Termination and Amendment of Agreement. The Corporation and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement. The Custodian may terminate this Agreement by giving the Corporation ninety days' written notice of such termination by registered mail addressed to the Corporation at its principal place of business. The Corporation may terminate this Agreement at any time by written notice thereof delivered, together with a copy of the resolution of the Board of Directors authorizing such termination and certified by the Secretary of the Corporation, by registered mail to the Custodian. Upon such termination of this Agreement, assets of the Corporation held by the Custodian shall be delivered by the Custodian to a successor custodian, if one has been appointed by the Corporation, upon receipt by the Custodian of a copy of the resolution of the Board of Directors of the Corporation certified by the Secretary, showing appointment of the successor custodian, and provided that such successor custodian is a bank or trust company, organized under the laws of the United States or of any State of the United States, having not less than two million dollars aggregate capital, surplus and undivided profits. Upon the termination of this Agreement as a part of the transfer of assets, either to a successor custodian or otherwise, the Custodian will deliver securities held by it hereunder, when so authorized and directed by resolution of the Board of Directors of the Corporation, to a duly appointed agent of the successor custodian or to the appropriate transfer agents for transfer of registration and delivery as directed. Delivery of assets on termination of this Agreement shall be effected in a reasonable, expeditious and orderly manner; and in order to accomplish an orderly transition from the Custodian to the successor custodian, the Custodian shall continue to act as such under this Agreement as to assets in its possession or control. Termination as to each security shall become effective upon delivery to the successor custodian, its agent, or to a transfer agent for a specific security for the account of the successor custodian, and such delivery shall constitute effective delivery by the Custodian to the successor under this Agreement. In addition to the means of termination herein before authorized, this Agreement may be terminated at any time by the vote of a majority of the outstanding shares of the Corporation and after wri...
Termination and Amendment of Agreement. The Company and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement.
Termination and Amendment of Agreement. (a) This Agreement shall be effective as of the Effective Date and shall expire on January 1, 2023, provided that not later than nine months prior to the expiration of the term of this Agreement, the Company and the Executive shall review and discuss in good faith whether or not to renew, amend or replace the Agreement. If a Potential Change in Control occurs during the term of the Agreement, then in no event shall the Agreement expire earlier than the date such Potential Change in Control terminates without resulting in a Change in Control, and if a Change in Control occurs during the term of the Agreement, then in no event shall the Agreement expire earlier than the 24-month anniversary of such Change in Control. Notwithstanding the foregoing, any expiration or termination of this Agreement shall not retroactively impair or otherwise adversely affect the rights of the Executive which have arisen prior to the date of such expiration.
(b) No provision of this Agreement may be amended, modified or waived unless such amendment, modification or waiver is agreed to in writing and signed by the Executive and by a duly authorized officer of the Company; provided, however, that the Company may amend the Agreement in a manner that is beneficial to the interests of the Executive without the Executive’s written consent.
Termination and Amendment of Agreement. The Corporation and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement. The Custodian may terminate this Agreement by giving the Corporation ninety days' written notice of such termination by registered mail addressed to the Corporation at its principal place of business.
Termination and Amendment of Agreement. The Trust and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement.
Termination and Amendment of Agreement. Subject to Section 2 and this Section, this Agreement may not be terminated, modified, amended or superseded without the written consent of Executive and the approval of the Board or the Committee. No modification, amendment or addition to this Agreement shall be effective unless in writing. Notwithstanding any other provision of this Agreement to the contrary, the Board or the Committee may, in its sole and absolute discretion and without the consent of Executive, amend this Agreement, to take effect retroactively or otherwise, as it deems necessary or advisable for the purpose of conforming this Agreement to any present or future law relating to arrangements of this or similar nature (including, but not limited to, Section 409A of the Code), and to the administrative regulations and rulings promulgated thereunder.
Termination and Amendment of Agreement. With the consent of the Employee, the Board may make an amendment which would accelerate the Vesting Date with respect to the Shares. Without limiting the generality of the foregoing, the Board may, but solely with the Employee written consent, agree to cancel any grant of Shares under the Agreement and issue a new grant in substitution therefor, provided that the grant so substituted shall satisfy all of the requirements of the Agreement as of the date such new grant is made.
Termination and Amendment of Agreement. 14 A. Termination.......................................... 14 B. Amendment............................................ 15 C.
Termination and Amendment of Agreement. The Trust and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement. The Custodian may terminate this Agreement by giving the Trust ninety days' written notice of such termination by registered mail addressed to the Trust at its principal place of business. In addition to the means of termination herein before authorized, this Agreement may be terminated at any time by the vote of a majority of the outstanding units of the Trust and after written notice of such action to the Custodian.
Termination and Amendment of Agreement. 1. Upon termination of this Agreement for any reason, Contractor shall return or destroy, at County’s sole discretion, all PII received from the County, or created or received by Contractor on behalf of the County.
2. Contractor will retain no copies of PII in possession of subcontractors or agents of Contractor.
3. Contractor shall provide the County notification of the conditions that make return or destruction not feasible in the event that Contractor determines that returning or destroying the PII is not feasible. If the County agrees that the return of the PII is not feasible, Contractor shall extend the protections of this Agreement to such PII and limit further use and disclosures of such PII for so long as the Contractor or any of its agents or subcontractor maintains such information.
4. Contractor agrees to promptly amend this Exhibit as necessary to comply with any newly enacted or issued state or federal law, rule, regulation or policy, or any judicial or administrative decision affecting the use or disclosure of PII, or any amendment to the State Agreements or Exhibits to the State Agreements.
5. Contractor agrees to retain records, minus any PII required to be returned by the above section, for a period of at least 7 years following termination of the Agreement. The determining date for retention of records shall be the last date of encounter, transaction, event, or creation of the record.
6. All provisions of this Agreement that provide restrictions on disclosures of Pll and that provide administrative, technical, and physical safeguards for the Pll in the Contractor's possession shall continue in effect beyond the termination or expiration of this Agreement and shall continue until the PII is destroyed or returned to County.
