Procedure for Termination With Cause Sample Clauses

Procedure for Termination With Cause. The procedure for termination with Cause shall be as follows: (a) For any reason specified in Section 6.4.2(a), Xx. Xxxxxx shall be terminated upon the commencement of prosecution, as of the date of the act to which that Section applies. (b) For any reason specified in Sections 6.4.2(b) or 6.4.2(c), the Holding Company and/or the Bank shall give Xx. Xxxxxx written notice of the Cause alleged to be the basis for Xx. Xxxxxx'x termination. Xx. Xxxxxx shall, thereafter, have a period of Thirty (30) days from the date of the receipt of the written notice in which to dispute and/or explain the situation(s) referred to in the written notice. If Xx. Xxxxxx does not respond to the written notice, Xx. Xxxxxx shall be deemed to have agreed to the allegations contained therein and the termination shall be effective as of the date of the written notice. If Xx. Xxxxxx disputes the allegations contained in the written notice, Xx. Xxxxxx shall notify the Holding Company and/or the Bank in writing within the time period set forth above and the Holding Company and/or the Bank shall set up a meeting to discuss a resolution of the dispute. If the parties do not reach agreement within Forty-five (45) days of the written notice of the Bank and/or the Holding Company, the Bank and/or the Holding Company, by a majority of their respective Board of Directors, shall have the right to terminate Xx. Xxxxxx and to discontinue the compensation provided hereunder to Xx. Xxxxxx. If Xx. Xxxxxx nevertheless still disagrees that his termination was proper under the terms of this Agreement, both parties hereto by their execution hereof agree to submit to binding arbitration under the rules, regulations and procedures of the American Arbitration Association.
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Procedure for Termination With Cause. The procedure for termination with cause shall be as follows: (A) For any reason specified in paragraph 6(c)(2)(A), the Employee shall be terminated upon the commencement of prosecution, as of the date of the act to which that paragraph applies. (B) For any reason specified in Paragraphs 6(c)(2)(B)or 6(c)(2)(C),unless ordered by or agreed to differently between the Employer and a Bank Regulatory Agency, the Employer shall give the Employee written notice of the cause alleged to be the basis for the Employee's termination. The Employee shall thereafter have a period of Thirty (30) days from the date of the receipt of the Employer's written notice in which to dispute and/or explain the situation(s) referred to in the Employer's written notice, including, if appropriate, a response to Bank Regulatory Agencies. If the Employee does not respond to the Employer's notice, the Employee shall be deemed to have agreed to the Employer's and/or the Bank Regulatory Agency's allegations and the termination shall be effective as of the date of the Employer's written notice. If the Employee disputes the allegations contained in the Employer's and/or the Bank Regulatory Agency's 6 notice, the Employee shall notify the Employer in writing within the time period set forth above and the Employer and the Employee shall set a meeting to discuss a resolution of the dispute. If the parties and/or any Bank Regulatory Agency do not (after good faith efforts) reach agreement as to the Employee's termination, within Forty-five (45) days of the Employer's notice, the Employer, by a majority of its Board of Directors, shall have the right to terminate the Employee and to discontinue the compensation payments to the Employee. If the Employee nevertheless still disagrees that his termination was proper under the terms of this Agreement, both parties hereto by their execution hereof agree, unless otherwise ordered by or agreed to differently between any Bank Regulatory Agency and the Employer, to submit the matter to binding arbitration under the rules, regulations and procedures of the American Arbitration Association.
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Procedure for Termination With Cause. The procedure for ------------------------------------ termination with cause shall be as follows: (A) For any reason specified in paragraph 5(c)(2)(A), Xxxxx shall be terminated upon the commencement of prosecution, as of the date of the act to which that paragraph applies. (B) For any reason specified in Paragraphs 5(c)(2)(B), 5(c)(2)(C), 5(c)(2)(D) or 5(c)(2)(E), unless ordered by or agreed to differently between Columbia Bancorp and/or Columbia Bank, and a Bank Regulatory Agency, or unless a criminal prosecution has commenced as provided in Paragraphs 5(c)(2)(A) and 5(c)(3)(A) above, Columbia Bancorp and/or Columbia Bank shall give Xxxxx written notice of the cause alleged to be the basis for Kelly's termination. Xxxxx shall thereafter have a period of 30 days from the date of the receipt of Columbia Bancorp's and/or Columbia Bank's written notice in which to dispute and/or explain the situation(s) referred to in Columbia Bancorp's and/or Columbia Bank's written noticed, including, if appropriate, a response to Bank Regulatory Agencies. If Xxxxx does not respond to Columbia Bancorp's and/or Columbia Bank's notice, Xxxxx shall be deemed to have agreed to Columbia Bancorp's and/or Columbia Bank's and/or the Bank Regulatory Agency's allegations and the termination shall be effective as of the date of Columbia Bancorp's and/or Columbia Bank's written notice. If Xxxxx disputes the allegations contained in Columbia Bancorp's and/or Columbia Bank's and/or the Bank Regulatory Agency's notice, Xxxxx shall notify Columbia Bancorp and/or Columbia Bank in writing within the time period set forth above and Columbia Bancorp and/or Columbia Bank and Xxxxx shall set a meeting to discuss a resolution of the dispute. If the parties and/or any Bank Regulatory Agency do not reach agreement as to Kelly's termination, within 45 days of Columbia Bancorp's and/or Columbia Bank's notice, Columbia Bancorp and/or Columbia Bank, by a majority of its Board of Directors, shall have the right to terminate Xxxxx and to discontinue the compensation payments to Xxxxx. If Xxxxx nevertheless still disagrees that his termination was proper under the terms of this Agreement, both parties hereto by their execution hereof agree, unless otherwise ordered by or agreed to differently between any Bank Regulatory Agency and Columbia Bancorp and/or Columbia Bank, to submit to binding arbitration under the rules, regulations and procedures of the American Arbitration Association.
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Procedure for Termination With Cause. The procedure for termination with Cause shall be as follows: (a) For any reason specified in Section 6.3.2(a), Mr. Storm shall be terminated upon the commencement of prosecution, as of the date of the act to which that Section applies. (b) For any reason specified in Sections 6.3.2(b) or 6.3.2(c), the Bank shall give Mr. Storm written notice of the Cause alleged to be the basis for Mr. Storm’s termination. Mr. Storm shall, thereafter, have a period of Thirty (30) days from the date of the receipt of the written notice in which to dispute and/or explain the situation(s) referred to in the written notice. If Mr. Storm does not respond to the written notice, Mr. Storm shall be deemed to have agreed to the allegations contained therein and the termination shall be effective as of the date of the written notice. If Mr. Storm disputes the allegations contained in the written notice, Mr. Storm shall notify the Bank in writing within the time period set forth above and the Bank shall set up a meeting to discuss a resolution of the dispute. If the parties do not reach agreement within Forty-five (45) days of the written notice of the Bank, the Bank, by a majority of their respective Board of Directors, shall have the right to terminate Mr. Storm and to discontinue the compensation provided hereunder to Mr. Storm. If Mr. Storm nevertheless still disagrees that his termination was proper under the terms of this Agreement, both parties hereto by their execution hereof agree to submit to binding arbitration under the rules, regulations and procedures of the American Arbitration Association.
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Related to Procedure for Termination With Cause

  • Procedure for Termination The party designated in Section 4.03 of the Trust Agreement shall advise the Securities Administrator in writing of its election to cause a Terminating Purchase, no later than the Distribution Date in the month preceding the Distribution Date on which the Terminating Purchase will occur. Notice of the Distribution Date on which any such termination shall occur (or the Distribution Date on which final payment or other Liquidation of the last Mortgage Loan remaining in the Trust or the disposition of the last REO Property remaining in the Trust will be distributed to Certificateholders, as reflected in the Remittance Report for such month (the “Final Distribution Date”) shall be given promptly by the Securities Administrator by letter to Certificateholders mailed (a) in the event such notice is given in connection with a Terminating Purchase, not earlier than the 15th day of the month preceding such final distribution and not later than the 5th day of the month of such final distribution or (b) otherwise during the month of such final distribution on or before the Servicing Remittance Date in such month, in each case specifying (i) the Final Distribution Date and that final payment of the Certificates will be made upon presentation and surrender of Certificates at the office of the Securities Administrator therein designated on that date, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Final Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificates at the office of the Securities Administrator. The Securities Administrator shall give such notice to the Certificate Registrar at the time such notice is given to Certificateholders. In the event such notice is given in connection with a Terminating Purchase, the purchaser shall deliver to the Securities Administrator for deposit in the Certificate Account on the Business Day immediately preceding the Final Distribution Date an amount in next day funds equal to the Termination Price, as the case may be. Upon presentation and surrender of the Certificates on a Distribution Date by Certificateholders, the Securities Administrator shall distribute to Certificateholders (A) the amount otherwise distributable on such Distribution Date, if not in connection with Terminating Purchase, or (B) if in connection with a Terminating Purchase, an amount determined as follows: with respect to each Certificate with an outstanding Certificate Balance, the outstanding Certificate Balance thereof, plus interest thereon through the Accounting Date preceding the Distribution Date fixed for termination and any previously unpaid interest, net of unrealized losses, Realized Interest Shortfall and Shortfall with respect thereto; and in addition, with respect to each Residual Certificate, the Percentage Interest evidenced thereby multiplied by the difference between the Termination Price and the aggregate amount to be distributed as provided in the first clause of this sentence and the next succeeding sentence. Upon the deposit of the Termination Price in the Certificate Account, the Securities Administrator, on behalf of the Trustee, and any Custodian acting as its agent, shall promptly release to the purchaser the Trustee Mortgage Loan Files for the remaining Mortgage Loans, and the Securities Administrator, on behalf of the Trustee, shall execute all assignments, endorsements and other instruments without recourse necessary to effectuate such transfer. The Trust shall terminate immediately following the deposit of funds in the Termination Account as provided below. In the event that all of the Certificateholders shall not surrender their Certificates within six months after the Final Distribution Date specified in the above-mentioned written notice, the Securities Administrator shall give a second written notice to the remaining Certificateholders to surrender their Certificates and receive the final distribution with respect thereto, net of the cost of such second notice. If within one year after the second notice all the Certificates shall not have been surrendered for cancellation, the Securities Administrator may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Certificateholders concerning surrender of their Certificates, and the cost thereof shall be paid out of the amounts otherwise payable on such Certificates. Any funds payable to Certificateholders that are not distributed on the Final Distribution Date shall be deposited in a Termination Account, which shall be an Eligible Account, to be held for the benefit of Certificateholders not presenting and surrendering their Certificates in the aforesaid manner, and shall be disposed of in accordance with this Section. The Securities Administrator shall establish the Termination Accounts, which shall be Eligible Accounts, on or about the Closing Date.

  • Procedure Upon Termination (a) Notice of any termination pursuant to clause (i) of Section 9.30(a), specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Special Servicer to the Trustee and the Certificate Administrator no later than the later of (i) five (5) Business Days after the final payment or other liquidation of the last Mortgage Loan or (ii) the sixth (6th) day of the month in which the final Distribution Date will occur. Upon any such termination, the rights and duties of the Special Servicer (other than the rights and duties of the Special Servicer pursuant to Sections 9.8, 9.21, 9.23, 9.24 and 9.28 hereof) shall terminate and the Special Servicer shall transfer to the Master Servicer the amounts remaining in each REO Account and shall thereafter terminate each REO Account and any other account or fund maintained with respect to the Specially Serviced Mortgage Loans. (b) On the date specified in a written notice of termination given to the Special Servicer pursuant to clause (ii) of Section 9.30(a), all authority, power and rights of the Special Servicer under this Agreement, whether with respect to the Specially Serviced Mortgage Loans or otherwise, shall terminate, subject to the Special Servicer’s right to receive compensation and indemnification as expressly provided herein, as well as the benefit of any other rights that survive termination hereunder; provided, that in no event shall the termination of the Special Servicer be effective until the Trustee or other successor Special Servicer shall have succeeded the Special Servicer as successor Special Servicer, notified the Special Servicer of such designation, and such successor Special Servicer shall have assumed the Special Servicer’s obligations and responsibilities, as set forth in an agreement substantially in the form hereof, with respect to the Specially Serviced Mortgage Loans. The Trustee or other successor Special Servicer may not succeed the Special Servicer as Special Servicer until and unless it has satisfied the provisions that would apply to a Person succeeding to the business of the Special Servicer pursuant to Section 9.20 hereof and otherwise complies with Section 9.30(g). The Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Special Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination. The Special Servicer agrees to cooperate with the Trustee in effecting the termination of the Special Servicer’s responsibilities and rights hereunder as Special Servicer including, without limitation, providing the Trustee all documents and records in electronic or other form reasonably requested by it to enable the successor Special Servicer designated by the Trustee to assume the Special Servicer’s functions hereunder and to effect the transfer to such successor for administration by it of all amounts which shall at the time be or should have been deposited by the Special Servicer in any REO Account and any other account or fund maintained or thereafter received with respect to the Specially Serviced Mortgage Loans. On the date specified in a written notice of termination given to the Special Servicer pursuant to clause (ii) of Section 9.30(a), all authority, power and rights of the Special Servicer under this Agreement with respect to the applicable Serviced Pari Passu Mortgage Loan, whether such Mortgage Loan is a Specially Serviced Mortgage Loan or otherwise, shall terminate. The Trustee is hereby authorized and empowered to execute and deliver, on behalf of the Special Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments, and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination.

  • Reasons for Termination Executive’s employment hereunder may or will be terminated during the Employment Period under the following circumstances:

  • Grounds for Termination This Agreement may be terminated at any time prior to the Closing Date: (a) by mutual written agreement of Albertson’s and Buyer; (b) by either Albertson’s or Buyer if the Closing shall not have been consummated on or before September 22, 2006 (the “Termination Date”); provided that the right to terminate this Agreement pursuant to this Section 12.01(b) shall not be available to the party seeking to terminate if any action of such party or the failure of such party to perform any of its obligations under this Agreement required to be performed at or prior to the Closing has been the cause of, or resulted in, the failure of the Closing to occur on or before the Termination Date and such action or failure to perform constitutes a breach of this Agreement; provided, further, that the right to terminate this Agreement pursuant to this Section 12.01(b) shall not be available to Albertson’s if neither Albertson’s nor SUPERVALU shall have exercised its termination right under Section 8.1(c) of the Merger Agreement; (c) by either Albertson’s or Buyer if there shall be any Law, regulation or nonappealable final order, decree or judgment of any court or governmental body having competent jurisdiction that would make the consummation of the transactions contemplated hereby illegal or otherwise prohibited; (d) by Albertson’s if there shall have been a material breach of any representation, warranty, covenant or agreement on the part of Buyer contained in this Agreement such that the condition set forth in Section 10.03(a) would not be satisfied and which shall not have been cured prior to the earlier of (i) 20 Business Days following notice of such breach and (ii) the Termination Date; (e) by Buyer if there shall have been a material breach of any representation, warranty, covenant or agreement on the part of any Seller contained in this Agreement such that the condition set forth in Section 10.02(a) would not be satisfied and which shall not have been cured prior to the earlier of (i) 20 Business Days following notice of such breach and (ii) the Termination Date; or (f) by Albertson’s or Buyer if the Merger Agreement is terminated. The party desiring to terminate this Agreement pursuant to clauses 12.01(b), (c), (d), (e) or (f) shall give notice of such termination to the other party.

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be eff ected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity an d up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of t he ESC Region 8 and TIPS. Does vendor agree? Yes

  • Termination With Cause The Master Servicer may, at its sole option, terminate any rights the Primary Servicer may have hereunder with respect to any or all of the Mortgage Loans, as provided in Section 4.01 of this Agreement upon the occurrence of a Primary Servicer Termination Event. Any notice of termination shall be in writing and delivered to the Primary Servicer as provided in Section 6.05 of this Agreement.

  • Cause for Termination The MA Organization may terminate this contract if CMS fails to substantially carry out the terms of the contract.

  • Procedure Upon Termination of Trust Fund (a) Notice of any termination pursuant to the provisions of Section 7.01, specifying the Distribution Date upon which the final distribution shall be made, shall be given promptly by the Trustee by first class mail to Certificateholders mailed upon (x) the sale of all of the property of the Trust Fund by the Trustee pursuant to Section 7.01(b) or (y) upon the final payment or other liquidation of the last Mortgage Loan or REO Property in the Trust Fund. Such notice shall specify (A) the Distribution Date upon which final distribution on the Certificates of all amounts required to be distributed to Certificateholders pursuant to Section 5.02 will be made upon presentation and surrender of the Certificates at the Corporate Trust Office, and (B) that the Record Date otherwise applicable to such Distribution Date is not applicable, distribution being made only upon presentation and surrender of the Certificates at the office or agency of the Trustee therein specified. The Trustee shall give such notice to the Master Servicer and the Certificate Registrar at the time such notice is given to Holders of the Certificates. Upon any such termination, the duties of the Certificate Registrar with respect to the Certificates shall terminate and the Trustee shall terminate or request the Master Servicer to terminate, the Collection Account it maintains, the Certificate Account and any other account or fund maintained with respect to the Certificates, subject to the Trustee’s obligation hereunder to hold all amounts payable to Certificateholders in trust without interest pending such payment. (b) In the event that all of the Holders do not surrender their Certificates for cancellation within three months after the time specified in the above mentioned written notice, the Trustee shall give a second written notice to the remaining Certificateholders to surrender their Certificates for cancellation and receive the final distribution with respect thereto. If within one year after the second notice any Certificates shall not have been surrendered for cancellation, the Trustee may take appropriate steps to contact the remaining Certificateholders concerning surrender of such Certificates, and the cost thereof shall be paid out of the amounts distributable to such Holders. If within two years after the second notice any Certificates shall not have been surrendered for cancellation, the Trustee shall, subject to applicable state law relating to escheatment, hold all amounts distributable to such Holders for the benefit of such Holders. No interest shall accrue on any amount held by the Trustee and not distributed to a Certificateholder due to such Certificateholder’s failure to surrender its Certificate(s) for payment of the final distribution thereon in accordance with this Section. (c) Any reasonable expenses incurred by the Trustee in connection with any termination or liquidation of the Trust Fund shall be reimbursed from proceeds received from the liquidation of the Trust Fund.

  • TERMINATION FOR CAUSE BY CITY 4.05.1 If Contractor defaults under this Agreement, the Director may terminate this Agreement after providing Contractor written notice and an opportunity to cure the default as provided below. The City’s right to terminate this Agreement for Contractor’s default is cumulative of all rights and remedies that exist now or in the future. Default by Contractor occurs if: 4.05.1.1 Contractor fails to perform any of its material duties under this Agreement; 4.05.1.2 Contractor becomes insolvent; 4.05.1.3 all or a substantial part of Contractor’s assets are assigned for the benefit of its creditors; or 4.05.1.4 a receiver or trustee is appointed for Contractor. 4.05.2 If a default occurs and the Director determines that the City wishes to terminate the Agreement, then the Director must deliver a written notice to Contractor describing the default and the proposed termination date, with a copy of the notice to the CPO. The date must be at least 30 days after Contractor receives notice. The Director, at his or her sole option, may extend the termination date to a later date. If Contractor cures the default before the proposed termination date, then the proposed termination is ineffective. If Contractor does not cure the default before the termination date, then the Director may terminate this Agreement on the termination date, at no further obligation of the City. 4.05.3 To effect final termination, the Director must notify Contractor in writing, with a copy of the notice to the CPO. After receiving the notice, Contractor shall, unless the notice directs otherwise, immediately discontinue all services under this Agreement and promptly cancel all orders or subcontracts chargeable to this Agreement.

  • Effect of Termination for Cause In the event the Executive’s employment shall be terminated for Cause pursuant to Section 5.1 hereof, the Company shall pay the Executive his salary through the date of termination.

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