Termination and Effects Sample Clauses

Termination and Effects. This Agreement may be terminated on an Investor-by-Investor basis (i) by mutual consent between the Company and such Investor evidenced in writing and (ii) by such Investor or the Company if the Closing does not occur on or before the date that is ten (10) business days following the Company’s Special Meeting, provided that the party seeking to terminate this Agreement pursuant to this Section 10 shall not have breached in any material respects its representations, warranties or covenants set forth in this Agreement. If this Agreement is terminated by either the Company or an Investor pursuant to the provisions of this Section 10, this Agreement with respect to the Company and such Investor shall forthwith become void and there shall be no further obligations on the part of the Company or such Investor or their respective stockholders, directors, officers, employees, agents or representatives, except for the provisions of Section 11, which shall survive any termination of this Agreement; provided, however, that nothing in this Section 10 shall relieve any party from liability for any breach of any representation, warranty, covenant, or agreement under this Agreement prior to such termination or for any willful breach of this Agreement.
AutoNDA by SimpleDocs
Termination and Effects. Termination of this Agreement shall not result in termination of Your Certified Scrum Professional Agreement unless specifically indicated by You or Us. If Scrum Alliance revokes or refuses to renew Your status as Scrum Foundations Educator, then Your rights under this Agreement will continue only with regard to Your CSP Certification and shall not include rights to offer Scrum Foundations program educational offerings. Upon termination, all rights Scrum Alliance grants to You under this Agreement immediately and automatically terminate and You must immediately stop all display, advertising, and other use of the Scrum Foundations Marks in any and all manner. If You have Scrum Foundations Educator Permitted Activities scheduled with clients but not yet performed, You will be responsible for informing all such clients that You can no longer provide Scrum Foundations program educational offerings, or any other sanctioned activities. You agree that We have the right to contact any such clients for the purpose of communicating Your revoked status as a Scrum Foundations Educator. All provisions in the following Certified Scrum Professional Agreement heading titles will survive the termination or expiration (the “End Date”) of this Agreement for any reason: “Xxxx Ownership”, “No Confusing Trade Names”, “No Confusing Domain Names or Keywords”, “Termination and Effects”, “Confidentiality”, “Indemnification”, and “General Provisions”. The termination or expiration of this Agreement will not affect Certified Scrum Professional’s or Scrum Alliance’s accrued rights or liabilities.
Termination and Effects. This section outlines all the ways in which this agreement could be terminated and which party can seek to terminate this agreement under the described circumstances. Upon termination of this agreement, it is important that the Licensee immediately stops using the software, returns or destroys the software and any confidential information, and pays all amounts due under this agreement.
Termination and Effects. A. Either party may terminate this Agreement for cause by written notice if the noticed party has failed to cure any material default within seven (7) days after receipt of written notice of such default. Either party may terminate this Agreement without cause or penalty by providing the other party with at least thirty (30) days’ prior written notice of termination.
Termination and Effects. Either party may terminate this Agreement at any time, with or without cause, upon sixty (60) days’ notice to the other. Upon termination of this Agreement, Licensee shall immediately cease all use and distribution of the API and return to Topcon all copies of the API within Licensee’s control within five (5) days after such termination or expiration. Upon Xxxxxx’s request, Licensee will certify in writing to Topcon that all copies of the API have been returned to Topcon. The following provisions of this Agreement shall survive termination or expiration of this Agreement: Sections 2.2, 2.3, 3, 4, 5, 6, 7, 8, 9, and 10.
Termination and Effects. Termination of this Agreement shall not result in termination of Your Certified Scrum Trainer Agreement unless specifically indicated by You or Us. If Scrum Alliance revokes or refuses to renew Your status as CAL Educator, then Your rights under this Agreement will continue only with regard to Your CST Certification and shall not include rights to offer Certified Agile Leadership educational offerings or to recommend individuals as Certified Agile Leaders. You will not be entitled to any full or prorated refund of Your CAL Fee(s). Upon termination, all rights Scrum Alliance grants to You under this Agreement immediately and automatically terminate and You must immediately stop all display, advertising, and other use of the XXX Xxxxx in any and all manner. If You have CAL Permitted Activities scheduled with clients but not yet performed, You will be responsible for informing all such clients that You can no longer provide Certified Agile Leadership educational offering, or any other sanctioned activities resulting in a Certified Agile Leadership certification. You agree that We have the right to contact any such clients for the purpose of communicating Your revoked status as a CAL Educator. All provisions in the following Certified Scrum Trainer Agreement heading titles will survive the termination or expiration (the “End Date”) of this Agreement for any reason: “Xxxx Ownership”, “No Confusing Trade Names”, “No Confusing Domain Names or Keywords”, “Effect of Termination; Survival”,
Termination and Effects. (1) This Agreement may be terminated by either Party by providing the other Party a minimum of six (6) months prior written notice at any time after the date that is the third anniversary of the Commercial Launch Date for Zileuton XR.
AutoNDA by SimpleDocs
Termination and Effects. (1) This Agreement may be terminated by CRTX by providing XXX a minimum of ninety (90) days prior written notice at any time after June 30, 2008.
Termination and Effects. This Agreement may be terminated on an Investor-by-Investor basis by mutual consent between the Company and such Investor evidenced in writing, provided that the party seeking to terminate this Agreement pursuant to this Section 10 shall not have breached in any material respects its representations, warranties or covenants set forth in this Agreement. If this Agreement is terminated by either the Company or an Investor pursuant to the provisions of this Section 10, this Agreement with respect to the Company and such Investor shall forthwith become void and there shall be no further obligations on the part of the Company or such Investor or their respective stockholders, directors, officers, employees, agents or representatives, except for the provisions of Section 13, which shall survive any termination of this Agreement; provided, however, that nothing in this Section 10 shall relieve any party from liability for any breach of any representation, warranty, covenant, or agreement under this Agreement prior to such termination or for any willful breach of this Agreement.

Related to Termination and Effects

  • Termination and Effect of Termination This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

  • Manner and Effect of Termination Written notice of any termination ("Termination Notice") pursuant to this Section 10 shall be given by the party electing termination of this Agreement ("Terminating Party") to the other party or parties (collectively, the "Terminated Party"), and such notice shall state the reason for termination. The party or parties receiving Termination Notice shall have a period of ten (10) days after receipt of Termination Notice to cure the matters giving rise to such termination to the reasonable satisfaction of the Terminating Party. If the matters giving rise to termination are not cured as required hereby, this Agreement shall be terminated effective as of the close of business on the tenth (10th) day following the Terminated Party's receipt of Termination Notice. Upon termination of this Agreement prior to the consummation of the Closing and in accordance with the terms hereof, this Agreement shall become void and of no effect, and none of the parties shall have any liability to the others, except that nothing contained herein shall relieve any party from: (a) its obligations under Sections 2.2 and 2.3; or (b) liability for its intentional breach of any representation, warranty or covenant contained herein, or its intentional failure to comply with the terms and conditions of this Agreement or to perform its obligations hereunder.

  • Confirmation and Effect The provisions of the Credit Agreement (as amended by this First Amendment) shall remain in full force and effect in accordance with its terms following the effectiveness of this First Amendment, and this First Amendment shall not constitute a waiver of any provision of the Credit Agreement or any other Loan Document, except as expressly provided for herein. Each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof’, “herein”, or words of like import shall mean and be a reference to the Credit Agreement as amended hereby, and each reference to the Credit Agreement in any other document, instrument or agreement executed and/or delivered in connection with the Credit Agreement shall mean and be a reference to the Credit Agreement as amended hereby.

  • Procedure and Effect of Termination In the event of termination and abandonment of the transactions contemplated hereby pursuant to Section 9.1, written notice thereof shall forthwith be given to the other parties to this Agreement and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned, without further action by any of the parties hereto. If this Agreement is terminated as provided herein:

  • Execution and Effect of Agreement Buyer has the requisite corporate power and authority to enter into this Agreement and to perform its obligations hereunder, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby and the performance of Buyer’s obligations hereunder have been duly authorized by all necessary corporate action on the part of Buyer. This Agreement has been duly executed and delivered by Buyer and constitutes the legal, valid and binding obligation of Buyer, enforceable against it in accordance with its terms, subject to the Enforceability Exceptions.

  • Authorization and Effect of Agreement Each of Purchaser and the Merger Sub has all requisite right, power and authority to execute and deliver this Agreement and the Ancillary Agreements to which it is or is proposed to be a party and to perform its obligations hereunder and under any such Ancillary Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Ancillary Agreements to which it is a party by each of Purchaser and the Merger Sub and the performance by each of Purchaser and the Merger Sub of its obligations hereunder and thereunder, as the case may be, and the consummation of the transactions contemplated hereby or thereby, as the case may be, have been duly authorized by all requisite action on the part of each of Purchaser and the Merger Sub and no other action on the part of each of Purchaser and the Merger Sub is necessary to authorize the execution and delivery of this Agreement and the Ancillary Agreements to which it is a party or the consummation of the transactions contemplated hereby or thereby. This Agreement has been duly and validly executed and delivered by each of Purchaser and the Merger Sub and constitutes a legal, valid and binding obligation of each of Purchaser and the Merger Sub, enforceable against each of Purchaser and the Merger Sub in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar Laws affecting creditors’ rights and remedies generally.

  • TERM, TERMINATION, AND MODIFICATION OF RIGHTS 13.1 This Agreement is effective when signed by all parties, unless the provisions of Paragraph 14.16 are not fulfilled, and shall extend to the expiration of the last to expire of the Licensed Patent Rights unless sooner terminated as provided in this Article 13.

  • Termination and Waiver SECTION 8.01. Termination....................................................76 SECTION 8.02.

Time is Money Join Law Insider Premium to draft better contracts faster.