Termination and Replacement. 7.1 Subject as provided in Clause 7.2, this Agreement shall commence on the date hereof and continue until 12:00 p.m. Central European Time of the date on which all of the Covered Bonds have been redeemed or written off in full and all other payment obligations under the Transaction Documents of the CBC have been fulfilled, provided that the CBC has sent a written notification thereof to the CBC Account Bank.
Termination and Replacement. The Facility Agent may, if it has reasonable grounds to do so and (unless an Event of Default has occurred and is continuing) has first consulted with Kosmos, at any time terminate the appointment of a Consultant if it considers it necessary or appropriate to do so, and shall promptly give notice of any such termination to Kosmos. If the Facility Agent terminate the appointment of any Consultant it may appoint as a replacement Consultant any person approved (which approval shall include the identity of the replacement, the terms of appointment and approval of the fees and expenses to be payable to that person) for this purpose by Kosmos (which approval may not be unreasonably withheld or delayed or required while an Event of Default is continuing). The terms of any such appointment shall be set out in an appointment letter between such replacement Consultant (or additional consultant as appropriate) and Kosmos. 152 PART 12 ADMINISTRATION, COSTS AND EXPENSES
Termination and Replacement. Subject to the conditions set forth in Section 2 hereof:
Termination and Replacement. The Facility Agent may, if it has reasonable grounds to do so and (unless an Event of Default has occurred and is continuing) has first consulted with the Original Borrower, at any time terminate the appointment of a Consultant if it considers it necessary or appropriate to do so, and shall promptly give notice of any such termination to the Original Borrower. If the Facility Agent terminates the appointment of any Consultant it may appoint as a replacement Consultant any person approved (which approval shall include the identity of the replacement, the terms of appointment and approval of the fees and expenses to be payable to that person) for this purpose by the Original Borrower (which approval may not be unreasonably withheld or delayed or required while an Event of Default is continuing). The terms of any such appointment shall be set out in an appointment letter between such replacement Consultant (or additional consultant as appropriate) and the Original Borrower.
Termination and Replacement. The Facility Agent may, if it has reasonable grounds to do so and (unless an Event of Default has occurred and is continuing) has first consulted with the Original Borrower, at any time terminate the appointment of a Consultant if it considers it necessary or appropriate to do so, and shall promptly give notice of any such termination to the Original Borrower. If the Facility Agent terminates the appointment of any Consultant it may appoint as a replacement Consultant any person approved (which approval shall include the identity of the replacement, the terms of appointment and approval of the fees and expenses to be payable to that person) for this purpose by the Original Borrower (which approval may not be unreasonably withheld or delayed or required while an Event of Default is continuing). The terms of any such appointment shall be set out in an appointment letter between such replacement Consultant (or additional consultant as appropriate) and the Original Borrower. 205 PART 12 ADMINISTRATION, COSTS AND EXPENSES
Termination and Replacement. (a) The Purchase Agreement is hereby terminated, and neither party will have any further rights or obligations thereunder. In connection with such termination, the parties acknowledge the following:
Termination and Replacement. At the Effective Time, each outstanding option to purchase shares of Caravelle Stock granted under the Caravelle Plan (the "CARAVELLE OPTION PLAN"), and not exercised and comprising a portion of the issued and outstanding Caravelle Stock immediately prior to the Effective Time, whether vested or unvested, shall immediately terminate and, in lieu of those options, Avesta shall grant to each of the holders of those terminated options new options to purchase shares of Avesta Common Stock (the "AVESTA OPTIONS") under the Avesta 1996 Stock Option Plan (the "AVESTA OPTION PLAN"), each with an exercise price equal to $0.22 per share of Avesta Common Stock and a term of ten (10) years measured from the Effective Date. SCHEDULE 1.6 hereto sets forth the total number, as of the date hereof, of the outstanding options under the Caravelle Option Plan, and, with respect to the Avesta Options to be granted pursuant to this Agreement, (i) the number of shares of Avesta Common Stock to be subject to each of the Avesta Options, (ii) the total number of such shares that shall be vested in connection with the Amalgamation (the "COLUMN A SHARES") and (iii) the total number of such shares that shall vest following the Amalgamation, subject to the optionee's continued employment with Avesta (the "COLUMN B SHARES"). The Column A Shares shall be fully-vested at the end of the three (3)-month period following the Effective Date. The Column B Shares shall vest in a series of thirty-six (36) successive equal monthly installments as the optionee completes each month of employment with Avesta over the thirty-six (36)-month period following the Amalgamation. Each such Avesta Option granted pursuant to Section 1.6(a) of this Agreement shall be subject to the provisions of the Avesta Option Plan and to such other terms and conditions, not inconsistent with the Avesta Option Plan set forth as EXHIBIT 1.6(A), provided for each such option in a Stock Option Agreement to be issued to each Caravelle Option Holder as soon as practicable following the Effective Date but in no event later than 20 days following such date.
Termination and Replacement. The membership of the individual holding membership on behalf of Canada is automatically terminated if the Government of Canada gives notice to the Secretary of a change in the individual holding or acting in the office referred to in section 3(f) or otherwise authorized by the Government of Canada to be a member of the society on Canada’s behalf. The change in membership takes effect at the time indicated in the notice, or if no time is specified takes effect immediately, the individual becomes a member of the Society without any further steps being required, and the Secretary shall update the membership roll accordingly. Except in unforeseen circumstances, Canada must give the other members of the Society 30 days’ notice of any planned change, and in any event Canada shall give a copy of the notice of change to the other members of the Society without unreasonable delay. The Secretary shall circulate the notice to the other directors without unreasonable delay.
Termination and Replacement. The Company shall be entitled by written notice give to the Supplier to require the suspension of deliveries or to cancel the Contract without prejudice to any other rights it may have against the Supplier:
Termination and Replacement. 7.1. The Governing Council may terminate the mandate of a non-central bank member of the MIB if, in the case of that non-central bank member, any of the following occurs: a conflict of interest, a breach of duty, an inability to perform their duties, a breach of the Code of Conduct and/or serious misconduct.
