Expiration of NOLs Sample Clauses

Expiration of NOLs. If at any time the Board of Directors of the Corporation determines that the NOLs are utilized in all material respects or are no longer available for use in any material amount under Section 382 of the Code or that an ownership change under Section 382 of the Code would not adversely impact in any material respect the Corporation’s utilization of the NOLs, or materially impair or limit the amount of the NOLs that could be used by the Corporation during any period (or otherwise) for applicable tax purposes, this Agreement (other than (i) the provisions relating to the Rights Agent that were amended by the Prior Agreement and (ii) the provisions extending the “Final Expiration Date” in Section 7(a) and all references thereto in Exhibits A and B from March 12, 2012 to July 3, 2016) shall cease to be in effect, and the terms and provisions of the Original Agreement (other than the provisions relating to the Rights Agent and the Final Expiration Date that were amended by the Prior Agreement), as in effect immediately prior to the date of the Prior Agreement became effective, shall control. The Corporation shall give prompt public notice of any such determination pursuant to this Section 36, and from and after the date of that public notice this Agreement shall no longer be in effect and the Original Agreement shall be in effect (other than the provisions relating to the Rights Agent and the Final Expiration Date that were amended by the Prior Agreement).
Sample 1
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Expiration of NOLs. If at any time the Board of Directors of the Corporation determines that the NOLs are utilized in all material respects or are no longer available for use in any material amount under Section 382 of the Code or that an ownership change under Section 382 of the Code would not adversely impact in any material respect the Corporation’s utilization of the NOLs, or materially impair or limit the amount of the NOLs that could be used by the Corporation during any period (or otherwise) for applicable tax purposes, the amendments to the Prior Agreement effected by this Agreement (other than the provisions relating to the Rights Agent that were amended by this Agreement) shall cease to be in effect, and the terms and provisions of the Prior Agreement (other than the provisions relating to the Rights Agent that were amended by this Agreement), as in effect immediately prior to the date of this Agreement, shall control. The Corporation shall give prompt public notice of any such determination pursuant to this Section 36, and from and after the date of that public notice this Agreement shall no longer be in effect and the Prior Agreement shall be in effect (other than the provisions relating to the Rights Agent that were amended by this Agreement).
Sample 1

Related to Expiration of NOLs

  • Expiration of Agreement Notwithstanding the expiration of this Agreement, any claim or grievance arising hereunder may be processed through the grievance procedure until resolution.

  • Termination of Use These terms and Your access to Our Website may be terminated by Us (at Our sole discretion) at any time without notice or any requirement to give You a reason why. In the event of termination under this clause We shall have no liability to You whatsoever (including for any consequential or direct loss You may suffer).

  • Expiration of Rights The Rights will expire on the earliest of (a) 5:00 p.m., New York City time, on December 30, 2021 (b) the time at which the Rights are redeemed (as described in Section 6 below), and (c) the time at which the Rights are exchanged in full (as described in Section 7 below).

  • DETERMINATION OF BREACH AND TERMINATION OF AGREEMENT A. Prior to making a determination that the Applicant has failed to comply in any material respect with the terms of this Agreement or to meet any material obligation under this Agreement, the District shall provide the Applicant with a written notice of the facts which it believes have caused the breach of this Agreement, and if cure is possible, the cure proposed by the District. After receipt of the notice, the Applicant shall be given ninety (90) days to present any facts or arguments to the Board of Trustees showing that it is not in breach of its obligations under this Agreement, or that it has cured or undertaken to cure any such breach. B. If the Board of Trustees is not satisfied with such response or that such breach has been cured, then the Board of Trustees shall, after reasonable notice to the Applicant, conduct a hearing called and held for the purpose of determining whether such breach has occurred and, if so, whether such breach has been cured. At any such hearing, the Applicant shall have the opportunity, together with their counsel, to be heard before the Board of Trustees. At the hearing, the Board of Trustees shall make findings as to: i. whether or not a breach of this Agreement has occurred; ii. whether or not such breach is a Material Breach; iii. the date such breach occurred, if any;

  • Expiration and Termination This Agreement is for one academic year (August 1, 2018 through July 31, 2019) and will automatically renew for the following academic year unless terminated as indicated below by either party. a. Any party may terminate this Agreement by written notice to the other at any time if that other party: (i.) commits a breach of this Agreement and, has not yet remedied the breach within 14 days of being notified of the facts and circumstances giving rise to the breach; or

  • Expiration and Termination of Restrictions The restrictions imposed under Section 2 will expire on the earliest to occur of the following (the period prior to such expiration being referred to herein as the “Restricted Period”): (a) If applicable, as to the percentages of the Shares specified in the vesting schedule on page 1 of this Award Agreement, on the respective dates specified in the vesting schedule on page 1; provided you are then still employed by or in the service of the Company or an Affiliate; or (b) Upon termination of your employment or service by reason of death or Disability; or (c) Upon a Change in Control (as defined in the 2012 Plan).

  • Limitation of Use The parties agree that this Agreement shall not be proffered by either party in another jurisdiction as evidence of any concession or as a waiver of any position taken by the other party in that jurisdiction or for any other purpose.

  • Term and Termination of Agreement This Agreement shall terminate upon the earlier of termination of the Advisory Agreement or on expiration of the Expense Limit Period. The obligation of the Adviser under Section 1 of this Agreement and of the Trust under Section 2 of this Agreement shall survive the termination of the Agreement solely as to expenses and obligations incurred prior to the date of such termination.

  • Termination of License 3.2.1 The Bank shall have, in the event of the Customer’s breach of or default under this Agreement and/ or the Bank being of the view that the Customer is not co-operating and/or complying with the terms and conditions of this Agreement, a right to terminate this Agreement and the license granted hereunder, after issuing to the Customer a prior written notice of not less than 3 (three) months by registered post or speed post (and also by (i) email where email id of the Customer is available; and (ii) SMS and/or WhatsApp where the mobile phone number of the Customer is available) (“Termination Notice”). 3.2.2 Upon receipt of the Termination Notice, the Licensor shall forthwith and before the end of the notice period stipulated under the Termination Notice surrender and vacate the Locker and handover the keys, password or any other identification mechanism and documents provided by the Bank for opening of the Locker, to the Bank.

  • Limitation of Agreement This Agreement is limited to and includes only the work included in the Project described above.

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