Termination Activities Sample Clauses

Termination Activities. If all or part of this Agreement is terminated for any reason (a) Seller shall continue all work not expressly terminated by EAI; and (b) EAI shall pay for: (i) Conforming Product or Services delivered prior to the date of termination; and (ii) Conforming Product or Services that are not affected by the termination; however, if this Agreement is terminated in whole by EAI due to an uncured Material Breach by Seller, EAI will have no obligation to accept or pay for any Products or Services not delivered prior to the date of termination and EAI may, at its sole discretion, elect to require Seller to deliver Product or Services scheduled for delivery within sixty (60) calendar days after the date of termination and shall pay for same. (c) EAI may, at its sole discretion, require Seller to transfer title and deliver to EAI, as directed by EAI and at EAI's cost for packing and shipping: (i) any completed Products or Services related to this Agreement, (ii) any partially completed Products and materials, parts, tools, dies, jigs, fixtures, plans, drawings, information and agreement rights (collectively, "Manufacturing Materials") that Seller has specifically produced or acquired for the terminated portion of this Agreement and (iii) any EAI Property or any other property belonging to EAI’s customer(s). Any Manufacturing Materials for which EAI has paid prior to termination shall be the property of EAI.
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Termination Activities. (i) Upon the dissolution of the Company, where no election is made to continue the Company pursuant to Section 27, the continuing operation of the Company's business shall be confined to those activities reasonably necessary to wind up the Company's affairs, discharge its obligations, and preserve and sell or distribute the Assets. (ii) The Members hereby acknowledge and agree that the Managing Member or, if both Managing Members have been terminated as such, a person approved by a Majority in Interest of the Non-Managing Members, shall have the sole power to execute and acknowledge and record or publish all such instruments that may be appropriate or necessary to reflect the dissolution and termination of the Company. (iii) A reasonable time shall be allowed for the orderly liquidation of the Assets and the discharge of the liabilities to creditors so as to minimize the normal losses attendant at liquidation. (iv) File a Certificate of Cancellation pursuant to (S)18-203 of the Act upon the completion of the winding up of the Company.
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Termination Activities. 42 (b) RETURN OF CONFIDENTIAL INFORMATION. ........................ 42 (c) RIGHTS UPON TERMINATION. ................................... 42 (d) No ReleaSE OF MATURED OBLIGATION. .................................... 43 SECTION 12.4 SURVIVAL. ......................................... 43
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Termination Activities. Upon termination (including expiration) of this Agreement as permitted herein: (i) NeoGenesis will terminate all tasks in process at the date of termination in an orderly manner, as soon as practical and in accordance with a schedule agreed to by Celltech and NeoGenesis; (ii) NeoGenesis shall deliver to Celltech all materials developed through the termination of this Agreement; (iii) Celltech shall pay NeoGenesis any monies due and owing NeoGenesis up to the termination date, for services actually performed, PROVIDED, such fee shall not exceed the total FTE funding specified in Section 5.1(b) of this Agreement (unless Celltech has requested additional work for which a separate fee has been agreed to by the parties); (iv) NeoGenesis shall destroy all NeoMorph Focused Libraries developed for Celltech; and (v) within thirty (30) days following termination (including expiration) of this Agreement, NeoGenesis shall deliver to Celltech a reasonably-detailed written report describing the results of the research performed up to the date of such termination. In addition, if Celltech terminates this Agreement in accordance with Section 12.2(c), Celltech shall pay NeoGenesis as liquidated damages an amount equal to the aggregate budgeted FTE fee for the 90-day period following the date Celltech delivers notice of termination pursuant to Section 12.2(c) to the extent such funding has not already been received by NeoGenesis as of the date Celltech delivers such termination notice to reimburse NeoGenesis for non-cancelable commitments with respect to NeoGenesis staff allocated to the performance of the Research Collaboration.
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Termination Activities. 17.4.1. The purpose of this clause is to ensure the continuity of the PSCJ, where the PSCJ is going to survive, upon the termination of this Agreement, with a smooth transfer from the Joint Strategic Governance Group of the UofN and the OPCC to a replacement PSCJ Strategic Governance Group, of responsibilities, services, staff, assets and any other items or information necessary to ensure the Parties and or replacement Parties are able to operate the Institution with effect from the termination. 17.4.2. General Obligation Each Party will take all reasonable steps and co-operate fully with the other Party and the replacement Board, so that the transfer of the PSCJ on termination is achieved with the minimum of disruption and so as to mitigate any inconvenience to the Parties. 17.4.3. Each Party will and will ensure that any replacement Board will comply with the other Party’s reasonable security procedures.
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Termination Activities. (a) The Executive agrees that during his/her employment with the Company and for 12 months thereafter, the Executive will not, and will not cause others to: (i) solicit or induce or attempt to solicit or induce any employee or full time consultant of the Company (whether such person is presently employed by the Company or may later be employed), to leave the Company's employ or otherwise interfere with the employment relationship between any such person and the Company; (ii) solicit, or attempt to divert, take away or call on, any exclusive suppliers, customers or potential customers of the Company; or (iii) disparage the Company, its operations, business, Board, directors, officers, management or employees; or (iv) compete with the Company or its subsidiaries in the ASP market anywhere in the United States; For the purpose of this section iv, if the Executive is Terminated without Cause, or Constructively Terminated, as defined above, this non-compete provision is not applicable. (b) In the event the terms of this SECTION 5 shall be determined by any court of competent jurisdiction to be unenforceable by reason of its time period or geographic scope, the terms will be interpreted to extend only over the maximum period of time and geographic scope which the court determines are enforceable.
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Termination Activities. Agent shall notify vendors, services and banks of the change in management when informed of the new address for the Association. Notification shall generally be accomplished within four weeks of the Notice of Termination, provided Agent has received the property information.
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Related to Termination Activities

  • TERMINATION OF EFT SERVICES You may terminate this Agreement or any EFT service under this Agreement at any time by notifying us in writing and stopping your use of your card and any access code. You must return all cards to the Credit Union. You also agree to notify any participating merchants that authority to make xxxx payment transfers has been revoked. We may also terminate this Agreement at any time by notifying you orally or in writing. If we terminate this Agreement, we may notify any participating merchants making preauthorized debits or credits to any of your accounts that this Agreement has been terminated and that we will not accept any further preauthorized transaction instructions. We may also program our computer not to accept your card or access code for any EFT service. Whether you or the Credit Union terminates this Agreement, the termination shall not affect your obligations under this Agreement for any electronic transactions made prior to termination.

  • Agreement Termination In the event Contractor is unable to fulfill its responsibilities under this Agreement for any reason whatsoever, including circumstances beyond its control, County may terminate this Agreement in whole or in part in the same manner as for breach hereof.

  • Termination; General The Representatives may terminate this Agreement, by notice to the Company, at any time at or prior to Closing Time (i) if in the reasonable judgment of the Representatives, there has been, since the time of execution of this Agreement or since the respective dates as of which information is given in the Prospectus or the General Disclosure Package, any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs, financial prospects or business prospects of the Company and its subsidiaries considered as one enterprise, whether or not arising in the ordinary course of business, or (ii) if there has occurred any material adverse change in the financial markets in the United States or the international financial markets, any outbreak of hostilities or escalation thereof or other calamity or crisis or any change or development involving a prospective change in national or international political, financial or economic conditions, in each case the effect of which is such as to make it, in the judgment of the Representatives, impracticable or inadvisable to market the Securities or to enforce contracts for the sale of the Securities, or (iii) if trading in any securities of the Company has been suspended or limited by the Commission, the New York Stock Exchange or the Nasdaq Global Market, or if trading generally on the NYSE American or the New York Stock Exchange or in the Nasdaq Global Market has been suspended or limited, or minimum or maximum prices for trading have been fixed, or maximum ranges for prices have been required, by any of said exchanges or by such system or by order of the Commission, the FINRA or any other governmental authority, or a material disruption has occurred in commercial banking or securities settlement or clearance services in the United States, or (iv) if a banking moratorium has been declared by either Federal, California or New York authorities, or (v) if since the date of this Agreement, there has occurred a downgrading in the rating assigned to the Securities, any class or series of the Company’s outstanding Preferred Stock, if any, or any of the Company’s other debt securities by any nationally recognized securities rating agency, or any such securities rating agency has publicly announced that it has under surveillance or review, with possible negative implications or without indicating the direction of the possible change, its rating of the Securities, any class or series of Preferred Stock or any of the Company’s other debt securities.

  • Termination of Services 6.2. To promote a non-discriminatory work environment based on the principle of equality, employers and the trade union should adopt appropriate measures to ensure that employees with HIV and AIDS are not unfairly discriminated against and are protected from victimisation through positive measures such as: (i) preventing unfair discrimination and stigmatisation of people living with HIV or AIDS through the development of HIV/AIDS policies and programmes for the workplace; (ii) awareness, education and training on the rights of all persons with regard to HIV and AIDS; (iii) mechanisms to promote acceptance and openness around HIV/AIDS in the workplace; (iv) providing support for all employees infected or affected by HIV and AIDS; and (v) grievance procedures and disciplinary measures to deal with HIV-related complaints in the workplace. 7. HIV TESTING, CONFIDENTIALITY AND DISCLOSURE

  • Contract Termination debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity and up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of the ESC Region 8 and TIPS. Does vendor agree? Yes

  • Compensation in the Event of Termination In the event that the Executive’s employment hereunder terminates prior to the expiration of this Agreement for any reason provided in Section 5 hereof, the Company shall pay the Executive, compensation and provide the Executive and the Executive’s eligible dependents with benefits as follows:

  • Termination Payment for Force Majeure Event 30.9.1 If Termination is on account of a Non-Political Event, the Authority shall make a Termination Payment to the Concessionaire in an amount equal to 55% (fifty five per cent) of the Debt Due less Insurance Cover. 30.9.2 If Termination is on account of an Indirect Political Event, the Authority shall make a Termination Payment to the Concessionaire in an amount equal to: (a) 55% of the Debt Due less Insurance Cover; provided that if any insurance claims forming part of the Insurance Cover are not admitted and paid, then 80% (eighty per cent) of such unpaid claims shall be included in the computation of Debt Due; (b) 60.5% (sixty point five per cent) of the Adjusted Equity; and 30.9.3 If Termination is on account of a Political Event, the Authority shall make a Termination Payment to the Concessionaire in an amount that would be payable under Clause 33.3.2 as if it were Authority’s Default.

  • Termination of Access Once this Agreement ends, by early termination or otherwise, the Licensor may terminate access to the Licensed Materials by Licensee, Participating Institutions and Authorized users, subject to Section XII, below. In addition, authorized copies of Licensed Materials made by Authorized Users may be retained for educational purposes and used subject to the terms of this Agreement.

  • License Termination Customer may terminate the license for an ICA Program at any time on one month's written notice to IBM. For ICA Program licenses that Customer acquired for a one-time charge, replacement licenses may be acquired for an upgrade charge, if available. When Customer obtains licenses for these replacement ICA Programs, Customer agrees to terminate the license of the replaced ICA Programs when charges become due, unless IBM specifies otherwise. IBM may terminate Customer’s license if Customer fails to comply with the license terms. If IBM does so, Customer’s authorization to use the ICA Program is also terminated.

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