TERMINATION AND RIGHTS UPON TERMINATION Sample Clauses

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination as set forth in Exhibit B. B. Either party may terminate this Agreement for convenience upon 30 calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft.

TERMINATION AND RIGHTS UPON TERMINATION. Your right to compensation, if any, upon Termination will be determined in accordance with this Section 5. Section 5.f below contains certain definitions applicable under this Section 5 and this Agreement overall.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. B. The County may terminate this Agreement for convenience upon thirty (30) calendar days’ written notice to Contractor. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. Upon termination of this Agreement for any reason, including expiration, Contractor shall place no further orders nor enter into subcontracts for materials or services unless it is necessary in accordance with agreed upon wind-down procedures. Contractor shall, upon receipt of a termination notice, unless otherwise directed by the County, (i) take such action as may be necessary for the protection and preservation of the County’s materials and property; and (ii) act in good faith to mitigate costs to County. E. In the event of termination of this Agreement, County shall pay for completed Work Products delivered as well as for Services performed by Consultant through the date of termination, including completed milestones/deliverables and partially completed milestones/deliverables. For partially completed milestones/deliverables, Contractor and County shall mutually agree on the proportion of work completed and payment amounts should equal the same proportion of the milestone/deliverable payment amount.

TERMINATION AND RIGHTS UPON TERMINATION. During the term of this Agreement, Executive’s employment is not at-will and may be terminated by the Corporation only on two bases: (1) Cause; or

TERMINATION AND RIGHTS UPON TERMINATION. A. Contractor may terminate this Agreement at any time by mailing a notice in writing to Subcontractor that the Agreement is terminated. This Agreement shall then be deemed terminated and no further work shall be performed by Subcontractor. If the Agreement is so terminated, Subcontractor shall be paid for that percentage of the work actually completed, based on a pro rata portion of the compensation for said work satisfactorily completed at the time the notice of termination is received. B. Should Subcontractor default in the performance of this Agreement or materially breach any of its provisions, Contractor, at its option, may terminate this Agreement by giving written notification to Subcontractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of Contractor or County property, dishonesty, or theft.

TERMINATION AND RIGHTS UPON TERMINATION. 15.1 Without affecting any other rights that it may be entitled to, either party may give notice in writing to the other terminating this Agreement immediately if: 15.1.1 the other party commits a material breach of any term of this Agreement and (if such breach is remediable) fails to remedy that breach within a period of 30 days of being notified in writing to do so; or 15.1.2 an order is made or a resolution is passed for the dissolution or winding-up of the other party or an order is made for the appointment of an administrator to manage the affairs, business and property of the other party or such an administrator is appointed or documents are filed with the court for the appointment of an administrator or notice of intention to appoint an administrator is given by the other party or its trustees, officers, directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a receiver and/or manager or administra-tive receiver is appointed in respect of all or any of the other party's assets or under-taking or circumstances arise which entitle the court or a creditor to appoint a receiver and/or manager or administrative receiver or which entitle the court to make a winding-up or bankruptcy order or the other party takes or suffers any similar or analogous action in consequence of debt. 15.2 Any provision of this Agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this Agreement shall remain in full force and effect. 15.3 Termination or expiry of this Agreement shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination or expiry.

TERMINATION AND RIGHTS UPON TERMINATION. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination as set forth in EXHIBIT B. Either party may terminate this Agreement for convenience upon thirty (30) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in EXHIBIT B. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete EXHIBIT A - Scope of Work. In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION a. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Grantee shall immediately be paid all fees earned as of the effective date of termination. b. Either party may terminate this Agreement for convenience on June 30th of any fiscal year by giving the other party notice on or before March 15th of any calendar year. From and after the date such a notice becomes effective, Grantee shall cease performance of the duties specified Exhibit A of this Agreement, but Grantee and Commission shall continue to be bound by all other terms and conditions of the Agreement until fully performed. Commission agrees to reimburse Grantee for reasonable expenses incurred while Grantee completes the final quarterly report and the annual evaluation report, with the provision that total grant costs shall not exceed the grant amount specified in the annual budget. c. Should Grantee default in the performance of this Agreement or materially breach any of its provisions which remain uncured by Grantee to the satisfaction of Commission after fifteen (15) days written notice to Grantee, Commission, at its option, may terminate this Agreement by giving written notification of termination to Grantee. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of Commission property, dishonesty, or theft.

TERMINATION AND RIGHTS UPON TERMINATION. 8.1 MGRI shall have the right to terminate this Agreement on ***** written notice in the event that: 8.1.1 Lexicon fails or is unable to provide the Committee with at least ***** Standard Mutations to consider for selection at the first Committee Meeting, and ***** Standard Mutations to consider for selection at each subsequent meeting of the Committee; 8.1.2 Lexicon fails or is unable to deliver at least ***** of Mutant Mice with the selected Standard Mutations acceptable to NFP in accordance with this Agreement within three years of the Effective Date; 8.1.3 Lexicon has failed or has been unable to deliver ***** of Mutant Mice acceptable to NFP in accordance with this Agreement by the sixth annual anniversary of the Effective Date; 8.1.4 Lexicon's delivery of Mutant Mice fail to comply with the delivery procedures, to be agreed upon by Lexicon, NFP and MGRI, on more than three occasions; or 8.1.5 Lexicon materially breaches this Agreement and fails to cure such breach within ***** or, if such breach cannot reasonably be cured within ***** commences to cure such breach within ***** and diligently completes such cure. Termination pursuant to this provision shall be effective on the ***** after notice to Lexicon ("Termination Date"). 8.2 Lexicon may terminate this Agreement effective ***** after notice has been given to each of NFP and MGRI in the event that Lexicon has performed all of its obligations under this Agreement and MGRI fails to make the payments required in accordance with the terms of this Agreement. 8.3 MGRI shall have the right to terminate this Agreement on ***** notice if either (a) MGRI and the Committee determine that they cannot identify, from the list of Standard Mutations reported by Lexicon, any Standard Mutations of scientific interest to use in the production of Mutant Mice, or (b) MGRI determines, in its sole discretion and after consultation with Lexicon and NFP, that performance of the Agreement by any party infringes on the intellectual property rights of a third party and MGRI also determines, in its sole discretion and after consultation with Lexicon and NFP, that a license to such rights is not available on economically reasonable terms. 8.4 In the event of a termination of this Agreement pursuant to Section 8.1 or 8.3(a), the amount due to Lexicon pursuant to this Agreement shall be calculated as follows: ***** (the "Total Payment"). If Lexicon has received more than the Total Payment from MGRI, it shall return the balance ...

TERMINATION AND RIGHTS UPON TERMINATION. A. This Contract may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Contract, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Contract for convenience upon thirty (30) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for work performed acceptably up to the effective date of termination, as set forth in Exhibit A.