TERM/OPERATION OF AGREEMENT Sample Clauses

TERM/OPERATION OF AGREEMENT. Except as provided in paragraph 1(a) below, this Agreement shall be effective immediately, and, except as provided in paragraph 1(b) below, shall terminate on the eightieth (18) month anniversary following any Change of Control Event. (a) The provisions of paragraphs (2) and (3) of this Agreement shall not become effective unless (i) there is a Change of Control Event and (ii) the Employee is employed by the Company immediately prior to the Change of Control Event. Notwithstanding the foregoing, if the Employee's employment with the Company is terminated within the ninety (90) day period immediately preceding a Change of Control Event and such termination would have constituted a Termination as defined in Exhibit A if termination had occurred after the Change of Control Event, the termination will be deemed to have occurred the day after the Change of Control Event, such that paragraphs 2 and 3 shall be effective as to such termination. (b) This Agreement shall terminate on the first to occur of the following: (i) The termination of the Employee's employment with the Company prior to a Change of Control Event unless such termination is deemed to occur the day after such Change of Control Event as provided in paragraph 1(a) above. (ii) Subject to the provisions of paragraph 3(f) below, the termination of the Employee's employment following a Change of Control Event is due to any of the following: (a) termination by the Company with Cause, (b) death of the Employee, (c) Permanent Disability of the Employee or (d) voluntary termination of employment by the Employee without Good Reasons.
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TERM/OPERATION OF AGREEMENT. This Agreement shall begin and be effective at 12:01 a.m. on December 1, 2006 and shall continue thereafter from year to year prior to a Change in Control Event unless terminated as of any anniversary of the date hereof by either party upon written notice to the other party given at least 60 days prior to such anniversary date. Notwithstanding the foregoing, this Agreement may not be terminated on or after the occurrence of a Change in Control Event and its terms shall continue until the later of: the second anniversary of the occurrence of a Change in Control Event; or after satisfaction of all obligations hereunder.
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TERM/OPERATION OF AGREEMENT. This Agreement shall begin and be effective on the date first set forth above and its initial term shall last until December 1, 2009. This Agreement shall continue thereafter from year to year prior to a Change in Control Event unless terminated as of December 1, 2009 or any subsequent anniversary thereof by either party upon written notice to the other party given at least 60 days prior to such renewal date. Notwithstanding the foregoing, this Agreement may not be terminated on or after the occurrence of a Change in Control Event and its terms shall continue until the later of: the second anniversary of the occurrence of a Change in Control Event; or after satisfaction of all obligations hereunder. Additionally, the Employee’s rights under this Agreement shall terminate in the event that the Employee’s employment with the IR Group terminates for reasons other than due to a “Termination” as defined in Schedule A annexed hereto.
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TERM/OPERATION OF AGREEMENT 
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Related to TERM/OPERATION OF AGREEMENT

  • Operation of Agreement This Agreement will be effective and binding immediately upon its execution, but, anything in this Agreement to the contrary notwithstanding, this Agreement will not be operative unless and until a Change in Control occurs. Upon the occurrence of a Change in Control at any time during the Term, without further action, this Agreement shall become immediately operative.

  • DURATION OF AGREEMENT All agreements and obligations of the Company contained herein shall continue during the period Indemnitee serves as a director or officer of the Company or as a director, officer, trustee, partner, manager, managing member, fiduciary, employee or agent of any other corporation, partnership, joint venture, trust, employee benefit plan or other Enterprise which Indemnitee serves at the request of the Company and shall continue thereafter so long as Indemnitee shall be subject to any possible Proceeding (including any rights of appeal thereto and any Proceeding commenced by Indemnitee pursuant to Section 14 of this Agreement) by reason of Indemnitee’s Corporate Status, whether or not Indemnitee is acting in any such capacity at the time any liability or expense is incurred for which indemnification or advancement can be provided under this Agreement.

  • Term; Termination of Agreement This Agreement shall continue in force for a period of one year from the date hereof, subject to an unlimited number of successive one-year renewals upon mutual consent of the parties. It is the duty of the Independent Directors to evaluate the performance of the Advisor annually before renewing the Agreement, and each such renewal shall be for a term of no more than one year.

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Application and Operation of Agreement Table Of Contents

  • Promotion of Agreement It is agreed that Vendor will encourage all eligible entities to purchase from the TIPS Program. Encouraging entities to purchase directly from the Vendor and not through TIPS Agreement is a violation of the terms and conditions of this Agreement and will result in removal of the Vendor from the TIPS Program.

  • ALTERATION OF AGREEMENT A. It is hereby agreed that any alteration or modification of this Agreement shall be binding upon the parties only if agreed to in writing by both parties. B. The waiver of any condition of this Agreement by either party shall not constitute a precedent in the future enforcement of all terms and conditions herein.

  • COMPLETION OF AGREEMENT This document comprises the entire agreement between the District and the Association in the matters lawfully within the scope of negotiation. Neither party shall have any obligation to meet and negotiate during the term of this agreement.

  • Expiration of Agreement Notwithstanding the expiration of this Agreement, any claim or grievance arising hereunder may be processed through the grievance procedure until resolution.

  • Duration and Termination of Agreement This Agreement shall become effective with respect to each Portfolio on the later of (i) its execution and (ii) the date of the meeting of the Board of Trustees of the Trust, at which meeting this Agreement is approved as described below. The Agreement will continue in effect for a period more than two years from the date of its execution only so long as such continuance is specifically approved at least annually either by the Trustees of the Trust or by a majority of the outstanding voting securities of each of the Portfolios, provided that in either event such continuance shall also be approved by the vote of a majority of the Trustees of the Trust who are not interested persons (as defined in the Investment Company Act) of any party to this Agreement cast in person at a meeting called for the purpose of voting on such approval. Any required shareholder approval of the Agreement or of any continuance of the Agreement shall be effective with respect to any Portfolio if a majority of the outstanding voting securities of the series (as defined in Rule 18f-2(h) under the Investment Company Act) of shares of that Portfolio votes to approve the Agreement or its continuance, notwithstanding that the Agreement or its continuance may not have been approved by a majority of the outstanding voting securities of (a) any other Portfolio affected by the Agreement or (b) all the portfolios of the Trust. If any required shareholder approval of this Agreement or any continuance of the Agreement is not obtained, the Subadviser will continue to act as investment subadviser with respect to such Portfolio pending the required approval of the Agreement or its continuance or of a new contract with the Subadviser or a different adviser or subadviser or other definitive action; provided, that the compensation received by the Subadviser in respect of such Portfolio during such period is in compliance with Rule 15a-4 under the Investment Company Act. This Agreement may be terminated at any time, without the payment of any penalty, by the Trustees of the Trust, by the vote of a majority of the outstanding voting securities of the Trust, or with respect to any Portfolio by the vote of a majority of the outstanding voting securities of such Portfolio, on sixty days' written notice to the Adviser and the Subadviser, or by the Adviser or Subadviser on sixty days' written notice to the Trust and the other party. This Agreement will automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in the Investment Company Act) or in the event the Advisory Agreement between the Adviser and the Trust terminates for any reason.

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