REDEMPTION UPON TERMINATION DATE Sample Clauses

REDEMPTION UPON TERMINATION DATE. The Company hereby acknowledges that Security Holder is converting the Note in reliance upon the covenants of the Company in Article IV hereof, and therefore agrees that if the Transaction has not been consummated by March 31, 2006 (the “Termination Date”), the Company shall immediately redeem the Shares issued upon conversion of the Note for cash in an amount equal to the sum of the Conversion Amount (the “Redemption Amount”). At any time, on or after March 31, 2006, the Security Holder is hereby authorized to apply the Collateral Deposit (as defined in the Cash Collateral Agreement) to the payment of the Redemption Amount due and owing to Security Holder pursuant to the terms hereof. The Company and Engineering further agree that the Redemption Amount and all other obligations hereunder shall be secured by the collateral granted under each security agreement entered into between the Security Holder and/or the Company, Engineering and any of their affiliates including, without limitation, the Cash Collateral Agreement. The obligations and agreements of any party under this Section 5.1 shall survive the termination of this Agreement.
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Related to REDEMPTION UPON TERMINATION DATE

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  • 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 Upon Notice This Agreement may be terminated at any time without cause by either party giving the other party one hundred eighty (180) days written notice.

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