Post-Termination Actions. Upon expiration or termination of this Agreement for any reason, the parties shall have the following rights and obligations: (i) all unpaid invoices shall automatically become due and payable on the effective date of termination, even if longer terms had been previously provided or allowed; and (ii) upon notice of termination, Forte shall be entitled to withhold any or all credits to IPC’s account for any purchase of Product made by customers who use IPC’s identification code in connection with such purchase, or for whom IPC’s identification code has been stored in Forte’s system.
Post-Termination Actions. Upon expiration or termination of this Agreement, Whitney shall cease selling all EduTrades Products, immediately cease and desist from using or displaying any forms of advertising indicative of EduTrades and/or EduTrades Products, and cease utilizing the Database and/or proprietary information. Contractor shall also comply with all provisions set forth in Article 6.03.
Post-Termination Actions. The following provisions apply to this Exhibit generally (in the event of termination in its totality) and to the Company’s activities in particular locations only (in the event of termination of Company’s authorization to act in a given location). Upon termination:
(a) Company will immediately cease and desist from marketing or distributing Products and Services under authority from Sun, and will (i) return or, if agreed to by Sun, destroy all tools, materials and other Sun property provided to Company, at Company’s expense, within thirty (30) days, (ii) immediately pay all amounts due and owing, and (iii) promptly notify Sun of the Products in Company’s inventory, as well as the net invoice price and an estimate of the then fair market value of such inventory;
(b) Sun will have the right of first refusal to repurchase Products in Company’s inventory at the lower of net invoice price or the then fair market value, as may be adjusted for any amounts due but unpaid pursuant to section 9.3(a)(ii). Sun may exercise this right by providing Company with written notice of its election to do so within fifteen (15) days following the date that Company complies with section 9.3(a)(iii). Except where termination is by Sun for breach, and subject to the terms and obligations of this Agreement, during the ninety (90) day period following termination, Company may sell and/or license under the terms of this Exhibit any products that Sun does not elect to repurchase.
(c) Sun will have the right to cancel by written notice all or part of any unfulfilled Order previously accepted by Sun. To the extent that Sun does not cancel any such Order, the terms of this Agreement shall apply to it.
Post-Termination Actions. Immediately upon termination of a license granted under this XXXX, the Licensee must at its own cost (a) cease permitting access to and ensure that all Authorized Users immediately cease all use of the Software, and (b) promptly remove the Software, and any copies of the Software which reside on Licensee’s and its Authorized User computers, mobile devices, or computer network with the exception of using the Software one final time only to export Licensee’s data collected by the Software. For a version of Software that has reached its End-of-Life date, ALM Works’ obligations for such Software version, including but not limited to Support and Maintenance obligations, cease on the End-of-Life date.
Post-Termination Actions. Upon the effective date of termination Healthcare Provider shall return to Insulin Pumpers any Products and any Documentation in its possession that have not been provided to Patients under Section 2.
Post-Termination Actions. 9.7.1 Within 45 days after the expiration or termination of this Agreement, whether or not in accordance with this Clause 9, Shurgard shall provide the Company with a final accounting of all transactions theretofore completed. Any amount then owing to Shurgard pursuant to the terms of this Agreement, whether for reimbursement of expenses or on account of its fees hereunder, shall be paid promptly to Shurgard.
9.7.2 Upon expiration or termination of this Agreement, Shurgard shall surrender to the Company and the Subsidiaries custody and possession of the Properties, as well as the books and records of the Company and the Subsidiaries and the books and records relating to the operations of the Properties. All signs utilizing Shurgard Marks (as defined below) and lighthouses shall be removed in accordance with Clause 10.1.
Post-Termination Actions. 10.5.1 Within 45 days after the expiration or termination of this Agreement, whether or not in accordance with this Clause 10, Shurgard shall provide the Company with a final accounting of all transactions theretofore completed. Any amount then owing to Shurgard pursuant to the terms of this Agreement, whether for reimbursement of expenses or on account of its fees hereunder, shall be paid promptly to Shurgard.
10.5.2 If this Agreement expires while the Property and Asset Management Agreement remains in effect, the relationship between the Parties shall as of that time be governed by the terms and conditions of the Property and Asset Management Agreement, without prejudice to Clause 10.5.4 hereof.
10.5.3 Upon expiration or termination of this Agreement together with the Property and Asset Management Agreement, Parties refer to the Clause regarding post termination actions in the Property and Asset Management Agreement, without prejudice to Clause 10.5.4 hereof.
10.5.4 The expiration or termination of this Agreement shall not prejudice the rights and obligations of the Parties which, due to their nature, shall survive the expiration or termination of this Agreement in particular Clauses 10.4, 10.5, 13, 16, 17, 18 and 23.
Post-Termination Actions. 19.1 On the Agreement or any part of the Services ending for any reason, Tier 1 will provide the Client with any reasonable assistance requested in writing for a period not exceeding ninety (90) days following its expiry or termination to ensure an orderly transfer of the Services to the Client, or an alternative supplier nominated by the Client. This assistance includes continued performance of all or any of the Services performed by Tier 1 in the same manner as required prior to the termination until such transfer is completed.
19.2 On expiry or termination of the Framework Agreement or any SoW for any reason if Tier 1 is at that time holding any Computer Equipment provided through the Client, Tier 1 shall within one (1) month of the termination date agree with the Client to:-
19.2.1 buy the Computer Equipment at an agreed price; or
19.2.2 recycle the Computer Equipment which is below the required specifications; or
19.2.3 return the Computer Equipment to the Client at the Client’s cost; or
19.2.4 pass on the Computer Equipment to the new provider of the Services at the cost of the new provider who shall reimburse Tier 1 for all costs incurred; subject always to Tier 1 agreeing with the Client a combination of the alternatives as set out at clauses 19.2.1 to 19.2.4 above and the related costs.
19.3 On expiry or termination of the Agreement for any reason, Tier 1 shall promptly return to the Client or, if directed by the Client, dispose of, any and all Client Material and any other materials belonging to the Client (whether co-branded or otherwise) in its custody or control.
19.4 On expiry or termination of the Agreement for any reason, the Client shall promptly return to Tier 1 or, if directed by Tier 1, dispose of, any and all Tier 1 Material and any other materials belonging to Tier 1 (whether co-branded or otherwise) in its custody or control.
19.5 Tier 1 shall at the request of the Client take such reasonable steps to facilitate the transfer of the Services to a new provider at the cost of the new provider.
19.6 Ending the Agreement for any reason is without prejudice to any other rights or remedies to which a party may be entitled.
Post-Termination Actions. Upon expiration or termination of this Agreement for any reason, the parties shall have the following rights and obligations:
(i) The Due Date of all outstanding invoices for the Products shall automatically accelerate so that they become due and payable on the effective date of termination, even if longer terms had been previously provided.
(ii) All orders or portions thereof not shipped as of the effective date of termination shall automatically be canceled, provided that Supplier shall furnish Products in accordance with any of Distributor orders outstanding to its customers prior to the date of notification of such termination that do not call for delivery of Products beyond sixty (60) days from the date of such notification.
Post-Termination Actions. 11.4.1. In the event this Settlement Agreement is terminated or becomes null and void, this Settlement Agreement will not be offered into evidence or used in this or in any other action in the Court, or in any other federal court, state court, arbitration, regulatory agency, or other tribunal or forum for any purpose, including, but not limited to, the existence, certification, or maintenance of any purported class. In addition, in such event, this Agreement and all negotiations, proceedings, documents prepared and statements made in connection with this Agreement, including the Supplemental Agreement, will be without prejudice to all Parties and will not be admissible into evidence and will not be deemed or construed to be an admission or concession by any of the Parties of any fact, matter, or proposition of law and will not be used in any manner for any purpose, and all Parties will stand in the same position as if this Settlement Agreement had not been negotiated, made, or filed with the Court.
11.4.2. In the event this Settlement Agreement is terminated or becomes null and void, then no class shall be deemed certified by or as a result of this Agreement, and the Parties will jointly move the Court to vacate the Preliminary Approval Order and any other orders certifying the Class. It is the Parties’ intent that they shall then be returned to the status quo in the Action, as it existed at the time Court issued its stay order of June 26, 2018 in the Action. The Parties agree that all stayed proceedings shall resume in a reasonable manner. In such event, Defendants shall not be deemed to have consented to class certification, and shall retain all rights to oppose class certification, including, without limitation, to certification of the identical class provided for in this Agreement.
11.4.3. If this Settlement Agreement is terminated or becomes null and void after notice has been given, the Parties will provide Court-approved notice of termination to the Settlement Class Members as directed by the Court, the costs of which shall be deemed permitted payments from the Cost Fund authorized under § 2.3 and paid or reimbursed from the Cost Fund. If there is insufficient money in the Cost Fund to pay the costs of such notice, the Court will determine and order which Parties should pay the costs of the required notice.
11.4.4. In the event this Settlement Agreement is terminated or becomes null and void, any unspent and uncommitted monies in the Cost Fund and a...
