Prior Termination. Anything in this Agreement to the contrary notwithstanding, if the Employee’s employment with the Company is terminated prior to the date on which a Change of Control occurs either (i) by the Company other than for Cause or (ii) by the Employee for Good Reason, and it is reasonably demonstrated by Employee that such termination of employment (a) was at the request of a third party who has taken steps reasonably calculated to effect the Change of Control, or (b) otherwise arose in connection with or anticipation of the Change of Control, then for all purposes of this Agreement the termination shall be deemed to have occurred upon a Change of Control and the Employee will be entitled to Salary and Benefits Continuation as provided for in Section 3 hereof.
Prior Termination. Executive terminates employment or Kaydon (or the appropriate Subsidiary) terminates Executive’s employment for any reason or for no reason at all prior to the time a third person begins a tender or exchange offer, circulates a proxy to stockholders, or takes other steps to effect a Change in Control of Kaydon (unless Kaydon (or the appropriate Subsidiary) terminates Executive’s employment in anticipation of the Change in Control).
Prior Termination. Anything in this Agreement to the contrary notwithstanding, if the Employee’s employment with the Company is terminated prior to the date on which a Change of Control occurs either (i) by the Company other than for Cause or (ii) by the Employee for Good Reason, and it is reasonably demonstrated by Employee that such termination of employment (a) was at the request of a third party who has taken steps reasonably calculated to effect the Change of Control, or (b) otherwise arose in connection with or anticipation of the Change of Control, and (iii) a Change of Control that constitutes a change in ownership or effective control of the Corporation or a change in the ownership of a substantial portion of the assets of the Company under Section 409A of the Code occurs within twenty-four (24) months following the Employee’s termination, then for all purposes of this Agreement the termination shall be deemed to have occurred upon a Change of Control and the Employee will be entitled to Salary and Benefits Continuation as provided for in Section 3 hereof upon the date on which the Change of Control set forth in clause (iii) of this Section 5 occurs or, if later, the date specified in Section 3 hereof.
Prior Termination. This Agreement may be terminated at any time upon sixty (60) days prior written notice by either party if either party files a voluntary petition in bankruptcy or under any similar insolvency law, makes an assignment for the benefit of its creditors, becomes insolvent, or if any involuntary petition in bankruptcy or under any similar insolvency laws is filed against it, or if a receiver is appointed for, or a levy or attachment is made against substantially all of its assets, and such involuntary petition is not dismissed or such receiver or levy or attachment is not discharged within ninety (90) days after the filing or appointment thereof.
Prior Termination. Except as provided in Section 2(b) below, the Option shall not be exercisable prior to the Commencement Date set forth in Section 1 above. Notwithstanding the Expiration Date set forth in Section 1 above:
(a) if Optionee's employment with the Company (i) is terminated by the Company for any reason; or (ii) is voluntarily terminated by the Optionee for any reason other than; (I) termination on or after attaining age 55, (II) death or (III) disability, the Option shall expire on the ninetieth (90) day after such termination of employment.
(b) if Optionee's employment with the Company terminates on or after attaining age 55; or by reason of disability or death, the Option, if not already exercisable on the date of such termination of employment, shall become exercisable and shall expire on the earlier of the first anniversary of the date of such termination of employment or the date the Option expires in accordance with Section 1 above. During such period the Option may be exercised by Optionee with respect to the same number of shares of Common Stock, in the same manner, and to the same extent, as if Optionee had continued employment during such period; provided that if such termination occurs by reason of death, the Option shall be exercisable, in whole or in part, by a legatee or legatees of the Option under Optionee's will, or by his executors, personal representatives or distributees.
Prior Termination a) If, during the term of this lease, the LESSOR, through the Department of Environmental Management, determines that the leased Premises are desired by the LESSOR for an alternative public use, and upon written notice given six (6) months in advance by the LESSOR to the LESSEE to vacate, this lease shall be terminated and thereupon declared at an end; and both the LESSOR and the LESSEE shall be fully released and discharged of all of the terms, covenants, and conditions of this lease provided the LESSEE has paid the LESSOR all accrued rental and other charges that may be due under this provision during the term of this lease; and in the event a portion of the demised premises is so desired, all terms, covenants, and conditions of this lease shall remain in full force and effect, except that the LESSOR shall prorate the annual rental for each remaining year of the lease to compensate for the acreage taken; and except that LESSEE shall be entitled to enter upon the demised premises to harvest and remove any crops within 6 months of such termination.
b) In the event the LESSEE shall fail to pay the rent or in the case of failure on the part of the LESSEE to perform and adhere to all of the covenants and agreements contained in this lease, and such failure shall continue for more than fifteen (15) days or longer than is reasonably necessary and requisite to correct the failure, after written notice has been given by the LESSOR to the LESSEE specifying the existence and nature of the default, the LESSOR shall be at the liberty to enter upon and take immediate possession of the leased premises and declare this lease at an end.
Prior Termination. Unless LICENSOR advises COLLATERAL in writing *** of the due date otherwise in the event that any of the payments described in this clause 5 are not made by the due date this Agreement will terminate with immediate effect on *** following such due date PROVIDED THAT such termination will not effect the LICENSOR's right to receive the payments then owing pursuant to this clause.
Prior Termination. Anything contained in Section 5.1 above to the contrary notwithstanding, this Agreement may be terminated and the obligations of the parties hereunder shall thereupon cease except for payments due under this Agreement, by the Fund electing to terminate this Agreement by providing Deja Foods with ninety (90) days notice in writing.
Prior Termination. 4.1. Notwithstanding anything to the contrary stated herein, IKEA may at any time and without compensation to the Seller terminate this Agreement to immediately expire and cancel existing orders, should the Seller be subject to change of ownership, or become insolvent, or a receiver is appointed for Seller, or for a substantial portion of its assets, or if Seller commits a breach of material or serial nature of any of the provisions set forth herein, in the General Agreement or in any delivery agreement with the Manufacturers, which if such breach is remediable is not cured within fifteen (15) days after receipt of written notice thereof.
Prior Termination. Anything in this Agreement to the contrary, notwithstanding, if Employee’s employment with the Company is terminated prior to the date on which a Change of Control occurs, and it is reasonably demonstrated that such termination (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change of control or (ii) otherwise arose in connection with or anticipation of a Change of Control, then Employee’s Employment Period shall begin as of the date immediately prior to the date of such termination.
