Common use of Effect of Termination for Any Reason Clause in Contracts

Effect of Termination for Any Reason. Termination of this Agreement for any reason shall have the following effects: (a) All outstanding unpaid invoices rendered by GCT shall become immediately payable by the DISTRIBUTOR and invoices in respect of Products ordered prior to termination but for which an invoice has not been submitted shall be payable immediately upon submission of invoice; (b) The appointment made pursuant to Article 2.1 and the right to use the Marks granted pursuant to Article 12 shall terminate immediately; (c) GCT shall be entitled (but not obligated) to repurchase from the DISTRIBUTOR all or part of any inventory of Products then held by the DISTRIBUTOR at the invoice value of such Products, provided that (i) GCT shall be responsible for arranging and for the cost of transport and insurance, and (ii) DISTRIBUTOR may sell Products for which it has accepted orders from customers prior to the date of termination; (d) DISTRIBUTOR shall at its own expense within thirty (30) days send to GCT (or otherwise dispose of in accordance with the instructions of GCT) any (i) sample Products, (ii) components of Products, (iii) Products loaned to DISTRIBUTOR by GCT to assist with repairs, and (iv) all promotion or sales material relating to the Products then in its possession or control; (e) DISTRIBUTOR shall cease to promote, market or advertise the Products or to make use of the Marks; (f) DISTRIBUTOR shall have no claim against GCT for compensation for loss of distribution rights, loss of goodwill or any similar loss; and

Effect of Termination for Any Reason. Termination of this Agreement for any reason shall have the following effects: (a) All outstanding unpaid invoices rendered by GCT shall become immediately payable by the DISTRIBUTOR and invoices in respect of Products ordered prior to termination but for which an invoice has not been submitted shall be payable immediately upon submission of invoice; (b) The appointment made pursuant to Article 2.1 and the right to use the Marks granted pursuant to Article 12 shall terminate immediately; (c) GCT shall be entitled (but not obligated) to repurchase from the DISTRIBUTOR all or part of any inventory of Products then held by the DISTRIBUTOR at the invoice value of such ProductsProducts (or if cover, the value at which they stand in the books of the DISTRIBUTOR), provided that (i) GCT shall be responsible for arranging and for the cost of transport and insurance, and (ii) DISTRIBUTOR may sell Products for which it has accepted orders from customers prior to the date of termination; (d) DISTRIBUTOR shall at its own expense within thirty (30) days send to GCT (or otherwise dispose of in accordance with the instructions of GCT) any (i) sample Products, (ii) components of Products, (iii) Products loaned to DISTRIBUTOR by GCT to assist with repairs, and (iv) all promotion or sales material relating to the Products then in its possession or control; (e) DISTRIBUTOR shall cease to promote, market or advertise the Products or to make use of the Marks; (f) DISTRIBUTOR shall have no claim against GCT for compensation for loss of distribution rights, loss of goodwill or any similar loss; and

Effect of Termination for Any Reason. Termination In the event of termination of this Agreement for any reason shall have the following effectsreason: (a) 15.3.1 All outstanding unpaid invoices rendered by GCT Cypress pursuant to this Agreement shall become immediately payable by the DISTRIBUTOR Distributor and invoices in respect of Products ordered prior to termination termination, but for which an invoice has not been submitted submitted, shall be payable immediately upon submission of invoice;. [*** ]. 15.3.2 Within fifteen (b15) The appointment made pursuant to Article 2.1 and the right to use the Marks granted pursuant to Article 12 shall terminate immediately; (c) GCT shall be entitled (but not obligated) to days of termination, Distributor may request that Cypress repurchase from the DISTRIBUTOR Distributor all or part of any inventory of Products then held by the DISTRIBUTOR Distributor at the invoice value then-current Distributor Cost List of such Products, Products provided that (ia) GCT all inventory to be repurchased heretowhich the repurchase request pertains, shall be subject to and must meet the return requirements set forth in Section 6.4 above, (b) Cypress shall be responsible for arranging and for the cost of transport and insurance, (c) Distributor pays twenty percent (20%) of the price of the inventory as restocking fee to Cypress, and (iid) DISTRIBUTOR may sell the inventory subject to the repurchase request does not include Products for which it Distributor has accepted purchase orders from customers End Users prior to the date of termination;, and (e) the inventory subject to the repurchase request does not include Products purchased under NCNR terms. [*** ], which shall be subject to the requirements and limitations set forth in Sections 6.3 and 6.4. (d) DISTRIBUTOR 15.3.3 Distributor shall at its own expense within thirty (30) days send to GCT Cypress (or otherwise dispose of in accordance with the instructions of GCTCypress) any (ia) sample Products, (iib) components of Products, (iiic) Products loaned to DISTRIBUTOR Distributor by GCT Cypress to assist with repairs, and (ivd) all promotion or sales material relating to the Products then in its possession or control;. (e) DISTRIBUTOR 15.3.4 Distributor shall cease to promote, market or advertise the Products or to make use of the Marks;. However, subject to the terms of this Agreement, Distributor may continue to sell and ship to End Users any Products purchased prior to the date of termination for a period of [*** ] after the date of termination for the sole purpose of depleting inventory of such Products. (f) DISTRIBUTOR 15.3.5 Cypress shall have no liability and Distributor shall have no claim against GCT Cypress for compensation for loss of distribution rights, loss of goodwill or any similar loss; and. 15.3.6 All licenses granted to Distributor hereunder to any applicable Software shall terminate. 15.3.7 Distributor shall make best efforts to promptly implement all post-termination tasks, including the shipping of any Products that Cypress repurchases pursuant to Section 15.3.2, the reconciliation of accounts, and payment of any monies dues Cypress.

Effect of Termination for Any Reason. Termination of this Agreement for any reason shall have the following effects: (a) All outstanding unpaid invoices rendered by GCT shall become immediately payable by the DISTRIBUTOR and invoices in respect of Products ordered prior to termination but for which an invoice has not been submitted shall be payable immediately upon submission of invoice; (b) The appointment made pursuant to Article 2.1 and the right to use the Marks granted pursuant to Article 12 shall terminate immediately; (c) In the event of termination by GCT for convenience, GCT shall be entitled to repurchase all of any inventory of Products from DISTRIBUTOR at the invoice value. Otherwise, GCT shall be entitled (but not obligated) to repurchase from the DISTRIBUTOR all or part of any inventory of Products then held by the DISTRIBUTOR at the invoice value of such Products, provided that (i) GCT shall be responsible for arranging and for the cost of transport and insurance, and (ii) DISTRIBUTOR may sell Products for which it has accepted orders from customers prior to the date of termination; (d) DISTRIBUTOR shall at its own expense within thirty (30) days send to GCT (or otherwise dispose of in accordance with the instructions of GCT) any (i) sample Products, (ii) components of Products, (iii) Products loaned to DISTRIBUTOR by GCT to assist with repairs, and (iv) all promotion or sales material relating to the Products then in its possession or control; (e) DISTRIBUTOR shall cease to promote, market or advertise the Products or to make use of the Marks; (f) DISTRIBUTOR shall have no claim against GCT for compensation for loss of distribution rights, loss of goodwill or any similar loss; and

Effect of Termination for Any Reason. Termination of this Agreement for any reason shall have the following effects: (a) All outstanding unpaid invoices rendered by GCT shall become immediately payable by the DISTRIBUTOR and invoices in respect of Products ordered prior to termination but for which an invoice has not been submitted shall be payable immediately upon submission of invoice; (b) The appointment made pursuant to Article 2.1 and the right to use the Marks granted pursuant to Article 12 shall terminate immediately; (c) GCT shall be entitled (but not obligated) to repurchase from the DISTRIBUTOR all or part of any inventory of Products then held by the DISTRIBUTOR at the invoice value of such Products, provided that (i) GCT shall be responsible for arranging and for the cost of transport and *** CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION insurance, and (ii) DISTRIBUTOR may sell Products for which it has accepted orders from customers prior to the date of termination; (d) DISTRIBUTOR shall at its own expense within thirty (30) days send to GCT (or otherwise dispose of in accordance with the instructions of GCT) any (i) sample Products, (ii) components of Products, (iii) Products loaned to DISTRIBUTOR by GCT to assist with repairs, and (iv) all promotion or sales material relating to the Products then in its possession or control; (e) DISTRIBUTOR shall cease to promote, market or advertise the Products or to make use of the Marks; (f) DISTRIBUTOR shall have no claim against GCT for compensation for loss of distribution rights, loss of goodwill or any similar loss; and