Term; Effect of Termination Sample Clauses

Term; Effect of Termination. Unless terminated by either party as provided below, this Agreement shall remain in full force and effect until the date three years after the Effective Date (such three year period, the "DEFAULT TERM") and may be extended for one annual term upon the mutual agreement of Employee and the Company (any such extension period, the "EXTENDED TERM"). Provisions of this Agreement that expressly relate to periods of time following the term of this Agreement or of Employee's employment shall survive any termination or expiration of this Agreement or of Employee's employment with the Company.

Term; Effect of Termination. 10.1. This Agreement shall enter into force and effect upon the Closing and shall continue to be in force for as long as the Puricase Technology and the CPC Technology is in use by either Party. 10.2. Should the Divestiture Agreements be terminated without the Closing taking place, for any reason whatsoever, this Agreement shall be null and void. 10.3. The termination of this Agreement for whatever cause shall not prejudice or affect the accrued rights and obligations of either Party.

Term; Effect of Termination. 13.1. This Agreement is effective as of the Effective Date and will remain in effect for one (1) year thereafter (the “Initial Term”). Thereafter, this Agreement shall automatically renew for successive one (1) year periods, unless either Party gives at least thirty (30) days prior written notice to other Party for termination. The “Term” shall collectively mean the Initial Term and any renewal periods. 13.2. Upon expiration or termination of this Agreement, whether Organization or ASHA terminates this Agreement, the Organization, Subscriber and User(s) must immediately cease use of NOMS, the NOMS Data, or other ASHA proprietary materials (data collection instruments, Functional Communication Measures (if applicable), training materials, specifications, schema, apps, systems, and documentation). In addition, if applicable, the Organization shall immediately uninstall or disable the proprietary app and all aspects and components of the NOMS data fields from the electronic medical record. Organization shall have no further licenses or rights to the use of NOMS or NOMS Data upon termination of this Agreement for any reason and agrees that it shall not make any claim to the contrary.

Term; Effect of Termination. This Agreement is made effective as of the Effective Date and shall remain in force until the expiration date of the last to expire Licensed Patent (the “Term”), unless terminated earlier pursuant to this Section or termination of the ▇▇▇▇▇▇-▇▇▇▇ Agreement, at which time this Agreement shall terminate.

Term; Effect of Termination. (a) The provision of Transitional Services shall commence on the Effective Date and shall terminate upon the earliest to occur of the following (the “Termination Date”): (i) sixty (60) days following the date upon which the Company notifies Hitachi in writing that the Company no longer requires Hitachi to provide any Transitional Services and, as a consequence of such notice, there are no remaining Transitional Services that Hitachi is required to provide pursuant to this Agreement; (ii) five (5) years following the Effective Date; and (iii) (A) sixty (60) days following written notice to the Company of any material breach of this Agreement if such breach is not cured within such sixty (60)-day period; provided, however, that if such breach is capable of cure and the Company commences to effectuate a cure within the foregoing sixty (60)-day period, the Company shall be permitted an additional thirty (30) days to cure so long as it diligently continues to seek to effect a cure; or (B) in the event the breach is a failure to pay fees (a “Failure to Pay”) under this Agreement (it being understood that a good faith dispute by the Company in accordance with the provisions of Section 6(d) hereof shall not constitute a Failure to Pay) thirty (30) days following written notice to the Company of the first Failure to Pay, and ten (10) days following written notice to the Company of each subsequent Failure to Pay; provided, further, so long as (1) Hitachi and its Affiliates directly or indirectly hold voting securities of OpNext USA representing a majority voting interest in OpNext USA or have the right to designate a majority of OpNext USA’s directors pursuant to the Stockholders’ Agreement of even date herewith, between Clarity, Holdings I, Holdings II, Hitachi and OpNext USA (as amended, supplemented or otherwise modified from time to time, the “Stockholders’ Agreement”), and (2) OpNext USA and its Affiliates directly or indirectly hold a majority voting interest in the Company, Hitachi may not terminate this Agreement as a result of any breach hereof by the Company, material or otherwise. (b) This Agreement may be extended by the parties upon their mutual written consent either in whole or with respect to one or more of the Transitional Services; provided, however, that such extension shall only apply to the Transitional Service(s) for which this Agreement is to be extended. (c) Upon termination or expiration of this Agreement for any reason, Hitachi shall delive...

Term; Effect of Termination. (a) This Standby Purchase Agreement shall become effective on the Attachment Effective Date and shall continue until the later of (A) March 31, 2004 or (B) when SBEC shall have paid all Shortfall Payments required to be paid by it pursuant hereto. (b) The Revenue Commitment and the obligation to pay any unfulfilled Shortfall Payments (whether currently due or for future Revenue Periods) set forth in Section 3 above, and the Company’s obligations under Section 3(c) above as limited by the last sentence of Section 3(c), shall survive any expiration or termination of this Standby Purchase Agreement or the Amended Master Alliance Agreement.

Term; Effect of Termination. (a) This Agreement will be effective on the date first written above and will continue for a term ending on December 31, 2004 (the "Term"). (b) This Agreement may be terminated, at any time prior to the end of the Term of this Agreement, as follows: (i) by mutual written consent of the parties; (ii) by the Company, pursuant to written notice by the Company to Manager, if ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ceases to hold, directly or indirectly, shares of the Company's capital stock constituting at least 20 percent of the aggregate voting power of the Company's capital stock; or (iii) by the Company or the Manager, if the non-terminating party ceases, or threatens to cease, to carry on its business, or commits a material breach of this Agreement, and such breach is not remedied within thirty (30) days after written notice of such breach. (c) At the end of the Term of this Agreement, or in the event the parties agree to an earlier termination of this Agreement (in each case the "Termination Date"), each party will perform its obligations under this Agreement accrued to the Termination Date, and the Company (i) will assume, pay and honor all obligations to third parties engaged by Manager in connection with its Services hereunder and (ii) will promptly pay Manager all accrued fees and expenses and honor all indemnification obligations arising hereunder. On termination, Manager will return to the Company any corporate records of the Company and its subsidiaries.

Term; Effect of Termination. The term of this Agreement shall continue for five years following the date hereof; provided, however, no such termination shall affect or otherwise limit or reduce Consultant's or Moor▇'▇ ▇▇▇igations under Sections 2 and 3 of this Agreement or the Company's obligation to make the payments called for under the last sentence of Section 1(b) of this Agreement or to provide the benefits specified in Section 5.

Term; Effect of Termination. (a) This Agreement shall commence as of the first day on which all of the conditions precedent have been satisfied and shall continue in full force and effect until the earlier of (i) the date designated by the Buyer or the Originator as the Purchase Termination Date at any time following ten (10) days' written notice to the other (with a copy thereof to the Funding Agent), (ii) the occurrence of a Purchase Termination Event, (iii) the occurrence of the Termination Date pursuant to the Receivables Transfer Agreement, (iv) the occurrence of an Event of Bankruptcy with respect to either the Buyer or the Originator or (v) the date on which either the Buyer or the Originator becomes unable for any reason to purchase or repurchase the interest of the Originator or the Buyer, as the case may be, in any Receivable in accordance with the provisions of this Agreement or defaults on its obligations hereunder, which default continues unremedied for more than ten (10) days after written notice (any such date specified in clauses (i) through (v) above being a "PURCHASE TERMINATION DATE"); PROVIDED, HOWEVER, that the termination of this Agreement pursuant to this Section 8.8 shall not discharge any Person from any obligations incurred prior to such termination, including, without limitation, any obligations to make any payments with respect to the interest of the Buyer in any Receivable sold prior to such termination. (b) Following the termination of this Agreement pursuant to this Section 8.8, the Originator shall not sell, and the Buyer shall not purchase, any interests in any Receivables. No termination, rejection or failure to assume the executory obligations of this Agreement in any Event of Bankruptcy with respect to the Originator or the Buyer shall be deemed to impair or affect the obligations pertaining to any executed sale or executed obligations, including, without limitation, pre-termination breaches of representations and warranties by the Originator. Without limiting the foregoing, prior to termination, the failure of the Originator to deliver computer records of Receivables or any reports regarding the Receivables shall not render such transfer or obligation executory, nor shall the continued duties of the parties pursuant to this Agreement render an executed sale executory.