Involuntary Termination Due to Changes in Law or Tribal Sample Clauses

Involuntary Termination Due to Changes in Law or Tribal. State Compact. The parties hereby agree to use their best efforts to conduct Class II and/or Class III Gaming activities in accordance with this Management Agreement and to ensure that such activities and this Management Agreement conform to and comply with all applicable laws and a Tribal-State Compact. Pawnee agrees that, except as may be required by federal law, neither Pawnee, Pawnee TDC nor Pawnee Nation will enact or pass any new ordinances subsequent to the execution of this Management Agreement that would materially impair the rights of Lakes under this Management Agreement. Pawnee covenants and affirmatively states that neither Pawnee, Pawnee TDC nor Pawnee Nation has or will impose any tax, fee or assessment on Lakes, the Project or its Project Facilities, this Management Agreement, the Operating Note and any related security documents and instruments described herein other than the fees and assessments described in "Costs of Gaming Operation." In the event of any change in state or federal laws that results in a final determination by the Secretary, the National Indian Gaming Commission, or a court of competent jurisdiction that this Management Agreement is unlawful, Pawnee and Lakes shall use their respective good faith best efforts to amend this Management Agreement in a mutually satisfactory manner which will comply with the change in applicable laws and not materially change the rights, duties and obligations of the parties hereunder. In the event such amendment can not be legally effected following exhaustion of all such good faith best efforts (including the lapse of all legal proceedings and appeal periods without favorable results) performance of this Management Agreement shall be automatically suspended effective upon the date that performance of this Management Agreement becomes unlawful by such final determination, and either party shall have the right to terminate such suspended Management Agreement (except the Notes and Security Provisions, as defined in Section 6.4 (b)) upon written notice to the other party.
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Involuntary Termination Due to Changes in Law or Tribal. State Compact. The parties hereby agree to use their best efforts to conduct Class II and/or Class III Gaming activities in accordance with this Management Agreement and to ensure that such activities and this Management Agreement conform to and comply with all applicable laws and a Tribal-State Compact. Pawnee agrees that, except as may be required by federal law, neither Pawnee, Pawnee TDC nor Pawnee Nation will enact or pass any new ordinances subsequent to the execution of this Management Agreement that would materially impair the rights of Lakes under this Management Agreement. Pawnee covenants and affirmatively states that neither Pawnee, Pawnee TDC nor Pawnee Nation has or will impose any tax, fee or assessment on Lakes, the Project or its Project Facilities, this Management Agreement, the Operating Note and any related security documents and instruments described herein other than the fees and assessments described in "Costs of Gaming
Involuntary Termination Due to Changes in Law or Tribal. State Compact. The parties hereby agree to use their best efforts to conduct Class III Gaming activities in accordance with this Management Agreement and to ensure that such activities and this Management Agreement conform to and comply with all applicable laws and a Tribal-State Compact. The Tribe agrees that, except as may be required by federal law, the Tribe will not enact or pass any new ordinances subsequent to the execution of this Management Agreement that would materially impair the rights of Manager under this Management Agreement. In the event of any change in state or federal laws that results in a final determination by the Secretary, the National Indian Gaming Commission, or a court of competent jurisdiction that this Management Agreement is unlawful, the Tribe and Manager shall use their respective good faith best efforts to amend this Management Agreement in a mutually satisfactory manner which will comply with the change in applicable laws and not materially change the rights, duties and obligations of the parties hereunder. In the event such amendment can not be legally effected following exhaustion of all such good faith best efforts (including the lapse of all legal proceedings and appeal periods without favorable results) performance of this Management Agreement shall be automatically suspended effective upon the date that performance of this Management Agreement becomes unlawful by such final determination, and either party shall have the right to terminate such suspended Management Agreement (except the Notes and Security Provisions, as defined in Section 6.4 (b)) upon written notice to the other party.

Related to Involuntary Termination Due to Changes in Law or Tribal

  • Termination Due to Change in Control If the Company terminates Executive's employment without Cause (and for reasons other than death or Disability) in conjunction with a Change in Control (as defined below), Executive shall be entitled to receive all accrued but unpaid salary and benefits through the date of termination plus the Change in Control Benefit (as defined below).

  • Termination Due to Change of Control A “Termination Due to Change of Control” shall occur if within the 24 month period beginning with the date a Change of Control occurs (i) the Executive’s employment with the Corporation is involuntarily terminated (other than by reason of death, disability or Cause) or (ii) the Executive’s employment with the Corporation is voluntarily terminated by the Executive subsequent to (A) any reduction in the total of the Executive’s annual base salary (exclusive of fringe benefits) and the Executive’s target bonus in comparison with the Executive’s annual base salary and target bonus immediately prior to the date the Change of Control occurs, (B) a significant diminution in the responsibilities or authority of the Executive in comparison with the Executive’s responsibility and authority immediately prior to the date the Change of Control occurs or (C) the imposition of a requirement by the Corporation that the Executive relocate to a principal work location more than 50 miles from the Executive’s principal work location immediately prior to the date the Change of Control occurs.

  • Termination Due to a Change of Control If (A) Employer (either Northrim BanCorp, Inc. or Northrim Bank) is subjected to a Change of Control (as defined in Section 5.f.(i)), and (B) either Employer or its assigns terminates Executive’s employment without Cause (either during the annual term of this Agreement or by refusing to extend this Agreement when the annual termination occurs every December 31) or Executive terminates his employment for Good Reason within 730 days of such Change of Control, then Employer shall pay Executive (i) all Base Salary earned and all reimbursable expenses incurred under this Agreement through such termination date; (ii) an amount equal to one (1) times Executive’s highest Base Salary over the prior three (3) years; and (iii) benefits described in Sections 5.b.(I) and (II) below. The amounts described in Section 5.a.(i) and (ii) herein shall be paid no later than forty-five (45) days after the day on which employment is terminated. No payment will be made pursuant to Section 5.a.(ii) unless the Executive has signed an agreement, in a form acceptable to Employer, that releases and holds Employer harmless from all known and unknown claims and liabilities arising out of Executive’s employment with Employer or the performance of this Agreement (“Release Agreement”) and the Release Agreement has become irrevocable prior to the payment date.

  • Termination Due to Retirement Subject to Section 7 below, in the event of Termination due to Retirement, then (regardless of any subsequent death of the Employee) the Option will continue to vest pursuant to Section 3, and the last date on which the Option may be exercised is the day prior to the Expiration Date.

  • Termination for Cause, or Termination Upon Death, Disability or Resignation from the Company Without Good Reason If Executive’s employment shall terminate as a result of Executive’s death pursuant to Section 3(a)(i) or Disability pursuant to Section 3(a)(ii), pursuant to Section 3(a)(iii) for Cause, or pursuant to Section 3(a)(vi) for Executive’s resignation from the Company without Good Reason, then Executive shall not be entitled to any severance payments or benefits, except as provided in Section 3(c).

  • Involuntary Termination in Connection with a Change in Control Notwithstanding anything contained herein, in the event of an Involuntary Termination prior to a Change in Control, if the Involuntary Termination (1) was at the request of a third party who has taken steps reasonably calculated to effect such Change in Control or (2) otherwise arose in connection with or in anticipation of such Change in Control, then the Executive shall, in lieu of the payments described in Section 4 hereof, be entitled to the Post-Change in Control Severance Payment and the additional benefits described in this Section 5 as if such Involuntary Termination had occurred within two (2) years following the Change in Control. The amounts specified in Section 5 that are to be paid under this Section 5(h) shall be reduced by any amount previously paid under Section 4. The amounts to be paid under this Section 5(h) shall be paid within sixty (60) days after the Change in Control Date of such Change in Control.

  • Termination After a Change in Control You will receive Severance Benefits under this Agreement if, during the Term of this Agreement and after a Change in Control has occurred, your employment is terminated by the Company without Cause (other than on account of your Disability or death) or you resign for Good Reason.

  • Termination of Service Due to Death or Disability If an Awardee’s service on the Board terminates by reason of death or Disability, the restrictions and risk of forfeiture with respect to the Restricted Stock which have not expired shall immediately lapse and all shares of the Restricted Stock shall be deemed fully vested and nonforfeitable.

  • Termination Due to Disability or Death Executive’s employment hereunder may be terminated by the Company as follows:

  • Termination without Cause or Resignation for Good Reason in Connection with a Change in Control If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) or if Executive resigns from his or her employment for Good Reason, and, in each case, such termination date occurs during the Change in Control Period, then Executive will receive the Accrued Benefits and, subject to Sections 5 through 7, below, Executive will be eligible to receive the following:

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