Term Termination and Survival. 9.1 This Agreement shall commence as of the Effective Date and shall continue thereafter until the completion of the Services under all Statements of Work unless sooner terminated pursuant to Section 9.2 or Section 9.3.
9.2 Either Party may terminate this Agreement, effective upon written notice to the other Party (the “Defaulting Party”) if the Defaulting Party:
(a) Materially breaches this Agreement, and such breach is incapable of cure, or with respect to a material breach capable of cure, the Defaulting Party does not cure such breach within 30 days after receipt of written notice of such breach.
(b) Becomes insolvent or admits its inability to pay its debts generally as they become due.
(c) Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven business days or is not dismissed or vacated within 45 business days after filing.
(d) Is dissolved or liquidated or takes any corporate action for such purpose.
(e) Makes a general assignment for the benefit of creditors.
(f) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
9.3 Notwithstanding anything to the contrary in Section 9.2(a), TAI may terminate this Agreement upon written notice to XXX upon the occurrence of any of the following events (each of the following, a “Specified Event of Default”):
(a) XXX fails to pay any undisputed amount when due hereunder and such failure continues for 30 days after XXX’s receipt of written notice of nonpayment;
(b) XXX fails to timely achieve, complete, or pass any of the XXX Caravan STC Milestone Requirements by the applicable XXX Completion Date (subject to the applicable cure period) as set forth in Exhibit A as determined in the good faith discretion of TAI; provided that, the applicable XXX Completion Dates shall be equitably adjusted to the extent XXX is not able to achieve, complete or pass any XXX Caravan STC Milestone Requirement or such XXX Caravan STC Milestone Requirement is not otherwise met, in each case as a result of (a) the material breach of TAI of its obligations hereunder or (b) the occurrence of a Force Majeure Event, with an extension to the corresponding XXX Completion Date commensurate with the delay caused by such TAI breach or Force Majeure Event, provided, however, that no extension related to a Forc...
Term Termination and Survival. This Agreement shall become effective when signed below and shall continue in effect until terminated. Either Party may terminate this Agreement at-will with thirty (30) day’s written notice to the other Party. Termination shall not relieve the Parties from any debt or liability incurred hereunder while the Agreement was active; and all terms and conditions of this Agreement intended to protect the Parties and their records and regulate disputes, grievances or complaints between them shall survive any termination.
Term Termination and Survival. The term of this Agreement shall commence upon the agreeing to the terms of this Agreement and shall remain in effect until terminated by any party hereto for any reason whatsoever.
5.8.1 With the exception of TURSS’s obligation to provide Services under this Agreement, all provisions of this Agreement shall survive any such termination of this Agreement including, but not limited to, all restrictions on Subscriber’s use of Services Information. Moreover, any such termination shall not relieve Subscriber of any fees or other payments due to TURSS through the date of any such termination nor affect any rights, duties or obligations of either party that accrue prior to the effective date of any such termination.
Term Termination and Survival. 5.1 The term of this Agreement begins on the “Effective Date” set forth on the “SMART MLS Information and Signature Page” below. Smart MLS has the right at any time and in its sole discretion without advance notice of any kind to terminate this Agreement and/or terminate Firms’ and/or Consultant’s access to the RETS Data.
5.2 Firm may terminate this Agreement by notice to Smart MLS and each Consultant.
5.3 This Agreement shall automatically terminate upon the termination of Firm’s privileges as a Participant in SMART MLS.
5.4 Within five (5) business days after termination of this Agreement, the receiving party shall return to Smart MLS all Proprietary Property, Smart MLS confidential information and any other materials provided by Smart MLS to the receiving party. The receiving party shall also erase, delete, shred or destroy any Proprietary Property or Smart MLS confidential information which is has stored on magnetic media or other computer storage systems, including onsite and/or offsite backup systems. Upon Smart MLS’ request, a duly authorized representative of the receiving party shall certify to Smart MLS, in writing, that all Proprietary Property, Smart MLS confidential information and any other materials provided by Smart MLS to the receiving party have either been returned to Smart MLS and/or erased, deleted, shredded or destroyed.
5.5 All provisions of this Agreement relating to Proprietary Property shall survive the termination of this Agreement.
Term Termination and Survival. (a) The term of this Agreement commences as of the Effective Date and expires on December 31, 2021, (the “Term”), unless terminated earlier in accordance with the terms of this Agreement. The Term of this Agreement may be extended by the IESO, acting in its sole and absolute discretion, upon written notice to the Participant. Any extension is subject to the Participant being in compliance with its obligations herein, and provided the Energy Manager Program remains available. The Participant acknowledges that the Term may not extend past December 31, 2021.
(b) The first Funding Period commences as of the employment start date of the Energy Manager and expires on the date which is 12 months from the Energy Manager’s employment start date, unless terminated earlier in accordance with the terms of this Agreement. After the expiry of the first Funding Period (and after the expiry of any subsequent Funding Period), the IESO, acting in its sole and absolute discretion, may extend funding for the employment of an Energy Manager to the Participant for an additional 12-month Funding Period, or shorter, upon written notice. Any extension is subject to the Participant being in compliance with its obligations herein, provided the Energy Manager Program remains available, and subject to the expiration or termination of this Agreement. The Participant acknowledges that the term of a Funding Period may not extend past December 31, 2021 or the Term of this Agreement.
(c) For certainty, after each Funding Period expires or is earlier terminated, the IESO will not be required to pay and the Participant will not be eligible for a Participant Incentive, in part or in full, for any period during the Term following such date if the IESO has not extended funding to the Participant for an additional Funding Period pursuant to Section 7(b).
(d) The IESO may terminate this Agreement or a Funding Period immediately, or withhold the Participant Incentive, in part or in full, where any of the following occurs:
(i) the Participant fails to have an Energy Manager in place for a period of ninety (90) calendar days;
(ii) the Participant fails to observe or perform any obligation required to be observed or performed under this Agreement and such failure continues for a period of thirty (30) calendar days after the delivery of written notice by the IESO to the Participant to cure such failure;
(iii) the Participant fails to undertake Commercially Reasonable efforts to achieve the Minimum Ann...
Term Termination and Survival. 8.1 This Agreement shall commence as of the Effective Date set forth in the Agreement and shall continue thereafter until the expiration Initial Services Term and/or any Renewal Terms described in the Agreement (giving effect to any extensions or renewals contemplated thereby, the "Term") or as otherwise described on Exhibit B, unless sooner terminated pursuant to Section 8.2.
8.2 Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party; provided that Service Provider may terminate this Agreement before the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: and such failure continues for five days following the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to cure such breach within 30 days of receiving written notice thereof from Customer.
8.3 The rights and obligations of the parties set forth in this Section 8.3 and any right or obligation of the parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.
Term Termination and Survival. 11.1. This Agreement commences on the Effective Date and continues thereafter until the later to occur of (a) the fifth anniversary of the Effective Date and (b) the completion of all Services under all Signed Quotes or Purchase Orders to which this MSA applies, which are executed by the Parties prior to the fifth anniversary of the Effective Date, unless sooner terminated pursuant to Sections 11.2, 11.3, or 11.4 (the “Term”).
11.2. Either Party may terminate this Agreement, effective upon written notice to the other Party (the “Defaulting Party”) if the Defaulting Party:
a. Materially breaches this Agreement, and the Defaulting Party does not cure such breach within thirty (30) days after receipt of written notice of such breach, or such material breach is incapable of cure;
b. Becomes insolvent or admits its inability to pay its debts generally as they become due;
c. Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven (7) days or is not dismissed or vacated within forty- five (45) days after filing;
d. Is dissolved or liquidated or takes any corporate action for such purpose;
e. Makes a general assignment for the benefit of creditors; or
f. Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
11.3. Notwithstanding anything to the contrary in Section 11.2(a), ACS may terminate this Agreement before the expiration date of the Term on written notice if (a) Client fails to pay any amount when due hereunder and such failure continues for thirty
Term Termination and Survival. 8.1 This Agreement shall commence as of the Effective Date and shall continue in perpetuity thereafter until terminated pursuant to Section 8.2 or Section 8.3.
8.2 Either Party may terminate this Agreement, effective upon written notice to the other Party (the “Defaulting Party”), if the Defaulting Party:
(a) Materially breaches this Agreement, and the Defaulting Party does not cure such breach within 30 days after receipt of written notice of such breach, or such material breach is incapable of cure.
(b) Becomes insolvent or admits its inability to pay its debts generally as they become due.
(c) Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within 7 business days or is not dismissed or vacated within 45 business days after filing.
(d) Is dissolved or liquidated or takes any corporate action for such purpose.
(e) Makes a general assignment for the benefit of creditors.
(f) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
8.3 Notwithstanding anything to the contrary in Section 8.2, (i) PHI may terminate this Agreement for any reason upon 30 days’ written notice to RS and (ii) RS may terminate this Agreement for any reason upon 60 days’ written notice to PHI.
8.4 The rights and obligations of the Parties set forth in this Section 8 and Sections 6, 7, 9 and 10 and any right or obligation of the Parties in this Agreement which, by its nature, should survive termination of this Agreement, will survive any such termination of this Agreement.
8.5 If this Agreement is terminated for any reason, then, for up to six (6) months after the effective date of such termination, and in each case to the extent requested by PHI, (i) RS shall continue to provide Services to PHI in accordance with this Agreement and (ii) RS shall provide transition assistance as reasonably requested by PHI (which transition assistance shall include the return or migration of PHI’s files or data under the direct or indirect control of RS, and support for PHI’s migration from any IT system utilized by or on behalf of RS (or made available to PHI by RS) in connection with the Services to those IT systems as designated by PHI) ((i) and (ii) collectively, the “Transition Services”). During each month in which RS provides Transition Services, PHI shall continue...
Term Termination and Survival. 7.1. Unless terminated earlier under the subsequent paragraph, this Agreement shall remain in effect until December 31, 2017.
7.2. California American Water may terminate this agreement at its convenience by providing the MPWMD written notice, in the manner specified in Section 10, 30 calendar days prior to the proposed termination date.
7.3. The MPWMD may terminate this agreement at its convenience by providing the California American Water written notice, in the manner specified in Section 10, 90 calendar days prior to the proposed termination date such that California American Water can arrange for alternate performance.
7.4. Any obligation for one party to indemnify another shall survive the termination of this Agreement.
7.5. The obligations under Section 5 shall remain in effect until the expiration of the time California American Water is required to preserve records regarding any aspect of this transaction pursuant to Resolution A-4691 of the California Public Utilities Commission dated July 12, 1977.
Term Termination and Survival. This Agreement shall become effective when signed below and shall continue in effect until terminated by either Party, by Notice as specified under Section 13. Upon termination by either Party, Indebtedness of Client to Practitioner for services not yet received shall cease on that date. Termination shall not relieve the Parties from any debt incurred for counseling, services or products agreed and rendered prior to termination, or from any terms, conditions, agreements, responsibilities or indemnifications (as provided in Section 5), hereunder, and those terms, conditions, agreements, debts, responsibilities and indemnifications shall survive any termination.
