Impact of Termination. If Employee’s employment with the Company is terminated prior to any of the above vesting date(s) for any reason (including Employee’s death or disability), then any RSUs that had not yet become earned and vested under paragraph (a) above shall be immediately canceled as of the date of such termination.
Impact of Termination. Subject to Article 18 (Limitation of Liability), in the event of a termination as provided above in Section 11.2 (Termination):
11.3.1 The Parties shall continue the work not terminated.
11.3.2 The termination of this Agreement shall not affect any on-going Subcontract established under this Agreement prior to such termination and which has not been terminated in accordance with the terms of that Subcontract. Notwithstanding the termination of the Agreement, the incorporated terms and conditions of the Agreement shall continue to apply to Subcontracts still in existence as of the termination date as if the Agreement had not been terminated.
11.3.3 Each Party shall return to the owning or disclosing Party (or at such owning or disclosing Party’s written instruction to destroy) all Proprietary Information and all Background Intellectual Property (excepting the surviving terms of Article 8(Intellectual Property Rights) or unless otherwise provided in a separate Subcontract or License Agreement) of the other Party, and shall certify in writing that it has done so in full, and that no copies or parts of any Proprietary Information or such Background Intellectual Property of such owning Party or disclosing Party remain in its possession or control.
11.3.4 Without prejudice to the generality of Article 8(Intellectual Property Rights), the Parties shall disclose to each other the Foreground Intellectual Property developed in the performance of or arising from each research project undertaken pursuant to a Subcontract, and the terms and conditions of the Subcontract for each research project shall continue to apply to the Parties with respect to ownership, use and licensing rights in the Foreground Intellectual Property developed in the performance of or arising from such research project.
Impact of Termination. (a) On termination of this Agreement pursuant to this Clause 2, the obligations of each Processor under this Agreement (including the obligation to make any payment of the Capacity Charge) shall terminate, but without prejudice to any obligation existing at that time of termination to make any payment hereunder which payment obligation has accrued during the period prior to such termination.
(b) Save to the extent contemplated by Clause 2.2(b) (Termination) and Clause 2.3 (Total Loss Event), this Agreement may not be terminated by either Party for so long as any amounts are or may become owing to the Lenders by ASM under the Finance Documents.
(c) On termination of this Agreement, the Parties shall not be entitled to recover any amount from each other (including any amount to be paid as damages) as a consequence of termination taking place, save that termination of this Agreement shall not affect any rights or obligations of the Parties which may have accrued prior to such termination (including any obligation by ASM to pay or repay any FX Shortfall Make Up Advance, Cashflow Shortfall Make Up Advance or other amounts to the Processors).
Impact of Termination. During a Performance Period Unless set forth in an applicable employment agreement or otherwise provided by the Compensation Committee, in its sole discretion, the following provisions shall apply to the PSUs: Upon any type of termination on or prior to the last day of the first fiscal year of the applicable Performance Period, the entire Award will be forfeited. Upon termination that occurs within the second or third fiscal years of the applicable Performance Period, the following terms and conditions shall apply: In the event of termination by the Company for Cause (as may be defined in an applicable employment agreement) or termination by an Eligible Person without Good Reason (as may be defined in an applicable employment agreement), the entire Award will be forfeited. In the event of termination by the Company without Cause (as may be defined in an applicable employment agreement), including by a non-renewal of the Eligible Person’s employment agreement, termination by the Eligible Person with Good Reason (as may be defined in an applicable employment agreement) or upon retirement, an Eligible Person shall be entitled to receive a pro-rata portion of any Award that would have been paid had no termination occurred based on the number of days the Eligible Person was employed by the Company during the Performance Period.
Impact of Termination. Once this Agreement is terminated, each party shall immediately cease to have any of the benefits or rights provided under this Agreement after the date of termination for the applicable Service Partner Sign-up Form(s). Likewise, each party shall immediately cease to be subject to any obligation imposed by this Agreement except as to those obligations that survive the termination, obligations that include the obligations imposed under this Agreement’s confidentiality provisions.
Impact of Termination. In the event that Xxxxxx is terminated by Employer for Cause pursuant to Section 5 or without Cause pursuant to Section 6 prior to the expiration of the Term, his accrued but unpaid salary shall be paid through the date of termination, but he shall not be eligible to participate in the Cash Bonus Incentive Plan in the year of termination or any year thereafter. If Xxxxxx terminates his employment for Good Reason pursuant to Section 5 prior to the expiration of the Term, he shall continue to receive his unpaid annual salary and fringe benefits package and he shall be eligible to participate in the Cash Bonus Incentive Program, in each case pursuant to Section 3 and for the remainder of the Term. After termination of employment, Xxxxxx shall (i) return or cause to be returned any personal computer used by him to the Employer, and return or cause to be returned to the Employer all personal property of the Employer (except his cell phone, which Xxxxxx may retain) and all documents and materials belonging to the Employer and stored in any fashion, whether or not those constitute or contain any Confidential Information or Work Product (as such terms are defined below), that are in the possession, custody, or control of Xxxxxx, whether they were provided to Xxxxxx by the Employer or any of its business associates or created by Xxxxxx in connection with his employment by the Employee and (ii) delete or destroy all copies of any such documents and materials not returned to the Employer that remain in Xxxxxx'x possession or control, including those stored on any non-Employer devices, networks, storage locations, and media in Xxxxxx'x possession or control (including the retained cell phone). Upon termination of Xxxxxx'x employment hereunder for any reason, Xxxxxx shall be deemed to have resigned from all positions that Xxxxxx holds as an officer or member of the board of directors (or a committee thereof) of the Employer or any of its subsidiaries or affiliates, except that Xxxxxx may remain as the Minority Director of Holdings pursuant to the terms of the Operating Agreement of Holdings.
Impact of Termination. Upon termination of this Agreement: (a) all rights and licenses granted hereunder shall immediately cease; (b) you shall destroy all copies of any Confidential Information in your possession; (c) you shall destroy or delete all copies of the Software and all of its component parts; and (d) you shall certify to Broadview in writing that you have retained no copies of the Confidential Information, the Software or any portion thereof. No credits will be issued for nonuse of the Software or cancellation of the Software.
Impact of Termination. For the avoidance of doubt, termination of this Agreement and the Term pursuant to this paragraph 5 shall not impact Chairman’s rights under any other agreement entered into by the Chairman via The Go Daddy Group, Inc. (“Holdings”) or otherwise, including but not limited to the Amended and Restated Limited Liability Company Agreement of Desert Newco, LLC, dated December 16, 2011 (which addresses the right of the Chairman to a position on the Executive Committee or on the Board, as applicable), or any other future agreements between the Company, Holdings, and the Sponsors in connection with an IPO or Sale Transaction.
Impact of Termination i. Upon termination of this Agreement, Associated will complete services that pertain to the period prior to the effective date of the termination. This will include review and payment of claims for the runout period after the final plan year (or part thereof) up to 90 days, at the discretion of the Employer. Employer is responsible for all fees related to these services during that period.
ii. For terminations prior to the completion of the Initial Term for any reason other than those listed in the Automatic Termination section above, an early termination fee will be assessed to the employer in the amount of $25 times the number of health savings accounts active at any time during the final year in which Associated provided administration services.
iii. Associated may charge reasonable fees for reports or other information requests from Employer following termination of this Agreement.
Impact of Termination. In the event of the termination of this Agreement, TSYS shall no longer provide the TSYS Service on the cards but upon the request of Customer within ninety (90) days of such termination or cancellation, TSYS will download information on the active issued TSYS cards, including the full card number and balance for any card with a balance greater than zero, to a new card provider.
