Failure to Extend Agreement Sample Clauses

Failure to Extend Agreement. (a) On or before June 30, 2005, the Company may offer to Executive in writing an extension of the period of Executive’s employment under this Agreement or a new agreement in principle with Executive, in either case having a term of employment commencing January 1, 2006 and on terms no less favorable to Executive than the terms in effect immediately prior to such offer (“Offer”). If the Offer is accepted by Executive, the applicable dates under this subsection 6.5 shall be adjusted in accordance with the term of such extension or, if a new Agreement, such new Agreement shall govern such new term of employment. If the Company does not make an Offer to Executive on or before June 30, 2005, then Executive’s employment shall terminate on December 31, 2005 and Executive shall receive all amounts and benefits set forth in subsection 6.3(a). (b) If the Company makes an Offer on or before June 30, 2005 and the Company and Executive have not mutually agreed to the terms of, and entered into, a new agreement prior to December 31, 2005, Executive’s employment shall terminate on December 31, 2005 and the Company shall pay to Executive the amounts set forth in subsections 6.5(b)(i), (ii) and (iii) and (iv) and the benefits set forth in subsection 6.5(b)(v): (i) Within 30 days after such termination, his Accrued Obligations; (ii) Termination payments consisting of: (x) one and one-quarter (1 1/4) times Executive’s annual Base Compensation in effect at the time of such termination (determined without regard for any reduction that constitutes Good Reason for such termination) paid in fifteen (15) equal monthly installments, plus (y) one (1) times Executive’s annual target Bonus paid in twelve (12) equal monthly installments; (iii) A target Bonus and all cash LTIP Awards for the Performance Period (or long-term incentive periods under the Incentive Compensation Plan) in which the termination occurs prorated to the date of termination. Executive shall not be entitled to any Bonus or cash LTIP Award for the period following termination, it being the intent of the parties that the portion of the termination payments described in subsection 6.5(b)(ii) that exceeds his Base Compensation shall be in lieu of such Bonus. (iv) Any unexercised LTIP Award comprised of stock options or stock appreciation rights held by Executive upon termination of his employment shall be fully vested on the date of termination and may be exercised by Executive at any time up to the first anniversary o...
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Failure to Extend Agreement. In the event that this Agreement has not been extended or renewed by mutual agreement at the end of its term on December 31, 2000 and the employment of Executive continues, then such employment shall constitute an employment at will from month to month. During Executive's employment following December 31, 2000, (i) he shall receive salary at the annual rate of 400% of his annual Base Compensation as of December 31, 2000; (ii) the terms of this Agreement that governed Executive's benefits and perquisites prior to January 1, 2001 will continue to apply, and will be in addition to Executive's salary specified in clause (i) above; (iii) Executive shall be entitled to payment with respect to the Incentive Compensation Award for calendar year 2000 to the extent provided by this Agreement, but Executive will not be entitled to an Incentive Compensation Award for calendar year 2001. If the Company terminates Executive's employment following December 31, 2000, or if the Company and Executive shall not have mutually agreed to the terms of, and entered into, a new employment prior to March 31, 2001, then Executive's employment shall terminate on April 1, 2001, and the Company's obligations shall be the same as they would have been, and Executive shall receive the same payments and other benefits that he would have received, had the Company terminated his employment pursuant to subsection 6.3, provided, however, that the termination payments otherwise payable in accordance with paragraph 6.3(a)(iii) shall be at an annual rate equal to: (I) three (3); multiplied by (II) Executive's annual rate of Base Compensation as of December 31, 2000; and such termination payments shall be made in substantially equal installments, not less frequently than monthly, for a period of thirty-six (36) months following such termination.
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Failure to Extend Agreement. (a) In the event that the Savings Bank fails to renew the term of this Agreement (see Paragraph 1 above), and upon the subsequent termination of CEO's full-time employment hereunder by the Savings Bank for any reason other than disability or retirement, death or Termination for Cause as defined in Section 8.3 hereof, the Savings Bank shall pay CEO, as severance pay or liquidated damages, or both, a sum equal to the sum of (i) the Base Salary from the date of termination and ending thirty-six months thereafter and (ii) the highest rate of bonus awarded to the CEO during the prior three years. At the election of the CEO, which election is to be made on an annual basis during the month of January, and which election is irrevocable for the year in which made and upon the occurrence of an Event of Termination, any payments shall be made in a lump sum or paid monthly during the remaining term of this Agreement following the CEO's termination. In the event that no election is made, payment to the CEO will be made on a monthly basis during the remaining term of this Agreement. Such payments shall not be reduced in the event the CEO obtains other employment following termination of employment. At the minimum, the Savings Bank shall pay CEO not less than the Base Salary for the period of one year. In addition, the provisions of Paragraphs 8.1.2 (c) and 8.1.2
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Failure to Extend Agreement. (a) Following December 31, 2008, if the Company fails to extend Executive's employment for any reason other than for Cause, in which case Paragraph 6.2 (relating to termination for Cause) shall apply, or if the Company and Executive, after good faith negotiations have not mutually agreed to the essential terms of, and entered into a new employment agreement prior to March 31, 2009, Executive's employment shall terminate on April 1, 2009. Upon the termination of Executive's employment pursuant to this Section, the Company shall pay Executive severance consisting of the sum of: (i) Executive's then current annual Base Compensation;
Sample 1
Failure to Extend Agreement. The Company gives notice of its intent not to extend the Change of Control Period as provided in Section 1(b) hereof.
Sample 1
Failure to Extend Agreement. (a) Following July 31, 2004, if the Company terminates Executive's employment for any reason other than for cause (in the case of a termination for cause, subsection 6.2 shall apply), or if the Company and Executive, after good faith negotiations, have not mutually agreed to the terms of, and entered into a new agreement prior to July 31, 2004, Executive's employment shall terminate on July 31, 2004 (or such later date as provided at subsection 6.5(b)). Upon the termination of Executive's employment pursuant to this subsection 6.5(a), the Company shall pay Executive severance consisting of: (i) one-half of Executive's then current annual Base Compensation; and (ii) one-half of Executive's then current annual CNA Financial Corporation 2000 Incentive Compensation Plan target bonus. The severance shall be paid in six equal monthly installments following such termination. In addition, the special stock grants described in subsection 3(c) and all subsequent stock option grants shall vest as provided for in the Addendum. The Company shall also pay the Executive within 30 days of his termination his Accrued Obligations. In addition, Executive shall continue to participate in such health insurance plans in which he is enrolled for twelve (12) months after the date of his termination, as if he were still employed by the Company, said participation to run concurrently with any period of COBRA coverage to which Executive may be entitled. (b) On any date from January 1, 2004 through March 1, 2004 (the "Offer Date"), the Company may offer to Executive in writing an extension of the period of Executive's employment under this Agreement or a new Agreement in principle with Executive, in either case commencing July 31, 2004, having a term of employment of no less than twelve (12) months and on terms no less favorable to Executive than the terms in effect immediately prior to the Offer Date. If accepted by Executive, the applicable dates under this subsection 6.5 shall be adjusted in accordance with the term of such an extension. If the Company does not make such written offer to Executive on or before the Offer Date, then Executive's employment shall terminate on July 31, 2004 and Executive shall receive all amounts and benefits set forth in subsection 6.5(a) unless Executive shall otherwise agree; provided, such termination date shall be postponed by one (1) day following July 31, 2004 for each day elapsing after January 31, 2004 through the Offer Date. (c) Notwithstandi...
Sample 1
Failure to Extend Agreement 
Sample 1
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Related to Failure to Extend Agreement

  • Renewal, Extension The renewal or extension of any Letter of Credit shall, for purposes hereof, be treated in all respects the same as the issuance of a new Letter of Credit hereunder.

  • FAILURE TO HONOUR SETTLEMENT AGREEMENT If this Settlement Agreement is accepted by the Hearing Panel and, at any subsequent time, the Respondent fails to honour any of the Terms of Settlement set out herein, Staff reserves the right to bring proceedings under section 24.3 of the By-laws of the MFDA against the Respondent based on, but not limited to, the facts set out in Part IV of the Settlement Agreement, as well as the breach of the Settlement Agreement. If such additional enforcement action is taken, the Respondent agrees that the proceeding(s) may be heard and determined by a hearing panel comprised of all or some of the same members of the hearing panel that accepted the Settlement Agreement, if available.

  • Modification, Extension and Renewal of Options The Board or a duly appointed committee thereof, may modify, extend or renew this Option or accept the surrender thereof (to the extent not theretofore exercised) and authorize the granting of a new option in substitution therefore (to the extent not theretofore exercised), subject at all times to the Code and applicable securities laws. Notwithstanding the foregoing provisions of this Section 12, no modification shall, without the consent of the Recipient, alter to the Recipient’s detriment or impair any rights of Recipient hereunder.

  • Option to Extend Lease Term At the expiration of the original Lease Term, Tenant may extend this Lease as to the entire Premises or a portion of the Premises for two (2) extended terms of five (5) years each (each an “Extended Term”) by giving Landlord written notice (the “Option Notice”) of its intention to do so not later than twelve (12) months prior to the expiration of the original Lease Term, and thereafter twelve (12) months prior to the expiration of the applicable Extended Term; provided, however, that Tenant is not in material default beyond any applicable notice and cure period under the Lease on the date of giving such notice or on the date of commencement of such Extended Term. The Option Notice shall set forth Tenant’s election to extend the Lease for all or a portion of the Premises. If Tenant elects to extend the Lease for only a portion of the Premises, the portion of the Premises for which Tenant elects not to extend the Lease shall be: (i) either located entirely on one floor of the Premises or located on one entire floor and a portion of the other floor; (ii) a minimum of 15,000 RSF; (iii) adjacent to a window line and easily accessible; and (iv) shall be in a readily marketable and leasable location. Landlord shall be responsible for any and all costs to separate the portion of the Premises for which Tenant elects not to extend the Lease from the remainder of the Premises such that the space is a separate easily accessible and readily marketable space promptly following the commencement of the applicable Extended Term. Any termination of the entire Lease shall result in automatic termination of this option. Tenant’s right to extend the Lease Term provided herein is personal to Tenant and may not be assigned or otherwise transferred except in connection with a permitted assignment of this Lease, including to a Tenant’s Affiliate. The Extended Term shall be upon all of the terms and conditions of this Lease, except that the following rights of Tenant during the original Lease Term shall not apply during such Extended Term unless granted as part of the Fair Market Rental: (a) any right to rent-free possession; (b) any right to further extension of the Lease Term beyond the Extended Terms set forth herein above; (c) any right to continue to pay the same Base Rent; (d) any right to additional Tenant Allowance; (e) any right to terminate the Extended Term early; (f) any right to continue to exclude HVAC Capital Expenditures; (g) cost of security for the Building; and (h) the right to the continuation of any cap on Controllable Operating Expenses from the previous year (it being understood that the Operating Expenses for the first twelve (12) months of each new Extended Term shall be the actual Operating Expenses without any cap and thereafter the cap set forth in Section 4.2(e) shall apply). Landlord and Tenant hereby acknowledge and agree that the Base Rent during each Extended Term shall be equal to ninety-five (95%) of the Base Rent component of the “Fair Market Rental” and one hundred percent (100%) of the economic concessions, including without limitation, free rent, improvement allowance, base year and other monetary concessions, component of the Fair Market Rental for the Premises, as determined by as follows: (a) Concurrent with Tenant’s delivery of each Option Notice, Tenant shall provide Landlord with written notice of its determination of Fair Market Rental for the Premises (“Tenant’s Determination of FMR”). Within thirty (30) days after Landlord’s receipt of Tenant’s Determination of FMR, Landlord shall, by written notice delivered to Tenant, either (a) accept Tenant’s Determination of FMR (“Notice of Acceptance”), or (b) reject Tenant’s Determination of FMR (“Notice of Rejection”). If Landlord does not deliver either the Notice of Acceptance or the Notice of Rejection within said thirty (30) day period, Landlord shall be deemed to have accepted Tenant’s Determination of FMR. If Landlord delivers a Notice of Rejection, Landlord shall also concurrently deliver to Tenant Landlord’s determination of Fair Market Rental for the Premises (“Landlord’s Determination of FMR”). If Landlord delivers the Notice of Rejection within said thirty (30) day period, the parties shall negotiate in good faith in an effort to agree upon the Fair Market Rental within thirty (30) days after Landlord delivers the Notice of Rejection (“Negotiation Period”). (b) If the parties fail to agree on the Fair Market Rental for such Extended Term during the Negotiation Period, then the Fair Market Rental shall be established as set forth below. Within fifteen (15) days following expiration of the Negotiation Period, Landlord and Tenant shall mutually agree upon a broker to determine the Fair Market Rental and shall concurrently deliver their final Tenant’s Determination of FMR and final Landlord’s Determination of FMR to use for the arbitration procedure set forth below; provided however, that if the difference between the final Landlord’s Determination of FMR and the final Tenant’s Determination of FMR is five percent (5%) or less, then a broker shall not be designated and the Fair Market Rental shall equal the average of the two (2) determinations. If Landlord and Tenant cannot agree upon a broker, then either party hereunder may request that the Presiding Judge of the Maricopa County Superior Court appoint such broker. Within ten (10) business days after the selection of the broker, such broker shall select either the final Landlord’s Determination of FMR or the final Tenant’s Determination of FMR in its entirety, without averaging or otherwise adjusting such value in any manner, and shall notify the parties of his or her decision. The broker’s decision concerning the Fair Market Rental shall be binding upon the parties, shall not be subject to any right of appeal and shall constitute the Rent payable by Tenant during the Extended Term. (c) Landlord and Tenant intend that the “Fair Market Rental” shall be deemed to be the rent per square foot of rentable area of space that is then being charged for space located in buildings in the vicinity of the Building that are comparable in quality, age and size and offer similar amenities to the Building (“Comparable Buildings”) and involving non-renewing leases (i.e. leases where the tenant is not already occupying the leased premises) with similar terms and conditions, and involving the use of the premises for similar purposes allowed under the Lease for tenants of similar size, credit quality and stature and include current market concessions including tenant improvement allowances, abatement, downtime to secure a new tenant and build out space, brokerage commissions, a new base year (if given in comparable deals) and/or the anticipated budget for Additional Rent, inducements and other economic considerations for the lease of space comparable to the Premises then being offered in similar buildings in the Southeast Valley Submarket. The spaces used for comparison shall be comparable in size, age, quality and design to the Premises, and such spaces used for comparison shall be comparable to the Premises with respect to their location within such buildings, the quality and quantity of tenant improvements installed at each landlord’s expense, the services provided by each landlord to such tenant, and the financial strength of tenant. (d) The parties shall share equally in the cost of the broker. No person shall be appointed or designated a broker unless he or she is a real estate broker licensed in the State of Arizona, who specializes in the field of commercial office space leasing in the Southeast Valley market, has at least ten (10) years’ experience in leasing of commercial office space in the Southwest Valley market and is recognized within the field as being reputable and ethical. The broker shall not have ever been employed (full-time or part-time or on a consulting basis) by Landlord or Tenant. (e) In the event that the Fair Market Rental is not established before the commencement of the Extended Term, Tenant shall continue to pay the Base Rent in effect as of the end of the prior term; when the Fair Market Rental has been established, the new Base Rent and concessions granted pursuant to the Fair Market Rental shall be retroactively effective as of the beginning of the Extended Term, and Tenant shall pay Landlord any deficiency or Tenant shall receive a credit, as applicable, with in thirty (30) days after the establishment of the new Fair Market Rental.

  • Failure to Provide Notice of Expiry If the HSP fails to provide the required 6 months’ Notice that it intends to allow this Agreement to expire, or fails to provide a Transition Plan along with any such Notice, this Agreement shall automatically be extended and the HSP will continue to provide the Services under this Agreement for so long as the Funder may reasonably require to enable all clients of the HSP to transition to new service providers.

  • EXPIRATION DATE AND EXTENSION This Contract expires February 10, 2026, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier.

  • Option to Extend On the conditions (which conditions LESSOR may waive, at its election, by written notice to LESSEE at any time) that LESSEE is not in default of its covenants and obligations under the Lease beyond applicable notice and cure periods, both as of the time of exercise of the Option to Extend, as hereinafter defined, and at the commencement of the Extension Period, as hereinafter defined, then LESSEE shall have the right to extend the term hereof (the “Option to Extend”) for one additional term of five years, ending on March 31, 2019 (the “Extension Period’), to commence immediately upon the expiration of the then current term. LESSEE may exercise such Option to Extend by giving written notice to LESSOR (the “Extension Notice”) on or before the date which no less than twelve (12) months prior to the expiration of the then current Term. Such Extension Period shall be upon the same terms and conditions of this Lease, except that the Base Rent payable shall be set at the then fair market effective rent for the Leased Premises. In no event, however, shall the Base Rent be less than the then-current Base Rent at the expiration of the current Term. For the purpose of this Section, fair market effective rent shall mean the Base Rent plus such additional financial terms in the nature of rent and rent adjustments customarily then being included in leases for similar space within the greater Waltham area. LESSEE shall, during the Extension Period, continue to pay its proportionate share of LESSOR’s Real Estate Taxes and Operating Costs. Said fair market effective rent for the Leased Premises shall be agreed upon by LESSOR and LESSEE; provided, however, if LESSOR and LESSEE are unable to agree on said fair market effective rent within thirty (30) days of the date of the Extension Notice, said fair market effective rent shall be conclusively determined by three (3) appraisers. Within fifteen (15) days of the expiration of such thirty (30) day period, LESSOR and LESSEE shall each select an appraiser, who shall select a third. Should the two appraisers fail to agree on a third within fifteen (15) days of the date on which such appraisers have been appointed, or if either LESSOR or LESSEE shall fail to appoint an appraiser within the time provided, such appraiser shall be appointed by the American Institute of Appraisers. Each party shall bear the cost of the appraiser selected by such party, and the cost of the third appraiser shall be shared equally by LESSOR and LESSEE. If the three appraisers are unable to agree upon such fair market effective rent within fifteen (15) days of the appointment of the third appraiser, the fair market effective rent shall be that determined by the appraiser not selected by either LESSOR or LESSEE.

  • OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

  • Notice of Issuance, Amendment, Renewal or Extension To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (d) of this Section), the amount and Currency of such Letter of Credit, whether such Letter of Credit is to be issued under the Dollar Commitments or the Multicurrency Commitments, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control.

  • Amendment to Lease If Tenant timely exercises Tenant’s right to lease the Availability Premises or any portion thereof as set forth herein, then, within fifteen (15) days thereafter, Landlord and Tenant shall execute an amendment adding such Availability Premises to this Lease upon the same terms and conditions as the Initial Premises, except as otherwise set forth in this Section 1.4 or the Availability Notice, and provided that the terms of the Tenant Work Letter shall not apply with respect to the Availability Premises (except as otherwise provided in Section 1.4.5, above); provided, however, an otherwise valid exercise of Tenant’s right of availability shall be of full force and effect irrespective of whether such amendment is ever signed by Landlord and Tenant. Except to the extent inconsistent with the determination of Availability Premises Rent, all provisions of the Lease which vary based upon the rentable and usable square footage of the Premises shall be adjusted to reflect the addition of such Availability Premises to the Premises; provided, however, the L-C Amount shall be increased pursuant to the terms of Section 21.7 of this Lease, below. The rentable square footage of such Availability Premises shall be determined in accordance with the terms of Section 1.2 of this Lease. To the extent Tenant exercises its right of first offer with respect to any portion of the Availability Premises during the first (1st) year after the Lease Commencement Date, Tenant shall commence payment of Availability Premises Rent and Excess as to such space to Landlord upon that date (the “Availability Premises Rent Commencement Date”) which is two hundred ten (210) days after the later of the delivery date set forth in the Availability Notice and the date Landlord delivers the Availability Premises in the Delivery Condition (the “Availability Premises Lease Commencement Date”). To the extent Tenant exercises its right of availability with respect to any portion of the Availability Premises anytime after the first (1st) anniversary of the Lease Commencement Date, the Availability Premises Rent Commencement Date shall occur one hundred eighty (180) days after the Availability Premises Lease Commencement Date. In all cases, the lease term of the Availability Premises (or any portion thereof) shall expire on the Lease Expiration Date, subject to extension of this Lease; provided, however, in the event the remaining Lease Term is less than thirty-six (36) months from the applicable Availability Premises Rent Commencement Date, then the Lease Term shall be extended for a period of time sufficient for Tenant’s lease of the Premises to be coterminous with Tenant’s lease of the Availability Premises (which shall be thirty-six (36) months from the applicable Availability Premises Rent Commencement Date), and the base rental rate for the Premises during this extended period shall be adjusted to Market Rent for the Premises determined in accordance with Section 2.2.4 and the Base Year shall be the year in which the Lease would have otherwise expired (if on or before July 31) or the following year (if after July 31). This extension shall have no impact on Tenant’s extension rights hereunder, which may be exercised at the end of the extended Lease Term. This Lease shall commence as to the Availability Premises (and references to Premises shall include the applicable Availability Premises) on the Availability Premises Lease Commencement Date.

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