Term Termination and Effect of Termination. A. The original term of this Agreement shall commence on the Effective Date and, unless this Agreement is otherwise terminated, the term shall continue until a Party elects to terminate this Agreement in accordance with the below.
B. This Agreement may be terminated by:
i. Either Party for any reason or no reason whatsoever by providing the other Party with at least thirty (30) days’ prior written notice of its intention to terminate.
ii. Either Party in the event of a material breach of an obligation, upon not less than fifteen (15) days’ prior written notice to the breaching Party, unless, if the material breach is capable of being cured, the material breach is cured within the notice period.
iii. Nasdaq, immediately, in the event that the Subscriber becomes insolvent; or the Subscriber makes an assignment for the benefit of creditors; or the Subscriber does not pay its debts as they become due or admits, in writing, its inability to pay its debts when due; or the Subscriber files or has filed against it any petition under any provision of the Bankruptcy Act or an application for a receiver, trustee, or custodian is made by anyone or Subscriber becomes the subject of any proceedings of bankruptcy, insolvency, reorganization, dissolution, receivership, liquidation or arrangement, adjustment, or composition with creditors.
iv. Nasdaq, immediately, in the event that the Subscriber is not permitted to receive or Nasdaq is prevented from disseminating the Services, or any part thereof; or any representation, warranty or certification made by Subscriber in this Agreement or in any other document furnished by Subscriber is, as of the time made or furnished, false or misleading; Nasdaq, in its sole discretion, determines that any material failure on the part of the Subscriber to comply with this Agreement has or is likely to have an adverse impact on the operation or performance of the System or Services or on a market or on investors; or that Nasdaq, in its sole discretion, determines that it is otherwise in the public interest to do so.
v. Nasdaq, upon not less than fifteen (15) days’ prior written notice, in the event that any representation, warranty or certification made by Subscriber in this Agreement or in any other document furnished by Subscriber becomes untrue or inaccurate and is not made true or accurate within the notice period.
vi. Nasdaq, upon not less than thirty (30) days’ prior written notice, should it determine that it will cease providing th...
Term Termination and Effect of Termination. 8.1. This Agreement shall become effective as of Your indication of acceptance of its terms by checking the "I Accept" box, as indicated above, and shall maintain in effect as follows:
8.1.1. If You subscribed for a Trial Edition – for a onetime period of 30 days – after which this Agreement shall expire automatically.
8.1.2. If You subscribed for a Full Edition on an Annual Mode - for a period of 1 (one) year thereafter (the "Initial Term"). The term of the Agreement can be extended beyond the Initial Term for consecutive periods of 1 (one) year each (each: an "Extended Term") by paying Us in 30 days advance the Annual License Fee attributed to the Extended Term (each of the Initial Term and any Extended Term shall be referred to herein above and below: the "Term").
8.1.3. If You subscribed for a Full Edition on a Perpetual Mode – for an unlimited period of time, provided, however, that after the expiration of the Consecutive Support Period, We shall cease to have any obligations under this agreement other than the obligation not to oppose to your continuous use of the Software (in its last version granted to you during the Consecutive Support Period) for an unlimited period of time.
8.1.4. If You subscribed for a Free Edition - for an unlimited period of time, subject to Our right to terminate this Agreement, at any time, for any or no reason by providing you with 30 (thirty) days prior written notice, or with immediate effect under section 8.4 below.
8.2. Both You and Us may terminate this Agreement, at any time, for any or no reason ("Termination for Convenience") by providing the other party – in your case with 30 (thirty) days prior written notice, and in our case with 120 (one hundred and twenty) days prior written notice.
8.3. In case of Termination for Convenience made by Us, in spite of the provisions of section 7.2.1 above: (1) in case of a Full Edition in Annual Mode - You shall be entitled to receive, as exclusive remedy, a refund equal to the proportional portion of the Annual License Fee already paid to Us for the current Term, (2) in case of a Full Edition in Perpetual Mode - You shall be entitled to receive, as exclusive remedy, a refund equal to the proportional portion of the Perpetual License Fee already paid to Us considering the actual period of time You used the Software out of 5 (five) years and a refund equal to the proportional portion of the current Annual Support Fee already paid to Us and not yet exhausted. In case of Terminati...
Term Termination and Effect of Termination. This Agreement is effective until terminated or, as applicable, in accordance with the term of your Subscription. You may terminate this Agreement at any time by notifying Palo Alto Networks. Palo Alto Networks may terminate this Agreement at any time in the event you breach any material term and fail to cure such breach within thirty (30) days following notice. Upon termination, you shall immediately cease using the Product.
Term Termination and Effect of Termination. This XXXX is effective until terminated. You may terminate this XXXX at any time by notifying Palo Alto Networks. Palo Alto Networks may terminate this EULA at any time in the event you breach any material term of this XXXX and fail to cure such breach within thirty (30) days following notice. Upon termination, you shall immediately cease using the Product.
Term Termination and Effect of Termination. This Agreement is effective until terminated or, as applicable, in accordance with the term set forth in the applicable Purchase Order. Transmit Security may terminate this Agreement at any time in the event you breach any material term and fail to cure such breach within thirty (30) days. Upon termination, you shall immediately cease using the Product.
Term Termination and Effect of Termination. This Agreement is effective until terminated or, as applicable, in accordance with the term of your Software term or Subscription. Palo Alto Networks may terminate this Agreement at any time in the event you breach any material term, including but not limited to use restrictions set forth herein or in applicable Published Specifications, and fail to cure such breach within thirty (30) days following notice. Upon termination, you shall immediately cease using the Product. Palo Alto Networks reserves the right to terminate or suspend Customer’s access to or use of Software or Subscriptions if Palo Alto Networks reasonably believes that Customer is using the services in manner or for a purpose that is likely to cause harm to Palo Alto Networks or a third party.
Term Termination and Effect of Termination. 10.1 This Agreement shall extend until the end of the Term unless terminated earlier by a Party pursuant to the provisions of this Section 10. 10.2 Either Party may terminate this Agreement for cause by written notice if the other Party (or its Affiliate) materially breaches any material provision of this Agreement and fails to substantially cure such breach within thirty (30) days of written notice describing the breach and the intent of the notifying Party to terminate the Agreement in the event such breach is not substantially cured. 10.3 Eos may terminate the Database or Services portions of this Agreement in the event that Eos determines in its sole discretion that Eos no longer wishes to engage in the Database or Services Business. Such termination may be effected by Eos providing sixty (60) days prior written notice to Affymetrix. If Eos elects to terminate under this Section 10.3, Eos' obligation to pay royalties for a Database (other than the obligation to pay a minimum annual royalty pursuant to Section 5.5 above, which shall not survive) shall survive termination of this Agreement and persist as long as any third party retains an active subscription to such Database.
Term Termination and Effect of Termination a. Term The term of this Agreement shall commence on the Effective Date and continue for three years thereafter, unless and until earlier terminated pursuant to Section 6(b) of this Agreement. After this term the Agreement will automatically renew on each anniversary of the Effective Date unless either party gives the other written notice of non-renewal at least one hundred and eighty (180) days prior to such anniversary.
Term Termination and Effect of Termination. 4.1 This Agreement shall enter into effect as of the Closing Date and shall remain in effect for a period of three (3) years (the “Term”), and neither party may terminate this Agreement except as set forth in Section 4.2 below.
4.2 Notwithstanding the generality of the foregoing, the Company may terminate this Agreement immediately, in any of the circumstances set forth in this Section 4.2 (each, a “Cause”): (i) breach by the Consultant of any of the material terms or conditions hereof with the Company, which, if capable of cure, was not cured within thirty (30) days of receipt by the Consultant of written notice thereof; (iv) bankruptcy of the Consultant; (v) willful misconduct, a felony committed or a fraud perpetrated against the Company, a parent or any subsidiary (if exists) thereof by the Consultant; or (vi) the Consultant is employed, renders services or holds material equity interest or otherwise have an active role in any business or activity which is a competitive with the Company's business provided however that it being clarified that any such position assumed by Consultant prior to the date hereof is hereby excluded.
4.3 If this Agreement is terminated prior to the lapse of the Term (i) by Enertec, other than for Cause, Consultant shall be entitled to receive the full Compensation (as defined below) for the Services set hereunder until the lapse of the Term; and (ii) by Enertec for Cause, or by the Consultant, Consultant shall not be entitled to the Compensation (as defined below) for the remainder of the Term.
Term Termination and Effect of Termination. 9.1. This Agreement shall commence on the Effective Date and remain in effect for a period of twelve (12) months thereafter (“Initial Term”). Unless otherwise terminated in accordance with its terms, this Agreement and all schedules will automatically renew for consecutive periods of twelve (12) months each (“Renewal Term(s)”) unless either Party notifies the other in writing of its desire that this Agreement not renew at least thirty (30) days prior to the end of the then-current term. The Initial Term together with any Renewal Terms is referred to herein as the “Term.”
9.2. Unless otherwise agreed in an executed Order Form or a Schedule, all Schedules shall expire or terminate upon the expiration or termination of this Agreement.
9.3. The right to terminate this Agreement for good cause shall remain unaffected for both Parties. A Party shall have good cause to terminate where, taking into account all relevant circumstances of the case as well the fair and legitimate interests of both Parties, the terminating Party cannot reasonably be expected to continue the contract. If the good cause for the termination consists in a breach of a contractual obligation, giving notice of termination shall only be possible after the other Party having failed to meet a reasonably given respite for curing the breach. No such respite must be given, however, where:
9.3.1. the Party that has given cause for termination finally refuses performance of the obligation in questions;
9.3.2. the Party that has given cause for termination does not perform the obligation in question by the specific date, or within the specific timeframe, set for the performance of this obligation, even though the timely performance of the obligation has been declared essential by the terminating Party in the agreement, or is objectively essential as a result of other circumstances present at, and connected to, the conclusion of the agreement; or
9.3.3. there are special circumstances that justify the immediate termination, taking into account both Parties’ legitimate interests.
9.4. The end of this Agreement as a whole through non-renewal (cf. Section 9.1 of these Terms) or termination (cf. Section 9.3 of these Terms) terminates all relationships hereunder. A Party may, however, also wish to not only one or more of the relationships renew upon the applicable anniversary of this Agreement. In this case, the Parties will discuss in good faith and, if so, agree on whether to continue with just the remain...
