EFFECTIVENESS, TERM AND TERMINATION. 1. This Agreement shall become effective and legally binding on the Parties on the Effective Date.
2. Once commenced, Electric Service under the Agreement shall continue until the earliest of:
(a) termination by the Customer with respect to its Allocation upon ninety (90) days prior written notice to the Authority; (b) termination by the Authority pursuant to this Agreement, Service Tariff No. WNY-2, or the Rules; or (c) expiration of the Allocation by its own term as specified in Schedule A.
3. The Customer may exercise a partial termination of the Allocation upon at least sixty (60) days’ prior written notice to the Authority. The Authority will effectuate the partial termination as soon as practicable after receipt of such notice taking account of the Authority’s internal procedures and requirements of the Customer’s local electric utility.
4. The Authority may cancel service under this Agreement or modify the quantities of Firm Power and Firm Energy associated with the Allocation: (1) if such cancellation or modification is required to comply with any final ruling, order or decision of any regulatory or judicial body of competent jurisdiction (including any licensing or re-licensing order or orders of the FERC or its successor agency); or (2) as otherwise provided in this Agreement, Service Tariff No. WNY-2, or the Rules.
EFFECTIVENESS, TERM AND TERMINATION. 6.1. This Agreement shall become effective upon execution of the Settlement Agreement.
6.2 Unless otherwise stated, the term of the licenses granted herein shall end when the last patent to issue of any of the patents licensed herein expires, regardless of its filing date or date of issuance.
6.3 If any Party (the "breaching party") fails to substantially perform any material obligation of such Party set forth in this Agreement, and such failure is continuing more than sixty (60) days after the other Party (the "non-breaching party") gives the breaching party notice Subject to Federal Rule of Evidence 408 and Analogous State Law Principles and Written Nondisclosure Agreement Commitments Patent Cross-License Agreement of such failure, the non-breaching party shall be entitled to recover its actual damages resulting from such breach and may elect, without further notice, to be excused from future performance hereunder. Such election shall not affect the non-breaching party's right to recover its actual damages or to seek specific performance or other equitable relief.
6.4 A Party may, upon written notice to the other Party, terminate its rights under this Agreement or the rights granted to any of its Subsidiaries, Distributors or End Users. In the event that one Party elects to terminate rights with respect to itself or a particular Subsidiary, Distributor or End User, the covenants, licenses and rights granted under this Agreement to any other Persons shall not be affected in any way.
6.5 Notwithstanding anything contained herein to the contrary, if at any time PVI or Sportvision: (i) is acquired by a Competitor of the Other Party; (ii) acquires a Competitor of the Other Party; or (iii) merges with a Competitor of the Other Party, either directly or indirectly, through one or more transactions, such that the beneficial ownership of the fully diluted share capital pre-acquisition or pre-merger is diluted by more than fifty percent (50%) post-acquisition or post-merger, then the other Party shall have the right to terminate this Agreement within thirty (30) days following receipt of notice of such completed merger or acquisition. Such termination shall not affect the releases granted in Article 4. For the avoidance of doubt, the surviving entity in any permitted acquisition of, or permitted merger with, a Party may assume this Agreement.
EFFECTIVENESS, TERM AND TERMINATION. 4.1 This Agreement shall become effective after being duly executed by the Parties, and shall be automatically terminated upon expiration of the Cooperation Term set forth in Clause 4.2.
4.2 The term of cooperation under this Agreement shall start from the execution hereof and end on the expiration of five (5) years thereafter (the “Cooperation Term”). The term for any settlement under this Agreement shall be from July 1, 2018 to June 30, 2023.
4.3 This Agreement may be terminated prior to the expiration date by mutual consent of the Parties.
4.4 If this Agreement is terminated upon expiration of the Cooperation Term or in accordance with Clause 4.3 hereof, the provisions hereof will not be binding on the Parties, save that, Clauses 5, 6, 7, 8, 9 and 10 shall survive such termination. For the avoidance of doubt, in the event of expiration of the Cooperation Term, Tencent will continue to comply with the Non-competition Obligations under Clause 2 hereof during the Non-competition Term. In case of a breach by any Party prior to the expiration of the Cooperation Term or the termination hereof, the breaching party shall assume corresponding liabilities for such breach in accordance with Clause 6 hereof, and other matters and arrangements after the termination hereof will be arranged by the Parties through friendly negotiation as the circumstances may require.
EFFECTIVENESS, TERM AND TERMINATION. The Sale Right shall become effective on the Sale Right Exercise Date and may be exercised during the Sale Right Term. Owner agrees that it will not enter into any agreement to sell all or any part of the Property during the Sale Right Term other than as may be required by the Indenture (e.g., in the event of default), without the specific written request of the Host and delivery of an Opinion of Bond Counsel to the Owner substantially to the effect that such sale will not, in and of itself, adversely affect the exclusion of interest on the Bonds from gross income for purposes of federal income taxation.
EFFECTIVENESS, TERM AND TERMINATION. 8.1. This Agreement shall enter into force as of the day of its execution and shall have a fixed term of eighteen (18) months, save for any claims of any Party for breach of, or non-compliance with, the terms of this Agreement, which shall be unaffected by any termination of this Agreement until the expiry of the respective statutory limitation period for such claim.
8.2. This Agreement may be terminated with immediate effect:
(a) by the Company or the Bidder, if
(1) (i) the Offer Document has not been published by 15 July 2024; (ii) the Schedule TO is not filed with the SEC by 15 July 2024; (iii) the Delisting Purchase Offer expires and is not, or is not capable of being, consummated by 30 September 2024; or (iv) the FSE has not published its resolution on the Delisting by end of December 2024, provided, however, that the terminating Party is at the relevant point in time not in breach, in any material respect, of any of its material obligations under this Agreement;
(2) the respective other Party violates its material obligations under this Agreement and such violation has not been remedied within fifteen (15) Business Days after the breach was notified by the terminating Party, without prejudice to all other claims for damages resulting from any breach of any obligation under this Agreement;
(b) by the Company, if the Offer Announcement has not been published by the Bidder without undue delay (unverzüglich) upon signing of this Agreement; and
(c) by the Bidder, if the Management Board and/or the Supervisory Board does not support the Delisting Purchase Offer in the Joint Reasoned Statement and/or the Schedule 14D-9 as provided for in this Agreement, unless the relevant Party who is seeking to terminate this Agreement is responsible for (hat ursächlich zu vertreten) the non-occurrence or non-satisfaction of the event that triggers the relevant termination right.
8.3. The right to terminate this Agreement for good cause (aus wichtigem Xxxxx) shall remain unaffected. Good cause shall exist where the terminating Party, taking into account all circumstances of the specific case and weighing the interests of the Parties, cannot reasonably be expected (unzumutbar) to continue the contractual relationship through the remainder of the agreed fixed term (Section 314 para. 1 sent. 1 German Civil Code (Bürgerliches Gesetzbuch)).
8.4. Notice of any termination must be given in writing and must be made within seven (7) Business Days after the terminating Party has be...
EFFECTIVENESS, TERM AND TERMINATION. 10.1 This DPA shall be effective from March 31st, 2019 and shall have the same term as the Services Agreement. Save as otherwise agreed herein, termination rights and requirements shall be the same as set forth in the Services Agreement.
EFFECTIVENESS, TERM AND TERMINATION. 9.1 Upon execution by all the parties or their authorized agent, this Agreement shall come into force on the Effective Date.
9.2 Unless otherwise provided herein, this Agreement shall automatically terminate at 5:00 P.M. Tucson time on that date which is thirty (30) calendar days from the Effective Date.
EFFECTIVENESS, TERM AND TERMINATION. (a) This Contract shall be effective after signed and affixed with seal by the representatives of both parties. This Contract can be signed by fax.
(b) Should either party fail to perform its obligations hereunder and fail to make remedies within 15 days after being required by the other party, the other party may give a written notice to terminate this Contract.
EFFECTIVENESS, TERM AND TERMINATION. 9.1 Upon execution by all the parties or their authorized agent, the Agreement shall come into force on the date first written in this document.
9.2 Unless otherwise provided herein, the Agreement shall automatically terminate upon the transfer of all SCM shares to Xxx Xxx and/or its designee in accordance with the provisions of the Agreement (the transfer being deemed consummated when all procedures required under the China law are completed).
EFFECTIVENESS, TERM AND TERMINATION. 2.1 This Agreement shall only become effective upon the consummation of the Closing. If the APA is terminated for any reason prior to the Closing, then this Agreement shall also terminate and be of no further force or effect.
2.2 This Agreement shall expire on the later of (a) the earlier of (i) December 31, 2002 or (ii) the date on which AK POWER receives written notice from the ISO to the effect that none of the electric capacity of the Generating Plant is required for meeting the installed capacity requirements in New York City as determined by the ISO, or (b) the end of the capability period immediately preceding the capability period covered by the first auction for capacity sponsored by the ISO that occurs after the Closing Date.
2.3 The Parties agree that, notwithstanding any other provision of this Agreement, the APA or any other Ancillary Agreement, this Agreement may not be terminated prior to its expiration by either Party under any circumstances, including as a result of a breach, whether or not material, by the other Party, except pursuant to an agreement in writing executed by each Party.
2.4 If any Governmental Authority having jurisdiction over this Agreement requires any modification to, or imposes any condition on acceptance or approval of, this Agreement, then the Parties shall engage in good faith negotiations in order to amend this Agreement to satisfy, or otherwise address, such modification or condition. Notwithstanding the foregoing, the Parties acknowledge and agree that the effectiveness of Section 2.5 hereof is not contingent upon FERC approval.
2.5 In the event that the ISO Commencement Date does not occur by December 31, 2001, either Party may request the other Party to renegotiate in good faith the terms and conditions, including payment terms, for purchases of Installed Capacity under this Agreement. If, upon such request by either Party, the Parties are unable to reach agreement on such revised terms and conditions, AK POWER shall file tariffs governing such purchases with the appropriate regulatory agency or agencies, to become effective as of April 1, 2002, and, upon the effectiveness of such tariffs, as may be modified by such regulatory agency or agencies, the terms and conditions contained in the approved tariffs shall be binding upon the Parties and shall govern the purchases of Installed Capacity under this Agreement; provided, however, that Can Edison shall have the right to protest the tariffs filed by AK POWER to s...
