Common use of Effectiveness; Term Clause in Contracts

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for the Initial Term set forth in the Factoring Agreement made a part of this Agreement and shall be deemed automatically renewed for successive twelve (12) month periods. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) as follows: (a) Seller may terminate this Agreement at the end of the Term without payment of an Early Termination Fee, provided Seller gives at least thirty (30) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty (30) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1, then in addition to all of the Obligations, the Early Termination Fee shall also be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Buyer's ownership of the Purchased Receivables, and this Agreement shall continue to be effective, and Buyer's rights and remedies hereunder shall survive such termination, until all transactions entered into and Obligations incurred hereunder or in connection herewith have been completed and satisfied in full.

Appears in 4 contracts

Samples: Factoring Agreement Terms, Factoring Agreement Terms, Factoring Agreement Terms

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Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer Xxxxx and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for the Initial Term set forth in the Factoring Agreement made a part of this Agreement and shall be deemed automatically renewed for successive twelve (12) month periods. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) as follows: (a) Seller may terminate this Agreement at the end of the Term without payment of an Early Termination Fee, provided Seller gives at least thirty (30) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty (30) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1, then in addition to all of the Obligations, the Early Termination Fee shall also be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Buyer's ownership of the Purchased Receivables, and this Agreement shall continue to be effective, and BuyerXxxxx's rights and remedies hereunder shall survive such termination, until all transactions entered into and Obligations incurred hereunder or in connection herewith have been completed and satisfied in full.

Appears in 3 contracts

Samples: Factoring Agreement Terms, Factoring Agreement Terms, Factoring Agreement Terms

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for an initial term of one (1) month from the Initial Term set forth in the Factoring Agreement made a part of this Agreement initial Funding Date and shall be deemed automatically renewed for successive twelve one (121) month periods. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) as follows: (a) Seller may terminate this Agreement at the end of the Term without payment of an Early Termination Fee, provided Seller gives at least thirty seven (307) days written notice prior to the end of the initial Term poor to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty seven (307) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. There shall be no Early Termination Pee for the Initial Tem. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's ’s right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's ’s liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 513 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's ’s security interest in the Collateral and Collateral, Buyer's ’s ownership of the Purchased Receivables, Buyer’s indemnity portion of the Obligations, any other tights granted to Buyer or Seller’s Obligations, and this Agreement shall continue to be effective, and Buyer's ’s rights and remedies hereunder hereunder, including rights granted under this Agreement, the UCC, at law or in equity shall survive such termination, until all transactions entered into Indemnity Obligations, and other Obligations incurred hereunder under this Agreement or in connection herewith have been completed and satisfied in full.

Appears in 2 contracts

Samples: Factoring Agreement, Factoring Agreement (Stellar Acquisition III Inc.)

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for an initial term of eighteen (18) months from the Initial Term set forth in the Factoring Agreement made a part of this Agreement Funding Date and shall be deemed automatically renewed for successive twelve (12) month periods. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term") as follows: (a) Seller may terminate this Agreement at the end of the Term without without, payment of an Early Termination Fee, provided Seller gives at at. least thirty (30) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty (30) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the "Early Termination Fee"). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also in full of all Obligations, including the Early Termination Fee; and (c) This Agreement shall automatically terminate following the occurrence of an Event of Default, under Section 9. Upon any such termination following an Event of Default, all Obligations, including the Early Termination Fee, shall be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record Record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 513 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Collateral, Buyer's (ownership of the Purchased Receivables, Buyer’s Indemnity portion of the Obligations, any other rights granted to Buyer or Seller’s Obligations, and this Agreement shall continue to be effective, and Buyer's rights and remedies hereunder hereunder, including rights granted under this Agreement, the UCC, at law or in equity shall survive such termination, until all transactions entered into Indemnity Obligations, and other Obligations incurred hereunder under this Agreement or in connection herewith have been completed and satisfied in full.

Appears in 1 contract

Samples: Factoring Agreement (Monster Digital, Inc.)

Effectiveness; Term. This Agreement shall only ------------------- become effective upon execution and delivery by Seller and acceptance by Buyer and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for an initial term of six months from the Initial Term set forth in the Factoring Agreement made a part of this Agreement date hereof and shall be deemed ---------- automatically renewed for successive twelve (12) six-month periods. Unless --------- earlier terminated as provided in this Agreement, all All Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term initial term or any renewal term (each, a "Term") as follows: (a) Seller may terminate this Agreement at the end of the Term without payment of an Early Termination Fee, provided Seller gives at least thirty (30) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty (30) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.501%) of the --- -- Maximum Credit multiplied by the number of months remaining in the then-current Term (the "Early Termination Fee"). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (cb) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Buyer's ownership of the Purchased Receivables, and this Agreement shall continue to be effective, and Buyer's rights and remedies hereunder shall survive such termination, until all transactions entered into and Obligations incurred hereunder or in connection herewith have been completed and satisfied in full.

Appears in 1 contract

Samples: Factoring Agreement (MRL Inc)

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer Xxxxx and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for the Initial Term set forth in the Factoring Agreement made a part of this Agreement and shall be deemed automatically renewed for successive twelve (12) month periodsa Renewal Term, and will continue to renew for each Renewal Term thereafter unless this Agreement is terminated. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the Initial Term or last renewal termRenewal Term, and if the Obligations are not timely paid by the expiration of the Initial Term or such Renewal Term, then, in Buyer’s sole discretion, this Agreement may be renewed for a Renewal Term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) Renewal Term as follows: (a) Seller may terminate this Agreement at the end of the Initial Term or Renewal Term without payment of an Early Termination Fee, provided Seller gives at least thirty sixty (3060) days, but not to exceed ninety (90) days written notice prior to the end of the Initial Term or any renewal termRenewal Term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty sixty (3060) days prior written notice and paying Buyer an Early Termination Fee equal to one half quarter of one percent (0.500.25%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's ’s right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's ’s liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 513 of the UCC. Notwithstanding the foregoing, any termination of If this Agreement shall not affect Buyer's security interest in is terminated and Seller enters into a new financing transaction with any other financing source, Buyer is under no obligation to enter into any form of agreement with the Collateral and Buyer's ownership new financing source. The Amendment affects only the above listed Section(s) of the Purchased Receivables, Agreement and this all other provisions of the Agreement shall continue to be effectiveremain unchanged and in force as written or thereafter amended in writing. This Amendment shall become effective when it is accepted and executed by an authorized officer of Buyer. For BVF office use only: ADD: {{Int_es_:signer2:initials}} CL: {{Int_es_:signer2:initials}} MISC: {{Int_es_:signer2:initials}} MF: {{Int_es_:signer2:initials}} RT: {{Int_es_:signer2:initials}} AGREED: SELLER: ADEX CORPORATION HWN, and Buyer's rights and remedies hereunder shall survive such termination, until all transactions entered into and Obligations incurred hereunder or in connection herewith have been completed and satisfied in full.INC. BY: {{ Sig_es_:signer1:Signature }} BY: {{ Sig_es_:signer2:Signature }} {{ *Ttl_es_:signer1:Title }} {{ *Ttl_es_:signer2:Title }} (TITLE) (TITLE) DATE: {{ *Dte_es_:signer1:Date }} DATE: {{ *Dte_es_:signer2:Date }} SECURE VOICE CORP. BY: {{ Sig_es_:signer1:Signature }} {{ *Ttl_es_:signer1:Title }} (TITLE) DATE: {{ *Dte_es_:signer1:Date }} ACCEPTED: BUYER: CSNK WORKING CAPITAL FINANCE CORP. D/B/A BAY VIEW FUNDING BY: {{ Sig_es_:signer3:Signature }} {{ *Ttl_es_:signer3:Title }} (TITLE) DATE: {{ *Dte_es_:signer3:Date }} For BVF office use only: ADD: {{Int_es_:signer2:initials}} CL: {{Int_es_:signer2:initials}} MISC: {{Int_es_:signer2:initials}} MF: {{Int_es_:signer2:initials}} RT: {{Int_es_:signer2:initials}}

Appears in 1 contract

Samples: Factoring Agreement (High Wire Networks, Inc.)

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Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer Xxxxx and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for the Initial Term set forth in the Factoring Agreement made a part of this Agreement and shall be deemed automatically renewed for successive twelve (12) month periodsa Renewal Term, and will continue to renew for each Renewal Term thereafter unless this Agreement is terminated. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the Initial Term or last renewal termRenewal Term, and if the Obligations are not timely paid by the expiration of the Initial Term or such Renewal Term, then, in Buyer’s sole discretion, this Agreement may be renewed for a Renewal Term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) Renewal Term as follows: (a) Seller may terminate this Agreement at the end of the Initial Term or Renewal Term without payment of an Early Termination Fee, provided Seller gives at least sixty (60) days, but not to exceed ninety (90) days written notice prior to the end of the Initial Term or any Renewal Term; (b) Seller may terminate this Agreement at any time without payment of an Early Termination Fee, provided Seller gives at least thirty (30) days written days’ notice prior to the end of the Initial Term or any renewal termand Buyer is paid off through Replacement Financing; (bc) Seller may terminate this Agreement at any time after giving Buyer at least thirty sixty (3060) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the "Early Termination Fee"). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (cd) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 513 of the UCC. If this Agreement is terminated and Seller enters into a new financing transaction with any other financing source, Buyer is under no obligation to enter into any form of agreement with the new financing source. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Collateral, Buyer's ownership of the Purchased Receivables, Buyer’s Indemnity portion of the Obligations, any other rights granted to Buyer or Seller’s Obligations, and this Agreement shall continue to be effective, and BuyerXxxxx's rights and remedies hereunder hereunder, including rights granted under this Agreement, the UCC, at law or in equity shall survive such termination, until all transactions entered into Indemnity Obligations, and other Obligations incurred hereunder under this Agreement or in connection herewith have been completed and satisfied in full.

Appears in 1 contract

Samples: Factoring Agreement (Recruiter.com Group, Inc.)

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller Xxxxxxxx and acceptance by Buyer Lender and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for an initial term of twelve (12) months from the Initial Term date of this Agreement as set forth in the Factoring Agreement made a part of this Agreement introductory paragraph hereof and shall be deemed automatically renewed for successive twelve (12twelve-(12) month periods. Unless earlier terminated as provided in this Agreement, all Obligations Obli- gations shall be due and payable in full at the expiration of the last renewal termTerm. This Agreement may be terminated prior to the end of the Initial Term initial or any renewal term (each, a "Term") as follows: (a) Seller Borrower or Lender may terminate this Agreement as of the end of any Term by either party giving the other written notice at least thirty (30) days prior to the end of such Term. If either Borrower or Lender so notifies the other, all Obligations shall be due and payable in full at the end of such Term; (b) In addition to being able to terminate this Agreement at the end of the Term without payment of an Early Termination Feeeach Term, provided Seller gives at least thirty (30) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller Borrower may terminate this Agreement at any other time after giving Buyer Lender at least thirty (30) days prior written notice and paying Buyer Lender an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining as set forth in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination FeeSection 2.6. Any such termination shall be effective upon payment to Buyer Lender in full of all Obligations, including the Early Termination Fee; and (c) Buyer may Lender shall also have the right to terminate this Agreement without notice for any reason. Upon any such terminationas set forth in Section 6.2 upon and after the occurrence of an Event of Default or, all Obligations shall be immediately due and payable as set forth in full. If Buyer terminates Section 6.2, this Agreement shall automatically terminate following the occurrence of an Event of Default under I.1Section 6.1(i) or (j). Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's security interest in the Collateral and Buyer's ownership of the Purchased Receivables, and this Agreement shall continue to be effective, and Buyer's rights and remedies hereunder shall survive such termination, until all transactions entered into and Obligations incurred hereunder or in connection herewith have been completed and satisfied in full.

Appears in 1 contract

Samples: Security Agreement (Source Scientific Inc)

Effectiveness; Term. This Agreement shall only become effective upon execution and delivery by Seller and acceptance by Buyer and, unless earlier terminated as provided in this Agreement, shall continue in full force and effect for an initial term of twelve (12) months from the Initial Term set forth in the Factoring Agreement made a part of this Agreement Funding Date and shall be deemed automatically renewed for successive twelve (12) month periods. Unless earlier terminated as provided in this Agreement, all Obligations shall be due and payable in full at the expiration of the last renewal term. This Agreement may be terminated prior to the end of the Initial Term or any renewal term (each, a Term) as follows: (a) Seller may terminate this Agreement at the end of the Term without payment of an Early Termination Fee, provided Seller gives at least thirty sixty (3060) days written notice prior to the end of the Initial Term or any renewal term; (b) Seller may terminate this Agreement at any time after giving Buyer at least thirty sixty (3060) days prior written notice and paying Buyer an Early Termination Fee equal to one half of one percent (0.50%) of the Maximum Credit multiplied by the number of months remaining in the then-current Term (the Early Termination Fee). Any partial month remaining in such Term shall constitute a full month for the purpose of calculating the Early Termination Fee. Should Seller obtain Replacement Financing, Seller may terminate this Agreement without paying an Early Termination Fee with Seller giving Buyer at least thirty (30) days prior written notice. Any such termination shall be effective upon payment to Buyer in full of all Obligations, including the Early Termination Fee; and (c) Buyer may This Agreement shall automatically terminate this Agreement without notice for any reason. Upon any such termination, all Obligations shall be immediately due and payable in full. If Buyer terminates this Agreement following the occurrence of an Event of Default under I.1Section 9. Upon any such termination following an Event of Default, then in addition to all of the Obligations, including the Early Termination Fee Fee, shall also be due and payable in full. In recognition of the Buyer's ’s right to have its attorneys' fees and other expenses incurred in connection with this Agreement secured by the Collateral, notwithstanding payment in full of all Obligations by Seller, Buyer shall not be required to record any terminations or satisfactions of any of Buyer's ’s liens on the Collateral unless and until Seller has executed and delivered to Buyer a general release in a form acceptable to Buyer. Seller understands that this Section constitutes a waiver of its rights under Section 9-315 513 of the UCC. Notwithstanding the foregoing, any termination of this Agreement shall not affect Buyer's ’s security interest in the Collateral and Collateral, Buyer's ’s ownership of the Purchased Receivables, Buyer’s Indemnity portion of the Obligations, any other rights granted to Buyer or Seller’s Obligations, and this Agreement shall continue to be effective, and Buyer's ’s rights and remedies hereunder hereunder, including rights granted under this Agreement, the UCC, at law or in equity shall survive such termination, until all transactions entered into Indemnity Obligations, and other Obligations incurred hereunder under this Agreement or in connection herewith have been completed and satisfied in full.

Appears in 1 contract

Samples: Factoring Agreement (MR2 Group, Inc.)

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