Expulsion from Project Sample Clauses

Expulsion from Project. (a) A Project Participant may be expelled from the Project by notice from the Company if Due Cause exists in relation to the Project Participant and remains unremedied after 21 days following notice to that Project Participant. (b) For the purposes of clause 6.2(a), Due Cause means any of: (i) failure to make Project Contributions when required by this Agreement; (ii) unauthorised use or Commercialisation of Project IP or Background IP; (iii) a breach of this Agreement that puts the Company in breach of the Funding Agreement or the Guidelines; (iv) a breach of the Project Participant’s Participant Agreement; (v) a breach of the National Security Requirements; (vi) any other material breach of this Agreement in relation to the Project; (vii) change or proposed change to Personnel that is likely to adversely affect the Project which is not appropriately addressed in a timely fashion; (viii) failure to remedy a ‘Conflict’ in relation to the Project in accordance with clause 23 to the satisfaction of the Company; (ix) change in the direct or indirect beneficial ownership or control of the Project Participant that would affect its ability to comply with its obligations under this Agreement;‌ (x) disposal of whole or any part of the Project Participant's assets, operations or business other than in the ordinary course of business, where such disposal would affect its ability to comply with its obligations under this Agreement; (xi) ceasing to carry on business; (xii) insolvency; (xiii) steps taken by a mortgagee to take possession or dispose of the whole or any part of the Project Participant's assets, operations or business; (xiv) steps taken to enter into any arrangement between the Project Participant and its creditors other than in the ordinary course of business where such arrangement would affect its ability to comply with its obligations under this Agreement; (xv) steps taken to appoint a receiver, a receiver and manager, a trustee in bankruptcy, a liquidator, a provisional liquidator, an administrator or other like person, concerning the whole or any part of the Project Participant's assets, operations or business; (xvi) an adverse finding of an‌ investigator appointed to investigate its affairs; or (xvii) assignment of its rights or obligations under this Agreement other than in accordance with clause 28.2.
Sample 1
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Expulsion from Project. (a) A Project Participant may be expelled from the Project by notice from the Company if Due Cause exists in relation to the Project Participant and remains unremedied after 21 days following notice to that Project Participant. (b) For the purposes of clause 6.2(a), Due Cause means any of: (i) failure to make Project Contributions when required by this Agreement; (ii) unauthorised use or Utilisation of Project IP or Background IP; (iii) any other material breach of this Agreement in relation to the Project; (iv) change or proposed change to Personnel that is likely to adversely affect the Project; (v) failure to remedy a conflict in relation to the Project in accordance with clause 18 to the satisfaction of the Company; (vi) change in the direct or indirect beneficial ownership or control of the Project Participant that would affect its ability to comply with its obligations under this Agreement; (vii) disposal of whole or any part of the Project Participant's assets, operations or business other than in the ordinary course of business; (viii) ceasing to carry on business; (ix) insolvency; (x) steps taken by a mortgagee to take possession or dispose of the whole or any part of the Project Participant's assets, operations or business; (xi) steps taken to enter into any arrangement between the Project Participant and its creditors other than in the ordinary course of business; (xii) steps taken to appoint a receiver, a receiver and manager, a trustee in bankruptcy, a liquidator, a provisional liquidator, an administrator or other like person, concerning the whole or any part of the Project Participant's assets, operations or business; (xiii) appointment of an investigator to investigate its affairs; or (xiv) assignment of its rights or obligations under this Agreement other than in accordance with clause 22.2.
Sample 1

Related to Expulsion from Project

  • Withdrawal of Property from Market or Termination of Discussions Potential Investor acknowledges that the Property has been offered for sale subject to withdrawal of the Property from the market at any time or rejection of any offer because of the terms thereof, or for any other reason whatsoever, without notice, as well as the termination of discussions with any party at any time without notice for any reason whatsoever.

  • REMOVAL OF RECORDS FROM PREMISES Where performance of the Contract involves use by the Contractor (or the Contractor’s subsidiaries, affiliates, partners, agents or subcontractors) of Authorized User owned or licensed papers, files, computer disks or other electronic storage devices, data or records at Authorized User facilities or offices, or via remote access, the Contractor (or the Contractor’s subsidiaries, affiliates, partners, agents or subcontractors) shall not remotely access, modify, delete, copy or remove such Records without the prior written approval of the Authorized User. In no case, with or without the written approval of the Authorized User, can the Authorized User data be accessed, moved or sent outside the continental United States.

  • Certificate of Substantial Completion The Date of Substantial Completion of the Work or designated portion thereof is the Date certified by the City when construction is sufficiently complete, in accordance with the Contract Documents, so the City of Roanoke, Virginia (City or Owner) can occupy or utilize the Work or designated portion thereof for the use for which it is intended, as expressed in the Contract Documents. ITB NO.: PROJECT: CONTRACTOR: PROJECT OR DESIGNATED PORTION SHALL INCLUDE: The Work or portion thereof designated above performed under this Contract has been reviewed and found to be substantially complete. The Date of Substantial Completion of the Project or portion thereof designated above is hereby established as . The City will assume possession thereof at a.m./p.m. on that date. A list of items ("punch list"), prepared by the A/E and/or Director, Department of Public Works, to be completed or corrected by the Contractor, is attached hereto. The failure to include any items on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. The Contractor will complete any portion of the Work that is not substantially complete and will complete or correct the work on the punch list in accordance with the Contract Documents. The establishment of a date of substantial completion and/or the acceptance of the Work or designated portion thereof does not relieve the Contractor of any responsibility for any faulty materials or workmanship or operate to relieve the Contractor or its Surety from any obligation under the Contract with the City or the Performance Bond or Labor and Material Payment Bond. This Certificate is subject to the terms and conditions of the Contract Documents, including but not limited to Section 20.8 of the General Conditions. Contractor By Date City of Roanoke, Virginia City By Date CITY OF ROANOKE, VIRGINIA AFFIDAVIT OF PAYMENT OF CLAIMS By: This day personally appeared before me, , and, being by me first duly sworn states that all subcontractors and suppliers of labor and materials have been paid all sums due them for work performed or materials furnished in the performance of the Contract between the City of Roanoke, Virginia, and ,Contractor, dated , 20 , for or arrangements have been made by the Contractor satisfactory to such subcontractors and suppliers with respect to the payment of such sums as may be due from the Contractor to the subcontractors and suppliers. COMMONWEALTH OF VIRGINIA CITY/COUNTY OF I, , a Notary Public in and for the Commonwealth of Virginia, do hereby certify that , whose name is signed to the foregoing, has subscribed, sworn to and acknowledged the same before me this day of , 20 . Seal: Notary Public Registration #: My Commission Expires:

  • No Release; Return or Destruction Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up versions of such information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement.

  • Presentation of Potential Target Businesses The Company shall cause each of the Initial Shareholders to agree that, in order to minimize potential conflicts of interest which may arise from multiple affiliations, the Initial Shareholders will present to the Company for its consideration, prior to presentation to any other person or company, any suitable opportunity to acquire an operating business, until the earlier of the consummation by the Company of a Business Combination or the liquidation of the Company, subject to any pre-existing fiduciary obligations the Initial Shareholders might have.

  • Replacement of Personal Property No personal property included as part of the Property shall be removed from the Property unless the same is replaced with similar items of at least equal quality prior to the Closing Date.

  • Rectification of Safety Hazard Where, because of the existence of a safety hazard, a site has been stopped for a defined period of time and Employees sent off site by agreement between Site Managers and any combination of Union Official/s, Health and Safety Committee, those people who remain on site to do rectification work will be paid at the rate of double time for all such work.

  • Deviation from Grievance Procedure The Employer agrees that, after a grievance has been discussed at Step 2 of the grievance procedure the Employer or his representatives shall not initiate any discussion or negotiations with respect to the grievance, either directly or indirectly with the aggrieved employee without the consent of the xxxxxxx or the Union.

  • Substantial Completion Date Substantial Completion of the Work as defined in Article 6.1.2 of the General Conditions to the Continuing Contract for Construction Management shall be achieved by July 31, 2022.

  • Surrender of Premises Ownership and Removal of Trade Fixtures 23.1 No act or thing done by Landlord or any agent or employee of Landlord during the Lease Term shall be deemed to constitute an acceptance by Landlord of a surrender of the Premises unless such intent is specifically acknowledged in writing by Landlord. The delivery of keys to the Premises to Landlord or any agent or employee of Landlord shall not constitute a surrender of the Premises or effect a termination of this Lease, whether or not the keys are thereafter retained by Landlord, and notwithstanding such delivery Tenant shall be entitled to the return of such keys at any reasonable time upon request until this Lease shall have been properly terminated. The voluntary or other surrender of this Lease by Xxxxxx, whether accepted by Landlord or not, or a mutual termination hereof, shall not work a merger, and at the option of Landlord shall operate as an assignment to Landlord of all subleases or subtenancies affecting the Premises or terminate any or all such subtenants or subtenancies. 23.2 Upon the expiration of the Lease Term, or upon any earlier termination of this Lease, Tenant shall, subject to the provisions of this Article 23 and section 8.2 above, quit and surrender possession of the Premises to Landlord in as good order and condition as when Xxxxxx took possession, ordinary wear and tear and damage thereto by fire or other casualty excepted. Upon such expiration or termination, Tenant shall, without expense to Landlord, remove or cause to be removed from the Premises all debris and rubbish, and such items of furniture, equipment, business and trade fixtures, free-standing cabinet work, movable partitions, voice and data cabling and other articles of personal property owned by Tenant or installed or placed by Tenant at its expense in the Premises, and such similar articles of any other persons claiming under Tenant, as Landlord may, in its sole discretion, require to be removed; provided, however, that in lieu of removing certain cabling, Tenant shall, at Landlord's request, abandon and leave in place, without additional payment to Tenant or credit against rent, any cabling (including conduit) designated by Landlord and installed in the Premises or elsewhere in the Building by or on behalf of Tenant (including all connections for such cabling), in a neat and safe condition in accordance with the requirements of all applicable Legal Requirements, including the National Electric Code or any successor statute, and terminated at both ends of a connector, properly labeled at each end and in each electrical closet and junction box. Any such property not so removed by Tenant shall be deemed to be abandoned and at the option of Landlord shall either (a) become Landlord's property without any payment to Tenant or (b) remain Tenant's property, but Landlord shall have the right to sell or otherwise dispose of such personal property in any commercially reasonable manner, provided that any proceeds realized from the sale of Tenant's property shall be applied first to offset all expenses of storage and sale, then credited against Tenant's outstanding obligations under this Lease (including, without limitation, past due rent amounts and any termination damages owing by Tenant to Landlord pursuant to Article 19 hereof), and any remaining balance shall be returned to Tenant.

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