Liquidated Damages upon Termination Sample Clauses

Liquidated Damages upon Termination. You acknowledge that the premature termination of this Agreement will cause substantial damage to us, the actual amount of which will be difficult to determine. Therefore, if we terminate this Agreement under Subparagraph 14.a. or 14.b. as a result of your breach of this Agreement, or if you owe Liquidated Damages pursuant to Subparagraph 12.b. of this Agreement, or if you unilaterally terminate this Agreement, you will pay us Liquidated Damages for the premature termination of the Agreement. You will owe Liquidated Damages in addition to any outstanding fees and charges owed to us or any of the Entities accruing through the date of termination. Payment of Liquidated Damages is due the earlier of thirty (30) days following termination or the Closing of any Change of Ownership transaction in which a New License is not entered into; except that, if Liquidated Damages become due pursuant to Paragraph 12.b., payment is due thirty (30) days after our demand. Nothing in this Paragraph gives you any right to terminate this Agreement, but provides for the calculation of damages in the event you do so. You agree that Liquidated Damages are not a penalty and represent a reasonable estimate of the minimum just and fair compensation for the damages we will suffer as the result of your failure to operate the Hotel as a System Hotel in compliance with this Agreement for the full License Term, assuming that we would be able to replace the Hotel in the market within a reasonable time. Liquidated Damages for premature termination will be calculated by adding the result of (1) plus the result of (2) where:
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Liquidated Damages upon Termination. In the event Landlord elects to terminate this Lease pursuant to Section 17.2.2 above, Tenant shall pay to Landlord on demand, as liquidated damages, all Rent accrued and in arrears through the date of termination, plus, at Landlord’s election, either (a) an amount equal to the difference between (i) the aggregate of all Rent reserved under this Lease for the balance of the Term (including both Minimum Rent and Tenant’s Tax Share of Real Estate Taxes and Tenant’s Expense Share of Operating Expenses which would be owing for the remainder of the Term, as reasonably estimated by Landlord), and (ii) the fair rental value of the Premises for that period as of the date of such termination, as reasonably determined by Landlord based on the most recent leases of comparable space executed or then under negotiation at the Building; or (b) the aggregate of (i) the unamortized portion of any Construction Allowance paid by Landlord under Section 7, above, as of the date of termination, assuming that the Construction Allowance were amortized on a straight line basis over the entire Term at a fixed interest rate of ten percent (10%) per annum, and (ii) twenty-five percent (25%) of the balance of the Minimum Rent and monthly payments owing with respect to Tenant’s Tax Share of Real Estate Taxes and Tenant’s Expense Share of Operating Expenses from the date of said termination to the end of the Term of this Lease (if the same had not been terminated), to be computed as follows: (x) Minimum Rent for the remainder of the Term shall be based on the rate or rates of Minimum Rent set forth in this Lease for the remainder of the Term at the time of said termination; and (y) Tenant’s Tax Share of Real Estate Taxes and Tenant’s Operating Share of Operating Expenses for the unexpired portion of the Term shall be computed as equal to the Tenant’s Tax Share of Real Estate Taxes and Tenant’s Expense Share of Operating Expenses charged to Tenant for the last full calendar year immediately preceding the Event of Default. In the event any judgment has been entered against Tenant for any amount in excess of the total amount required to be paid by Tenant to Landlord hereunder, then the damages assessed under said judgment shall be reassessed and a credit granted to the extent of such excess. Landlord and Tenant have agreed to the liquidated damages herein set forth in order to avoid extended litigation following an Event of Default by Tenant and termination of this Lease, recognizing that ...
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Liquidated Damages upon Termination. If fixed and agreed liquidated damages are provided in the contract, and if the RCUH so terminates the Contractor's right to proceed, the resulting damage will consist of the liquidated damages for the time as may be required for final completion of the work.
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Liquidated Damages upon Termination. If the Company terminates Employee’s employment without Cause (except as provided in Section 10(d) below), or if the Employee terminates Employee’s employment for Good Reason, , Employee shall be awarded as liquidated damages caused by any such separation with the Company, the Employee shall be awarded 2% of the units of TrinityCare Senior Living, LLC, or such units as necessary for the Employee and Xx. Xxxxxx X. Denson to have 51% of the outstanding units of TrinityCare Senior Living, LLC.
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Liquidated Damages upon Termination. If a Seller terminates this Agreement at a time more than 90 days after the Effective Date pursuant to Section 12.1(d) when Sellers are otherwise ready, willing and able to proceed to Closing but Purchaser refuses to do so, and provided that all conditions under ARTICLE IX have been met or waived, then Purchaser shall pay to each Seller, as such Seller’s sole remedy, the sum of $10,000,000 (ten million dollars) as liquidated damages and not as a penalty.
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Liquidated Damages upon Termination. (a) If the Seller terminates this Agreement pursuant to Section 11.1(b) or (c), then Seller shall be entitled to liquidated damages equal to $360,000 (the "Seller Breakup Fee").
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Related to Liquidated Damages upon Termination

  • Payment Upon Termination In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. The City shall have no obligation to compensate Consultant for work not verified by logs or timesheets.

  • Payments Upon Termination 4.1 The Customer shall pay the Company liquidated damages (total monthly fee as specified in the Sales and Services Agreement x remaining months in the Term) upon the occurrence of any of the following events before the expiry of the Term:

  • Deliveries Upon Termination Upon termination of this Agreement, ALPS agrees to cooperate in the orderly transfer of distribution duties and shall deliver to the Fund or as otherwise directed by the Fund (at the expense of the Fund) all records and other documents made or accumulated in the performance of its duties for the Fund hereunder. In the event ALPS gives notice of termination under this Agreement, it will continue to provide the services contemplated hereunder after such termination at the contractual rate for up to 120 days, provided that the Fund uses all reasonable commercial efforts to appoint such replacement on a timely basis.

  • Liability Upon Termination Termination of this Agreement, or any part hereof, for any cause shall not release either Party from any liability which at the time of termination had already accrued to the other Party or which thereafter accrues in any respect to any act or omission occurring prior to the termination or from an obligation which is expressly stated in this Agreement to survive termination.

  • Delivery upon Termination Upon termination of Manager's employment with the Company for any reason, Manager shall promptly deliver to the Company all correspondence, files, manuals, letters, notes, notebooks, reports, programs, plans, proposals, financial documents, and any other documents or data concerning the Company's or any affiliate’s customers, database, business plan, marketing strategies, processes or other materials which contain Confidential Information, together with all other property of the Company or any affiliate in Manager's possession, custody or control. ARTICLE SIX

  • Rights Upon Termination Except as expressly provided in Section 6, upon the termination of the Executive’s Employment pursuant to this Section 5, the Executive shall only be entitled to the compensation, benefits and reimbursements described in Sections 2, 3 and 4 for the period preceding the effective date of the termination. The payments under this Agreement shall fully discharge all responsibilities of the Company to the Executive.

  • Actions Upon Termination In the event of termination not the fault of the Contractor, the Contractor shall be paid for the services properly performed prior to termination, together with any reimbursable expenses then due, but in no event shall such compensation exceed the maximum compensation to be paid under the Contract. The Contractor agrees that this payment shall fully and adequately compensate the Contractor and all subcontractors for all profits, costs, expenses, losses, liabilities, damages, taxes, and charges of any kind whatsoever (whether foreseen or unforeseen) attributable to the termination of this Contract. Upon termination for any reason, the Contractor shall provide Seattle with the most current design documents, contract documents, writings and other product it has completed to the date of termination, along with copies of all project-related correspondence and similar items. Seattle shall have the same rights to use these materials as if termination had not occurred.

  • Obligations Upon Termination Upon termination of this Agreement, either party shall, at the request of the other party, return any document, material, database, equipment, or software containing the Confidential Information to the other party. If, for any reason, such document, material, database, equipment, or software cannot be returned, either party shall destroy all the Confidential Information belonging to the other party and delete such Confidential Information from any memory devices. No party shall be permitted to continue using the Confidential Information in any way after the termination of this Agreement.

  • Fees and Expenses Upon Termination Should either party exercise its right to terminate, all reasonable out-of-pocket expenses or costs associated with the movement of records and material will be borne by the Trust. Additionally, ALPS reserves the right to charge a reasonable fee for its de-conversion services.

  • Benefits Payable Upon Termination Following the end of the Employment Period pursuant to Section 5(a), Executive (or, in the event of his death, his surviving spouse, if any, or if none, his estate) shall be paid the type or types of compensation determined to be payable in accordance with the following table, such payment to be made in the form specified in such table and at the time established pursuant to Section 7 hereof. Capitalized terms used in such table shall have the meanings set forth in Section 5(d) hereof.

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