • Early Termination of Services Termination at any time upon 90 days’ prior written notice. Notwithstanding the second sentence of Section 4(b) of the Agreement, individual services within this schedule may be terminated without all other Services being simultaneously terminated. Upon the early termination of any Service(s) in this Schedule, Early Termination Fees of 75% of monthly costs shall be charged each month for 3 months.

  • Early Termination Notice If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above, the Corporate Taxpayer shall deliver to each TRA Party a notice (“Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporate Taxpayer’s intention to exercise such right and showing in reasonable detail the calculation of the Early Termination Payment(s) due for each TRA Party. Each Early Termination Schedule shall become final and binding on all parties thirty (30) calendar days from the first date on which all TRA Parties are treated as having received such Schedule or amendment thereto under Section 7.1 unless, prior to such thirtieth calendar day, the TRA Party Representative (a) provides the Corporate Taxpayer with notice of a material objection to such Schedule made in good faith (“Material Objection Notice”) or (b) provides a written waiver of such right of a Material Objection Notice, in which case such Schedule will become binding on the date the waiver is received by the Corporate Taxpayer (the “Early Termination Effective Date”). If the Corporate Taxpayer and the TRA Party Representative, for any reason, are unable to successfully resolve the issues raised in such notice within thirty (30) calendar days after receipt by the Corporate Taxpayer of the Material Objection Notice, the Corporate Taxpayer and the TRA Party Representative shall employ the Reconciliation Procedures in which case such Schedule shall become binding ten (10) calendar days after the conclusion of the Reconciliation Procedures.

  • Effect of Termination; Termination Fee (a) In the event of the termination and abandonment of this Agreement pursuant to Section 10.1, the Agreement shall terminate and have no effect, except as otherwise provided herein and except that the provisions of this Section 10.2, Section 10.5 and Article 11 of this Agreement shall survive any such termination and abandonment.

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