TERMINATION AND CONSEQUENCES OF TERMINATION. 12.1 UK Biobank shall be entitled to terminate this MTA immediately by written notice to the Collaborator if:
12.1.1 the Collaborator commits any breach of a material provision of this MTA or a material breach of this MTA, and, in the case of a breach capable of remedy, fails to remedy the same within 10 days after receipt of a written notice giving particulars of the breach and requiring it to be remedied;
12.1.2 the Collaborator ceases, is likely to cease, or threatens to cease carrying on business or suffers an Insolvency Event, or is subject to a serious, adverse regulatory finding; or
12.1.3 the Applicant’s MTA is terminated (for whatever reason).
12.2 Upon expiry of the MTA pursuant to clause 11.1 above or termination of this MTA by UK Biobank pursuant to clause 12.1 or in accordance with law:
12.2.1 the grant of rights and all licences to the Collaborator under this MTA shall be automatically terminated; and
12.2.2 the Collaborator shall destroy the Materials or otherwise render them permanently inaccessible and confirm in writing to xxxxxx@xxxxxxxxx.xx.xx that this has been done. For the avoidance of doubt, the Collaborator shall not be required to destroy Results Data or Other Data subject to the provisions of this MTA being complied with.
12.3 Without prejudice to the foregoing and to any other rights or remedies that UK Biobank may have, UK Biobank may take the following steps if there is a breach that entitles UK Biobank to terminate this MTA under clause 12.1:
12.3.1 it may prohibit the Lead Collaborator, Collaborator Researchers and any other researchers from the Collaborator Institution from accessing any further Materials from within the UK Biobank resource for an indefinite period of time; and/or
12.3.2 it may elect to inform the relevant personnel within the defaulting Collaborator Institution, funders of the defaulting Lead Collaborator and/or governing or other relevant regulatory bodies.
12.4 Notwithstanding termination of this MTA for any reason, the provisions of clauses 2, 3, 4, 5, 7, 8, 9, 10, 12, 13, 14, 16 and 17 shall continue in force in accordance with their respective terms.
12.5 Termination or expiry of this MTA shall not affect the rights and obligations of the parties accrued at the date or termination or expiry.
TERMINATION AND CONSEQUENCES OF TERMINATION. 14.1 On termination of any Service Schedule for whatever reason the Client will cease to have the Services provided thereunder.
14.2 Subject to conditions 14.3, 14.4 and 14.6 below and without prejudice to any specific termination rights set out elsewhere in these Conditions, the Client shall not be entitled (once an order has been accepted by Pericom) to change or cancel an order:
14.2.1 at all in respect of Equipment and/or Leased Equipment; or
14.2.2 except for termination in accordance with the conditions relating to the serving of notice to terminate the relevant Services and in particular conditions 6.1.3 and 7.1.3 (which shall take effect in accordance with the applicable conditions), unless otherwise agreed in writing with Pericom.
TERMINATION AND CONSEQUENCES OF TERMINATION. TERMINATIOND1. Subject to the provisions of clause H6 (Force Majeure) the Council may terminate the Contract with immediate effect by notice in writing to the Provider on or at any time if: the Provider becomes Insolvent; or the Provider is convicted of a criminal offence; or the Provider ceases or threatens to cease to carry on its business; or the Provider has a change in control without the prior written consent of the Council which the Council believes will have a substantial impact on the performance of the Contract; or there is a risk or a genuine belief that reputational damage to the Council will occur as a result of the Contract continuing; or the Provider is in breach of any of its obligations under this Contract that is capable of remedy and which has not been remedied to the satisfaction of the Council within 14 days, or such other reasonable period as may be specified by the Council after issue of a written notice specifying the breach and requesting it to be remedied; or there is a material or substantial breach by the Provider of any of its obligations under this Contract which is incapable of remedy; or the Provider commits persistent minor breaches of this Contract whether remedied or not; or the Provider, being an individual, dies or has a administrator, guardian or receiver is appointed under the Mental Health Xxx 0000; or a relevant UK or other European Court declares that the Contract is ineffective (“Declaration of Ineffectiveness”). The Provider fails to achieve the KPIs for a three month period after receiving a rectification plan from the Council following a meeting to discuss performance.
TERMINATION AND CONSEQUENCES OF TERMINATION. 9.1 You may only cancel the Agreement (or any part of the Agreement) with our prior agreement in writing.
9.2 Without affecting any other right or remedy available to us, we may, without liability to you, terminate the Agreement, in whole or in part, with immediate effect by giving written notice if; you breach a warranty of the Agreement or fail to perform any obligation or requirement of the Agreement and, if capable of remedy, fail to remedy such breach within 14 days of written notice; or you fail to make a payment under this Agreement when due; or you suspend, or threaten to suspend, payment of your debts or are unable to pay your debts as they fall due or admit inability to pay your debts or (being a company or limited liability partnership) are deemed unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986 (IA 1986) as if the words "it is proved to the satisfaction of the court" did not appear in sections 123(1)(e) or 123(2) of the IA 1986 or (being a partnership) have any partner to whom any of the foregoing apply; or you commence negotiations with all or any class of your creditors with a view to rescheduling any of your debts, or make a proposal for or enter into any compromise or arrangement with any of your creditors; or you apply to court for, or obtain, a moratorium under Part A1 of the Insolvency Xxx 0000; or a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with your winding up (being a company, limited liability partnership or partnership); or an application is made to court, or an order is made, for the appointment of an administrator, or a notice of intention to appoint an administrator is given or an administrator is appointed, over you (being a company, partnership or limited liability partnership); or the holder of a qualifying floating charge over your assets (being a company or limited liability partnership) has become entitled to appoint or has appointed an administrative receiver; or a person becomes entitled to appoint a receiver over all or any of your assets or a receiver is appointed over all or any of your assets; or a creditor or encumbrancer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against the whole or any part of your assets and such attachment or process is not discharged within 14 days; or any event occurs, or proceeding is taken, with respect to you ...
TERMINATION AND CONSEQUENCES OF TERMINATION. Termination The Customer has the right to terminate this Agreement at any time by notice in writing to the Collaboration Suppliers whenever the Customer has the right to terminate a Collaboration Supplier’s [respective contract] [Call Off Contract]. Failure by any of the Collaboration Suppliers to comply with their obligations under this Agreement shall constitute a Default under their [relevant contract] [Call Off Contract]. In this case, the Customer also has the right to terminate by notice in writing the participation of any Collaboration Supplier to this Agreement and sever its name from the list of Collaboration Suppliers, so that this Agreement will continue to operate between the Customer and the remaining Collaboration Suppliers. Consequences of Termination Subject to any other right or remedy of the parties, the Collaboration Suppliers and the Customer shall continue to comply with their respective obligations under the [contracts] [Call Off Contracts] following the termination (however arising) of this Agreement: Except as expressly provided in this Agreement, termination of this Agreement shall be without prejudice to any accrued rights and obligations under this Agreement. GENERAL PROVISIONS
TERMINATION AND CONSEQUENCES OF TERMINATION. 9.1 This Agreement may be terminated, and the transactions contemplated hereby abandoned, by any of the Parties, if the Conditions Precedent set forth in Article 3 are not satisfied, or waived (to the extent permissible under applicable Law) by the other party, within 14 (Fourteen) days of the date hereof.
9.2 Notwithstanding the provisions of Article 9.1 above, BCCL (the “Non-Defaulting Party”) may at its option terminate this Agreement at any time in the event of a breach by any other Party (the “Defaulting Party”) of any of its material representations, warranties, covenants or other obligations under this Agreement, which breach or failure, if capable of cure or remedy, has not been cured or remedied by the Defaulting Party within 14 (Fourteen) days of the receipt of written notice of such breach or failure from the Non-Defaulting Party. The termination by the Non Defaulting Party pursuant to a breach as aforesaid shall be without prejudice to all its rights and remedies under law available to the Non Defaulting Party including but not limited to the right to seek damages for the breach from the Defaulting Party. The ability of the Non Defaulting Party to terminate this Agreement pursuant to this Article 9.2 shall not in any way prejudice the ability of the Non Defaulting Party to seek specific performance of the obligations under the Agreement by the Defaulting Party.
9.3 In the event the Agreement is terminated by BCCL, the Company, by itself or through any person nominated by it, shall buy the Warrant from BCCL for an amount equal to the Warrant Subscription Amount. The Warrant Subscription Amount or any amount which is agreed between the Parties shall be paid to BCCL within 14 (Fourteen) days of termination of this Agreement entirely, without any adjustments/deductions.
9.4 The provisions of Articles 2, 4, 7, 8.1, 8.2 and 9.4, as well as the miscellaneous provisions of Article 10, shall survive the termination of this Agreement. Subject to the happening of the event mentioned in clause 9.3, the provision of this clause will not prevail/ apply.
TERMINATION AND CONSEQUENCES OF TERMINATION. 14.1 On termination of any Service Schedule for whatever reason the Client will cease to have the Services provided thereunder.
14.2 Subject to conditions 14.3, 14.4 and 14.6 below and without prejudice to any specific termination rights set out elsewhere in these Conditions, the Client shall not be entitled (once an order has been accepted by Digital Origin) to change or cancel an order:
14.2.1 at all in respect of Equipment and/or Leased Equipment; or
14.2.2 except for termination in accordance with the conditions relating to the serving of notice to terminate the relevant Services and in particular conditions 6.1.3 and 7.1.3 (which shall take effect in accordance with the applicable conditions), unless otherwise agreed in writing with Digital Origin.
TERMINATION AND CONSEQUENCES OF TERMINATION. D1 Termination on Insolvency and Change of Control D2 Termination on Change of Control D3 Termination on Default D4 Termination for Convenience D5 Other Termination Clauses D6 Consequences of Termination or Expiry D7 Dispute Resolution Procedure and Rectification Procedure D8 Survival
TERMINATION AND CONSEQUENCES OF TERMINATION a) Notwithstanding anything contained herein at any time during the validity of this Agreement, the Franchisor is entitled to terminate this Agreement by serving Thirty (30) days’ notice in writing in advance to the Franchisee, without assigning any reason of whatsoever nature, without any liability or compensation. It is clarified that the Franchisee has no such exit/termination rights except for the breaches mentioned herein below.
b) If the Franchisee commits a breach of any term or condition of this Agreement, then the Franchisor shall provide 15 (Fifteen) days’ notice in writing to the Franchisee calling the Franchisee to remedy the breach forthwith. If before expiry of the Notice period, the breach is not rectified by the Franchisee, then the Franchisor is entitled to terminate the Agreement by providing seven (7) days’ notice to the Franchisee. At the end of the Notice period, the Franchisor shall remove all its assets from the said Premises as soon as possible. Further, if any loss or damages are caused to the Franchisor due to the breach of any covenants or representations or warranties by the Franchisee, then the Franchisor is entitled to adjust such loss or damages towards the settlement amount, or the security deposit amount maintained by the Franchisee.
c) If the Franchisor commits a breach of its payment obligations for a consecutive period of Two (2) months, without any reason, then in such event, the Franchisee shall be entitled to give a thirty (30) days’ notice period in writing to the Franchisor calling upon it to make the payment before the expiry of the Notice period. If the Franchisor fails to make the payment within such 30 (thirty) days’ notice, then the Franchisee is entitled to terminate this Agreement by providing fifteen (15) days’ Notice to the Franchisor.
d) The Franchisee hereby represents and warrants that upon termination of this Agreement for whatever reason, the Franchisee shall not object or obstruct the Franchisor in removing the ATM or assets from the said Premises. If the Franchisor is unable to remove the ATM or assets from the said Premises due to any objections or impediments and thereby delays the removal of ATM or assets, then the Franchisee shall be liable to pay penalty of Rs. 1000/- per day to the Franchisor till the ATM and assets are removed from the said Premises. Further, the Franchisee shall pay liquidated damages of Rs. 5,00,000 to the Franchisor in case the Franchisor is unable to take back the ATM and ...
TERMINATION AND CONSEQUENCES OF TERMINATION. Notwithstanding any other provision of the Agreement, the Employment Term and the Executive’s employment hereunder shall terminate on the first to occur of the following:
