Seller’s Obligations Upon Termination Sample Clauses

Seller’s Obligations Upon Termination. If Company elects to exercise its rights under this Section 8.2(B)(2) (Termination by Company), Seller shall take all actions as may be necessary (i) to convey to Company free and clear of all liens and encumbrances (other than those of Company and the Financing Parties) all of Seller's right, title and interest in and to the Facility and the Interconnection Facilities and any and all materials, equipment, design materials and supplies relating to the Facility and the Interconnection Facilities, including without limitation, any such materials, equipment, design materials or supplies located at the Site or in transit to the Site, whether or not completed or ready for use or incorporated into the Facility and the Interconnection Facilities, and any such materials, equipment, design materials or supplies being processed, fabricated, assembled or prepared off the Site for installation in the Facility and the Interconnection Facilities or for use at or in connection with the Facility and the Interconnection Facilities, and (ii) to assign to Company, with such consents and undertakings as may be necessary to make such assignments fully effective, all of Seller's interests under the Financing Documents and the Project Documents (other than this Agreement). Seller's obligations under this Section 8.2(B)(2) (Termination by Company) shall survive any exercise by Company of its remedies under Section 8.2(B)(1) (Notice of Termination) or any termination of this Agreement by Company pursuant to Section 8.2(B)(2) (Termination by Company).
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Seller’s Obligations Upon Termination. Upon termination, Seller will: 13.4.1 Terminate all or the specified portion of the work under the Purchase Order; 13.
Seller’s Obligations Upon Termination. Upon receipt of any notice of termination, Seller, unless otherwise directed by Xxxxx, will (i) terminate promptly all work under any Purchase Order subject to termination; (ii) transfer title and deliver to Canoo the finished work, the work in process, and the parts and materials which Seller produced or acquired in accordance with any Purchase Order subject to termination; (iii) verify/settle all claims by Permitted Subcontractors; and
Seller’s Obligations Upon Termination. If this Agreement is terminated in accordance with this Clause 15 (TERM AND TERMINATION), the Seller shall cease to supply any Vehicles unless a Purchaser Order has been accepted by the Seller before the termination date.
Seller’s Obligations Upon Termination. Upon termination, Seller will: 13.4 Povinnosti Prodávajícího při Ukončení. Při ukončení se Prodávající zavazuje: .4.1 Ukončit veškerou nebo stanovenou část prací na základě Objednávky;
Seller’s Obligations Upon Termination. Upon termination, Seller will: Terminate all or the specified portion of the work under the Purchase Order; Transfer title to and deliver to Buyer the useable and merchantable Products, work in process and raw materials that Seller has produced or purchased based upon the Releases issued by the Buyer, and pursuant to the authorizations noted in the current version of Buyer’s Supplier Manual or any greater authorizations noted in the Purchase Order;‌‌ 13.2.1.6 在买方看来其已违反其 遵守买方的《供应商行为准则》的义务,在此情况下,买方可立即全部或部分终止采购订单,且卖方应承担由该等违约造成或导致的所有费用、损害和支出; 13.2.1.7 未能根据第 4 条的规定保持竞争力;或 13.
Seller’s Obligations Upon Termination. Upon termination, Seller will: Terminate all or the specified portion of the work under the Purchase Order; Transfer title to and deliver to Buyer the useable and merchantable Products, work in process and raw materials that Seller has produced or purchased based upon the Releases issued by the Buyer, and pursuant to the authorizations noted in the current version of Xxxxx’s Supplier Manual or any greater authorizations noted in the Purchase Order; Settle all claims by subcontractors approved by Buyer for reasonable direct and actual costs that are rendered unrecoverable by the termination; Upon request, cooperate with transition to an alternate supplier specified by Xxxxx, as follows: 13.4.4.1 Seller will continue production and delivery of all Products and Services as ordered by Buyer, at the prices and terms stated in the Purchase Order, without premium or other condition, during the entire period reasonably needed by Buyer to complete the transition to the alternate supplier, such that Seller’s action or inaction causes no interruption in Buyer’s ability to obtain Products or Services as needed; 13.4.4.2 Seller will promptly provide all information and documentation reasonably requested by Xxxxx regarding Seller’s manufacturing process for the Products including on-site inspections, bill of material data, tooling, process detail and sample of components; 13.4.4.3 If the transition occurs for reasons other than Seller’s termination or breach, Buyer will, at the end of the transition period, pay the reasonable, actual cost of transition support as requested and incurred, provided that Seller has advised Buyer prior to incurring such amounts of its estimates of such costs. Buyer will have the right to audit the records of Seller to verify transition support expenses under Section 18.
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Related to Seller’s Obligations Upon Termination

  • Obligations Upon Termination Upon termination of this Agreement, either party shall, at the request of the other party, return any document, material, database, equipment, or software containing the Confidential Information to the other party. If, for any reason, such document, material, database, equipment, or software cannot be returned, either party shall destroy all the Confidential Information belonging to the other party and delete such Confidential Information from any memory devices. No party shall be permitted to continue using the Confidential Information in any way after the termination of this Agreement.

  • Obligations of the Company Upon Termination 4.1 If by the Company other than for Cause or by the Executive for Good Reason. If during the Employment Period, the Company shall terminate the Executive’s employment other than for Cause, or if the Executive shall terminate employment for Good Reason, the Company’s obligations to the Executive shall be as follows: (a) The Company shall, within thirty business days of the Termination Date, pay to the Executive a single lump sum cash payment equal to the sum of the following amounts: (i) to the extent not previously paid, the salary and any accrued paid time off through the date of the Change in Control; (ii) an amount equal to the product of (i) the annual bonus for the calendar year immediately preceding the calendar year in which the Change in Control occurs multiplied by (ii) a fraction, the numerator of which is the number of days employed by the Company during the calendar year in which the Change in Control occurs, and the denominator of which is 365; (iii) all amounts previously deferred by the Executive under any nonqualified deferred compensation plan sponsored by the Company, together with any accrued earnings thereon, and not yet paid by the Company; (iv) an amount equal to three (3) times the sum of the Executive’s Annual Base Salary and the Annual Bonus. (b) The Executive shall become fully vested in any and all stock incentive awards granted to the Executive under any plan or otherwise which have not become exercisable as of the date of the Change in Control and all stock options (including options vested as of the Change in Control) shall remain exercisable until the applicable option expiration date. All forfeiture conditions that as of a Change in Control are applicable to any stock option, deferred stock unit, restricted stock or restricted share units awarded to the Executive by the Company shall lapse immediately. (c) Except as provided in subsections (d) and (e), for a one year period following the Executive’s termination of employment, the Company shall arrange to provide the Executive and his family welfare benefits (including, without limitation, medical, dental, health, disability, individual life and group life insurance benefits) which are at least as favorable as those provided under the most favorable welfare plans of the Company applicable with respect to the Executive and his family during either the (i) 90-day period immediately preceding the Change in Control, or (ii) the 90-day period immediately preceding the Executive’s Termination Date. Notwithstanding the foregoing, if the Executive obtains comparable coverage under any welfare benefits provided by another employer, then the amount of coverage required to be provided by the Company hereunder shall be reduced by the amount of coverage provided by such other employer’s welfare benefit plans. (d) The Executive’s rights under this Section shall be in addition to and not in lieu of any post-termination continuation coverage or conversion rights the Executive may have pursuant to applicable law, including, without limitation, continuation coverage required by Section 4980B of the Code (“COBRA Continuation Coverage”). If the Executive elects to receive COBRA Continuation Coverage, the Company shall pay all of the required premiums for the Executive and/or the Executive’s family for the 12 months following the Executive’s Termination Date. (e) If the Executive elects to convert any group term life insurance to an individual policy, the Company shall pay all premiums for 12 months and the Executive shall cease to participate in the Company’s group term life insurance. (f) The Company shall, at its sole expense, as incurred, pay on behalf of Executive up to $25,000 in fees and costs charged by a nationally recognized outplacement firm selected by the Executive to provide outplacement service for one year after the Termination Date. (g) To the extent that immediately prior to the Change in Control, the Executive has been on the payroll of, and participated in the incentive or employee benefit plans of, a subsidiary of Cornerstone, the references to the Company contained in this Agreement referring to benefits to which the Executive may be entitled shall be read to refer to such subsidiary. (h) If the Executive’s employment with the Company as a common law employee is terminated by the Company other than for Cause or by the Executive for Good Reason, the Company’s re-engagement of the Executive as a consultant, an advisor or otherwise as an independent contractor to the Company shall not prohibit the Executive from receiving the payments and benefits provided in this Section 4.1. 4.2 If by the Company for Cause or by the Executive other than for Good Reason. If, during the Employment Period, the Company terminates the Executive’s employment for Cause or if the Executive terminates employment other than for Good Reason (including death or disability), this Agreement shall terminate without further obligation by the Company, other than the obligation to pay to the Executive in cash the Executive’s unpaid salary through the Termination Date, plus any accrued paid time off, in each case to the extent not previously paid.

  • Condition upon Termination Upon the termination of the -------------------------- Lease, Tenant shall surrender the Property to Landlord, broom clean and in the same condition as received except for ordinary wear and tear which Tenant was not otherwise obligated to remedy under any provision of this Lease. However, Tenant shall not be obligated to repair any damage which Landlord is required to repair under Article 7 (Damage or Destruction). In addition, Landlord may require Tenant to remove any alterations, additions or improvements (whether or not made with Landlord's consent) prior to the expiration of the Lease and to restore the Property to its prior condition, all at Tenant's expense. All alterations, additions and improvements which Landlord has not required Tenant to remove shall become Landlord's property and shall be surrendered to Landlord upon the expiration or earlier termination of the Lease, except that Tenant may remove any of Tenant's machinery or equipment which can be removed without material damage to the Property. Tenant shall repair, at Tenant's expense, any damage to the Property caused by the removal of any such machinery or equipment. In no event, however, shall Tenant remove any of the following materials or equipment (which shall be deemed Landlord's property) without Landlord's prior written consent: any power wiring or power panels; lighting or lighting fixtures; wall coverings; drapes, blinds or other window coverings; carpets or other floor coverings; heaters, air conditioners or any other heating or air conditioning equipment; fencing or security gates; or other similar building operating equipment and decorations except to the extent installed by Tenant.

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