Renewal and Termination A. This Agreement shall become effective on the date written below and shall continue in effect for one (1) year thereafter, unless sooner terminated as hereinafter provided and shall continue in effect thereafter for periods not exceeding one (1) year so long as such continuation is approved at least annually (i) by a vote of a majority of the outstanding voting securities of the Fund or by a vote of the Board of Trustees of the Trust, and (ii) by a vote of a majority of the Trustees of the Trust who are not parties to the Agreement (other than as Trustees of the Trust) or “interested persons” of any such party, cast in person at a meeting called for the purpose of voting on the Agreement. B. This Agreement: (i) may at any time be terminated without the payment of any penalty either by vote of the Board of Trustees of the Trust or by vote of a majority of the outstanding voting securities of the Fund on sixty (60) days’ written notice to the Adviser; (ii) shall immediately terminate with respect to the Fund in the event of its assignment; and (iii) may be terminated by the Adviser on sixty (60) days’ written notice to the Fund. C. As used in this Paragraph the terms “assignment,” “interested person” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth for such terms in the 1940 Act. D. Any notice under this Agreement shall be given in writing addressed and delivered, or mailed post-paid, to the other party at any office of such party.
Scope of Services and Term Subject to the provisions for early termination as set forth herein, the Contractor agrees that it will perform the Services enumerated in the scope of services attached hereto as Exhibit A and incorporated herein by reference (the “Scope of Services”) for a term of five years (5) beginning , 2023 through , 2028 (the “Term”). The Authority in its sole discretion may extend the Agreement for two (2) additional one-year periods, for a potential maximum term of *** (**) years. The Authority will provide any such renewal notice in writing at least thirty (30) days prior to expiration of the Agreement. The maximum payment for the Term is set forth in Section II(a). All work shall be diligently performed by the Contractor in an economical, expeditious and professional manner.
Term Renewal and Termination 14.1. This Agreement shall, with respect to the Portfolio, become effective as of the date first above written and shall remain in force for two years thereafter, and for successive annual periods thereafter but only so long as each such continuance is specifically approved at least annually by (1) a majority of the Directors of the Company who are not parties to this Agreement or interested persons of any such parties (other than as Directors of the Company), by vote cast in person at a meeting called for the purpose of voting on such approval; or
Employment and Term The Company hereby agrees to employ the Executive and the Executive hereby agrees to serve the Company on the terms and conditions set forth herein.
Commencement and Term This Agreement shall commence upon the Effective Date and continue for the Agreement Term.
Agreement and Term This Agreement records the Parties' agreement that:
Premises and Term a. Landlord, in consideration of the Rent hereinafter reserved to be paid and of the covenants, conditions and agreements to be kept and performed by Tenant, hereby leases, lets and demises to Tenant, and Tenant hereby leases and hires from Landlord, the Project. Upon the Commencement Date for Phase 1, Tenant shall be entitled to the exclusive use and occupancy of Phase 1 and that portion of the Parking Area allocated for Phase 1 plus such spaces in addition to the spaces allocated for Phase 1, if any, that may be constructed by Landlord at the time, so long as Tenant’s use of such spaces in addition to the spaces allocated for Phase 1 does not interfere with the construction of the remainder of the Project by Landlord. Upon the Commencement Date for Phase 2, Tenant shall be entitled to the exclusive use and occupancy of Phase 2 and the entire Parking Area, and at which time Tenant will have the exclusive use and occupancy of the entire Project. b. Promptly after the actual Commencement Date for each Phase, the parties shall execute an instrument in which the Commencement Date and expiration date for such Phase will be specified, as well as any adjustments to the Rentable Area of the Premises as described above and any corresponding adjustments to the Base Rent. c. Notwithstanding anything to the contrary contained in this Lease, although Landlord has estimated a completion date for Phase 1 of October 1, 1999, the parties agree that if Landlord has not achieved Substantial Completion of Phase 1 on or before November 1, 1999 (the “Phase 1 Completion Date”) (subject to any Tenant Delays and Force Majeure events, as hereinafter defined), then, commencing on November 1, 1999, Tenant shall receive a credit against the Base Rent to become due under this Lease in connection with Phase 1, such credit to be equal to one (1) day’s Base Rent for Phase 1 for each day of Landlord’s delay beyond the Phase 1 Completion Date that Landlord has not achieved Substantial Completion, subject to the limitations thereon pursuant to subsection (m), below. d. If Landlord has not achieved Substantial Completion of Phase 1 on or before November 15, 1999 (the “Phase 1 Extended Completion Date”) (subject to any Tenant Delays and Force Majeure events), then, commencing on November 16, 1999, the Base Rent credit available to Tenant for Phase 1 shall be increased to two (2) days’ Base Rent for each day of Landlord’s delay beyond the Phase 1 Extended Completion Date that Landlord has not achieved Substantial Completion, subject to the limitations thereon pursuant to subsection (m), below. e. If Landlord has not achieved Substantial Completion of Phase 1 on or before December 17, 1999 (the “Phase 1 Second Extended Completion Date”) (subject to any Tenant Delays and Force Majeure events), then, commencing on December 18, 1999, (x) the Base Rent credit available to Tenant for Phase 1 shall be decreased back to one (1) day’s Base Rent for each day of Landlord’s delay beyond the Phase 1 Second Extended Completion Date that Landlord has not achieved Substantial Completion, plus (y) Tenant shall be entitled to receive, as liquidated damages and not as a penalty, the sum of Ten Thousand and No/100 ($10,000.00) Dollars per day, subject to the limitations thereon pursuant to subsection (m), below. f. If Landlord has not achieved Substantial Completion of Phase 1 on or before January 17, 2000 (the “Phase 1 Outside Completion Date”) (subject to any Tenant Delays and Force Majeure events), then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within ten (10) days after the Phase 1 Outside Completion Date, whereupon (i) Landlord shall return to Tenant the Prepaid Rent and Security Deposit, and (ii) Landlord shall pay to Tenant liquidated damages equal to (x) the total of the Base Rent abatements for Phase 1 accrued to the date of Tenant’s termination notice, plus (y) the total of the $10,000.00 per day damages for Phase 1 accrued to the date of Tenant’s termination notice, plus (z) the actual, reasonable out-of-pocket costs incurred by Tenant directly in connection with this Lease, subject to the limitations thereon pursuant to subsection (m), below, and thereupon both parties shall be relieved of all further obligations hereunder; provided, however, that if Landlord achieves Substantial Completion of Phase 1 within fifteen (15) days after receipt of Tenant’s termination notice, then the termination notice will be deemed to be void and rescinded, and the Lease shall continue in full force and effect. g. If Tenant does not elect to terminate the Lease as provided above, and Landlord has not achieved Substantial Completion of Phase 1 on or before May 17, 2000 (the “Phase 1 Extended Outside Completion Date”) (subject to any Tenant Delays but regardless of Force Majeure events), then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within ten (10) days after the Phase 1 Extended Outside Completion Date, whereupon (i) Landlord shall return to Tenant the Prepaid Rent and Security Deposit, and (ii) Landlord shall pay to Tenant liquidated damages equal to (x) the total of the Base Rent abatements for Phase 1 accrued to the date of Tenant’s termination notice, plus (y) the total of the $10,000.00 per day damages for Phase 1 accrued to the date of Tenant’s termination notice, plus (z) the actual, reasonable out-of-pocket costs incurred by Tenant directly in connection with this Lease, subject to the limitations thereon pursuant to subsection (m), below, and thereupon both parties shall be relieved of all further obligations hereunder. If Tenant intends to exercise its termination right under this paragraph, then Tenant will use its best efforts to notify Landlord in writing between April 1, 2000 and May 1, 2000 of such intent, but Tenant’s failure to so notify Landlord shall not constitute a waiver of Tenant’s termination right. h. Although Landlord has estimated a completion date for Phase 2 of October 1, 2001, the parties agree that if Landlord has not achieved Substantial Completion of Phase 2 on or before November 1, 2001 (the “Phase 2 Completion Date”) (subject to any Tenant Delays and Force Majeure events, as hereinafter defined), then, commencing on November 1, 2001, Tenant shall receive a credit against the Base Rent to become due under this Lease in connection with Phase 2, such credit to be equal to one (1) day’s Base Rent for Phase 2 for each day of Landlord’s delay beyond the Phase 2 Completion Date that Landlord has not achieved Substantial Completion, subject to the limitations thereon pursuant to subsection (m), below. i. If Landlord has not achieved Substantial Completion of Phase 2 on or before November 15, 2001 (the “Phase 2 Extended Completion Date”) (subject to any Tenant Delays and Force Majeure events), then, commencing on November 16, 2001, the Base Rent credit available to Tenant for Phase 2 shall be increased to two (2) days’ Base Rent for Phase 2 for each day of Landlord’s delay beyond the Phase 2 Extended Completion Date that Landlord has not achieved Substantial Completion, subject to the limitations thereon pursuant to subsection (m), below. j. If Landlord has not achieved Substantial Completion of Phase 2 on or before December 17, 2001 (the “Phase 2 Second Extended Completion Date”) (subject to any Tenant Delays and Force Majeure events), then, commencing on December 18, 2001, (x) the Base Rent credit available to Tenant shall be decreased back to one (1) day’s Base Rent for Phase 2 for each day of Landlord’s delay beyond the Phase 2 Second Extended Completion Date that Landlord has not achieved Substantial Completion, plus (y) Tenant shall be entitled to receive, as liquidated damages and not as a penalty, the sum of Ten Thousand and No/100 ($10,000.00) Dollars per day, subject to the limitations thereon pursuant to subsection (m), below. k. If Landlord has not achieved Substantial Completion of Phase 2 on or before January 17, 2002 (the “Phase 2 Outside Completion Date”) (subject to any Tenant Delays and Force Majeure events), then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within ten (10) days after the Phase 2 Outside Completion Date, whereupon (i) Tenant shall vacate and surrender the Premises to Landlord in the manner required by this Lease, (ii) Landlord shall return to Tenant the Security Deposit, (iii) Landlord shall pay to Tenant liquidated damages equal to (x) the total of the Base Rent abatements for Phase 2 accrued to the date of Tenant’s termination notice, plus (y) the total of the $10,000.00 per day damages for Phase 2 accrued to the date of Tenant’s termination notice, plus (z) the actual, reasonable out-of-pocket costs incurred by Tenant directly in connection with this Lease between the Commencement Date for Phase 1 and the date of Tenant’s termination notice, subject to the limitations thereon pursuant to subsection (m), below, and thereupon both parties shall be relieved of all further obligations hereunder; provided, however, that if Landlord achieves Substantial Completion of Phase 2 within fifteen (15) days after receipt of Tenant’s termination notice, then the termination notice will be deemed to be void and rescinded, and the Lease shall continue in full force and effect. Within ninety (90) days after Tenant’s termination notice, Tenant shall notify Landlord of the exact date that Tenant will vacate and surrender Phase 1, which date shall be (a) no earlier than ninety (90) days after the date of Tenant’s notification of such exact date, and (b) no later than one (1) year after the date of Tenant’s termination notice. Rent for Phase 1 shall be prorated through the date that Tenant so vacates and surrenders Phase 1 to Landlord. l. If Tenant does not elect to terminate the Lease as provided above, and Landlord has not achieved Substantial Completion of Phase 2 on or before May 17, 2002 (the “Phase 2 Extended Outside Completion Date”) (subject to any Tenant Delays but regardless of Force Majeure events), then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within ten (10) days after the Phase 2 Extended Outside Completion Date, whereupon (i) Tenant shall vacate and surrender the Premises to Landlord in the manner required by this Lease, (ii) Landlord shall return to Tenant the Security Deposit, (iii) Landlord shall pay to Tenant liquidated damages equal to (x) the total of the Base Rent abatements for Phase 2 accrued to the date of Tenant’s termination notice, plus (y) the total of the $10,000.00 per day damages for Phase 2 accrued to the date of Tenant’s termination notice, plus (z) the actual, reasonable out-of-pocket costs incurred by Tenant directly in connection with this Lease between the Commencement Date for Phase 1 and the date of Tenant’s termination notice, subject to the limitations thereon pursuant to subsection (m), below, and thereupon both parties shall be relieved of all further obligations hereunder. Within ninety (90) days after Tenant’s termination notice, Tenant shall notify Landlord of the exact date that Tenant will vacate and surrender Phase 1, which date shall be (a) no earlier than ninety (90) days after the date of Tenant’s notification of such exact date, and (b) no later than one (1) year after the date of Tenant’s termination notice. Rent for Phase 1 shall be prorated through the date that Tenant so vacates and surrenders Phase 1 to Landlord. If Tenant intends to exercise its termination right under this paragraph, then Tenant will use its best efforts to notify Landlord in writing between April 1, 2002 and May 1, 2002 of such intent, but Tenant’s failure to so notify Landlord shall not constitute a waiver of Tenant’s termination right. m. The abatements, liquidated damages and termination rights in favor of Tenant as described above shall be Tenant’s sole and exclusive remedies in the event of any late delivery of the Buildings by Landlord, and notwithstanding anything to the contrary contained in this Lease, in no event shall the entire liability of Landlord in connection with the total aggregate amounts of the Base Rent credits, plus the $10,000.00 per day damages, plus the out-of-pocket costs incurred by Tenant exceed a total amount of Seven Hundred Fifty Thousand and No/100 ($750,000.00) Dollars in the aggregate, regardless of the length of time such rent credits, and/or liquidated damages and/or out-of-pocket costs actually accrue and regardless of whether Tenant terminates this Lease. n. Although the completion date for Phase 2 is intended to be October 1, 2001, Tenant may notify Landlord in writing of Tenant’s election to have the Commencement Date for Phase 2 be on October 1, 2000. Tenant must provide such notice no later than April 1, 1999. If Tenant timely provides such notice, then the anticipated Commencement Date for Phase 2 will be deemed to be October 1, 2000, and subparagraphs 2.h through 2.I above will be deemed to be modified as follows: All references to the year “2001” in such subparagraphs will be deemed to be “2000,” and all references to the year “2002” in such subparagraphs will be deemed to be “2001.”
Employment Duties and Term (a) Company hereby employs Employee as the Chief Marketing Officer, and Employee hereby accepts such employment with Company on the terms and conditions set forth in this Agreement. In such capacity, Employee shall perform the duties appropriate to such office or position, and such other duties and responsibilities as are assigned to him from time to time by the Board of Directors of Company (the “Board”) or the President and CEO of the Company. During the term of his/her employment with Company, Employee shall devote his/her full working time and best efforts to the performance of his/her duties under this Agreement for and on behalf of Company, and shall not work for anyone else without the express written consent of Company or engage in any activity in competition with or detrimental to Company or any affiliate of Company. Employee shall follow in all material respects all rules, policies and programs adopted from time to time by the Company and applicable to Employee. (b) This Agreement shall commence on the Effective Date and end when it is terminated in accordance with Paragraph 3 of this Agreement (the “Termination Date”). The period from the Effective Date to the Termination Date shall be referred to in this Agreement as the “Term.” (c) Employee’s services shall be performed from a home-based office, which is presently in Portland, Oregon, but it is expected that the Employee will work from the Company corporate headquarters on a frequent basis.
Demise and Term A. For and during the term established below, Sublessor leases to Subtenant the Demised Premises, consisting of 362,155 rentable square feet ("RSF of the Demised Premises") of space at the Building. The leasing of the Demised Premises by Subtenant shall include the right of Subtenant (a) to access the Building common areas in common with the other tenants in the Building and (b) to use all fixtures, improvements and 2 betterments owned or leased by Overlandlord which, at any time during the term of this Sublease, are attached to or installed in the Demised Premises, all subject to such restrictions, rules, regulations, security arrangements and charges (if any) as are provided for in the Ovexxxxxx. B. The term (subject to extension as provided herein, the "Term") of this Sublease shall commence on May 19, 2001 (the "Commencement Date ") and expire on November 17, 2021 (the "Expiration Date"), unless sooner canceled or otherwise terminated as provided in this Sublease. C. Sublessor shall have a one time right to cancel this Sublease effective as of May 31, 2011 by giving written notice (the "Sublessor Cancellation Notice") to Subtenant by no later than May 1, 2008, time being of the essence as to the giving of such notice, which notice shall state that Sublessor unconditionally elects to cancel this Sublease effective as of May 31, 2011. In the event Sublessor fails to timely deliver a Sublessor Cancellation Notice in compliance herewith, and unless Subtenant has delivered the Subtenant Cancellation Notice (as hereinafter defined), this Sublease shall continue until the Expiration Date, unless otherwise terminated as provided in this Sublease. In the event Sublessor timely delivers a Sublessor Cancellation Notice in compliance herewith, the Expiration Date as defined herein shall for all purposes mean May 31, 2011. D. Subtenant shall have a one time right to cancel this Sublease effective as of May 31, 2011 by giving written notice (the "Subtenant Cancellation Notice") to Sublessor by no later than April 1, 2008, time being of the essence as to the giving of such notice, which notice shall state that Subtenant unconditionally elects to cancel this Sublease effective as of May 31, 2011. In the event Subtenant fails to timely deliver a Subtenant Cancellation Notice in compliance herewith, and unless Sublessor has delivered the Sublessor Cancellation Notice, this Sublease shall continue until the Expiration Date, unless otherwise terminated as provided in this Sublease. In the event Subtenant timely delivers a Subtenant Cancellation Notice in compliance herewith, the Expiration Date as defined herein shall for all purposes mean May 31, 2011. E. In the event that Sublessor cancels this Sublease pursuant to Article 2.C hereof, Sublessor shall pay to Subtenant, by no later than June 30, 2011, an amount (the "Sales Price") equal to twenty-five percent (25%) of the unamortized value (as of May 31, 2011) of the leasehold improvements (the "Remaining Leasehold Improvements") which remain in the Demised Premises following Subtenant's vacation of the Demised Premises
Term and Termination 10.1 Where the Inventor or any third-party nominee (“Nominee”) or legal person (‘Legal Person”) who has control of any rights over the Project Intellectual Property has been declared bankrupt, filed for bankruptcy or where a creditor has filed a claim in bankruptcy against the Inventor, Nominee or Legal Person, which results in the bankruptcy of the Inventor, Nominee or Legal Person, or where the Inventor, Nominee or Legal Person files for creditor protection or makes an arrangement with creditors which results in the bankruptcy of the Inventor, Nominee or Legal Person, then the University may terminate the present Agreement against the Inventor, or Nominee or Legal Person having control of any rights over the Project Intellectual Property as the case may be. The University may terminate the present Agreement with respect to any Nominee or Legal Person, except for the Inventor, that ceases to pursue its normal business operations, ceases to exist legally or files for creditor protection or makes an arrangement with creditors which does not result in the bankruptcy of the said Nominee or Legal Person, as the case may be. Any notice of termination shall be in writing and delivered to the Nominee or Legal Person in default under this section and the termination shall be effective on the date of receipt of the termination notice. Where the University terminates this Agreement acting under this section 10, any assignment, transfer, conveyance or licensing of the Project Intellectual Property shall be immediately null and void and of no effect as if it had never taken place. Any agreement entered into by the Inventor and any Nominee or other Legal Person involving the Project Intellectual Property shall make reference to this section 10 and include it as a binding obligation. 10.2 This Agreement may otherwise be terminated by either party in the event of default upon thirty (30) days written notice to the defaulting party. Such termination occurs where a party has defaulted or failed to comply with the terms of this Agreement and, following receipt by the defaulting party of a written notice of default, has failed to cure any such default within that period of thirty (30) days. 10.3 The provisions relating to confidentiality, dispute resolution and all waivers shall survive the expiry or termination of this Agreement.