Major Casualty Termination Sample Clauses

Major Casualty Termination. Notwithstanding the foregoing, if, at any time during the Operating Term, (a)(i) the Managed Facilities are damaged or destroyed by a Casualty to such an extent that it is commercially unreasonable to Operate; (ii) the cost of restoring the damage of such Casualty will exceed the proceeds of insurance payable in connection with such Casualty (or that would have been payable if all insurance required under this Agreement had been maintained); or, (iii) Lender requires that any portion of the insurance proceeds (other than those payable for lost business income) received on account of the Casualty be applied to the Financing; and, (b) Owner decides either to demolish the Managed Facilities in its entirety or cease using the building as a hotel and casino, then Owner may terminate this Agreement by providing notice to Manager within ninety (90) days after such Casualty. In addition, if (A) the Managed Facilities are damaged or destroyed by a Casualty to such an extent that it is commercially unreasonable to Operate; or, (B) Owner reasonably estimates the Restoration will take longer than three hundred sixty-five (365) days after such Casualty to complete, Owner shall notify Manager of such fact within ninety (90) days after such Casualty, and Manager shall have the right to (I) terminate this Agreement without the payment of any Termination Fee (and Manager shall not be entitled to exercise any rights and remedies that may be available to Manager in law or equity against Owner including, without limitation, the right to damages), by written notice to Owner given within thirty (30) days after Manager’s receipt of such notice from Owner; or (II) suspend performance of its obligations under this Agreement during the Restoration, such suspension being permitted for a period that terminates sixty (60) days following notice from the Owner of date upon which Restoration shall be complete.
Sample 1
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Related to Major Casualty Termination

  • Termination After Change of Control In the event that, before the expiration of the TERM and in connection with or within one year of a CHANGE OF CONTROL (as defined hereinafter) of either one of the EMPLOYERS, the employment of the EMPLOYEE is terminated for any reason other than JUST CAUSE or is terminated by the EMPLOYEE as provided in Section 4(a)(ii) above, then the following shall occur:

  • Terminating Event A “Terminating Event” shall mean any of the events provided in this Section 3:

  • Termination Upon a Change of Control If Executive’s employment by the Employer, or any Affiliate or successor of the Employer, shall be subject to a Termination within a Covered Period, then, in addition to Minimum Payments, the Employer shall provide Executive the following benefits:

  • 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.

  • Insurance Casualty Condemnation Restoration SECTION 8.1. INSURANCE SECTION 8.2. CASUALTY SECTION 8.3. CONDEMNATION SECTION 8.4. RESTORATION

  • Termination Apart from Change of Control In the event the Employee’s employment is terminated for any reason, either prior to the occurrence of a Change of Control or after the twelve (12) month period following a Change of Control, then the Employee shall be entitled to receive severance and any other benefits only as may then be established under the Company’s (or any subsidiary’s) then existing severance and benefits plans or pursuant to other written agreements with the Company.

  • Termination Upon Change of Control Notwithstanding anything to the contrary herein, this Agreement (excluding any then-existing obligations) shall terminate upon (a) the acquisition of the Company by another entity by means of any transaction or series of related transactions to which the Company is party (including, without limitation, any stock acquisition, reorganization, merger or consolidation but excluding any sale of stock for capital raising purposes) other than a transaction or series of transactions in which the holders of the voting securities of the Company outstanding immediately prior to such transaction continue to retain (either by such voting securities remaining outstanding or by such voting securities being converted into voting securities of the surviving entity), as a result of shares in the Company held by such holders prior to such transaction, at least fifty percent (50%) of the total voting power represented by the voting securities of the Corporation or such surviving entity outstanding immediately after such transaction or series of transactions; or (b) a sale, lease or other conveyance of all substantially all of the assets of the Company.

  • Termination After Change in Control Sections 9.2 and 9.3 set out provisions applicable to certain circumstances in which the Term may be terminated after Change in Control.

  • Termination Upon a Change in Control If Executive’s employment is subject to a Termination within a Covered Period, then, in addition to Minimum Benefits, the Company shall provide Executive the following benefits:

  • Termination Apart from a Change of Control If the Employee's employment with the Company terminates other than as a result of an Involuntary Termination within the twelve (12) months following a Change of Control, then the Employee shall not be entitled to receive severance or other benefits hereunder, but may be eligible for those benefits (if any) as may then be established under the Company's then existing severance and benefits plans and policies at the time of such termination.

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