Termination and Wind-Up Sample Clauses

The TERMINATION AND WIND-UP clause outlines the procedures and conditions under which an agreement or contractual relationship may be brought to an end and the subsequent steps for settling outstanding matters. It typically specifies the events or breaches that can trigger termination, the notice requirements, and the responsibilities of each party upon termination, such as returning property, settling accounts, or completing final obligations. This clause ensures a clear and orderly process for concluding the relationship, minimizing disputes and uncertainties when the contract ends.
Termination and Wind-Up. 23.01 Upon termination of this Agreement for whatever cause, the Management Committee shall administer wind-up of the Joint Venture and shall dispose of JV Assets in such manner as the Management Committee determines, consistent with practices of corporate law and practice, and shall distribute the net JV Assets, after discharge of all encumbrances, in accordance with outstanding Interests. At the time of wind-up of the Joint Venture or termination of the Project for any reason, the Management Committee shall meet and approve a procedure for the retention, maintenance and disposal of documents (the "Documents") and shall appoint such Party as may consent thereto to ensure that all proper steps are taken to implement and maintain that procedure. If the Management Committee fails to approve a procedure as aforesaid, the Operator, if a Party, otherwise a Party holding an Interest as at the date immediately preceding the date the management Committee was called to meet, shall retain, maintain and dispose of the Documents according to such procedure, in compliance with all applicable laws, as it deems fit. The Party entrusted with the retention, maintenance and disposal of the Documents shall estimate the costs and expenses incidental thereto and shall be entitled to receive payment of those costs and expenses prior to any distribution being made of the Assets or the revenues received on the disposal thereof.
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Termination and Wind-Up. 6.10.1 In the event that a Constructing Party terminates Work pursuant to section 9.4, each Paying Party shall reimburse the Constructing Party for such Paying Party’s Allocated Share of any Termination Cost of such Work within thirty (30) days after the Constructing Party has incurred such Termination Cost and has submitted an invoice therefor to such Paying Party (or, if the Paying Party is also the Constructing Party with respect to such Work, shall bear its Allocated Share of any Termination Cost of such Work).In the event that a Constructing Party terminates Work pursuant to section 10.3 or 12 (as a result of a Paying Party defaulting under section 10 or a Withdrawing Paying Party withdrawing under section 12), the Defaulting Paying Party or Withdrawing Paying Party as the case may be shall reimburse the Constructing Party for 100% of any Termination Cost of such Work within thirty (30) days after 6.10.2 If any Paying Party disputes any Termination Cost as invoiced by the Constructing Party, any such Paying Party or such Constructing Party may initiate informal dispute resolution pursuant to section 17 and, if the dispute over the Termination Cost is not resolved by such informal dispute resolution process, may initiate arbitration with respect to any factual issues by arbitration pursuant to section 17 or other appropriate proceedings with respect to any other issues; provided that any such informal dispute resolution and arbitration must be commenced within sixty (60) days of receipt of an invoice for such Termination Cost. 6.10.3 In the event a termination of Work pursuant to this Agreement results in a dispute between the Constructing Party and a contractor or vendor, the Constructing Party shall not settle such contractor’s or vendor’s claim (if and to the extent the cost of such settlement would constitute Termination Cost) without the written consent of any Paying Party(ies) with respect to such Termination Cost, which consent shall not be unreasonably withheld.
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Termination and Wind-Up. In the event of termination of the Consortium established by this Agreement, either at the conclusion of the initial Term, or at the end of any additional extended term agreed to by the Parties, any funds remaining in the Consortium Account shall be returned to those Participants who are part of the Consortium at the time of termination based upon the same percentage (rounded to seven decimal digits) as was used in determining the Contribution Amount set forth in Attachment “A”, including any subsequent addendum necessitated by addition or reduction in the number of Participants (as reflected at the time of termination). Such funds shall be disbursed to the Participants remaining on the date of Termination no more than thirty (30) days after the date of Termination. By way of example, using the initial cost sharing summary, Hellam Township's share ($3,001) is 0.015005 of the total ($200,000). Yorkana Borough's share ($69) is 0.000345 of the total ($200,000). These decimals would be used to allocate the refund of any remaining funds on termination of the Consortium.
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Termination and Wind-Up. (a) If (i) the Parties are unable to agree on a substitute pricing mechanism as set forth in Section 5, or (ii) payment by a Party to the other Party is not made when due in accordance with the terms hereof, or (iii) Customer fails to pay interest at the Default Rate on late amounts due in accordance with Section 9(b), then the foregoing shall constitute a default hereunder, and the non-defaulting Party shall, after (A) the expiration of 20 days following the date the non-defaulting Party sends specific written notice to the defaulting Party of the occurrence of such event, and (B) such event remains uncured, have the right to terminate this Agreement, provided that (1) Section 8(c)(iii), Section 8(d), Section 9(c), Section 11 and Sections 13 through 28 shall survive any termination hereof, and provided Customer shall be obligated to pay Supplier for any Raw Material delivered to Customer at the Delivery Point prior to such termination, and (2) such termination, absent written agreement to the contrary, may be immediate and need not be subject to any further Termination Notice or Windup Period.
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Termination and Wind-Up. 5.04.1. Municipalities may elect to terminate this Agreement at the end of each regularly scheduled Pennsylvania Department of Environmental Protection General MS4 Permit period (hereinafter referred to as the “Permit Period”). Should the Permit Period be administratively extended by the Pennsylvania Department of Environmental Protection, that later date shall be deemed to be the end of the Permit Period for purposes of this section. 5.04.2. A Municipality electing to discontinue participation (“Discontinuing Municipality”) in the Program shall elect to terminate its participation herein through the adoption of a resolution or ordinance not later than one hundred-eighty (180) days prior to end of a Permit Period. Termination shall be effective at 11:59 P.M. on the last day of the Permit Period with Tier Level of Service costs prorated as of such last day. The fund administrator will provide to the Discontinuing Municipality an accounting of the pro-rated costs within ninety (90) days of the date of termination including any charges against which the refund is set-off. Termination will not affect debts and costs previously incurred by the Municipality in accordance with its participation in the Program or the Discontinuing Municipality’s obligation to pay thereon; however, in no event may an invoice related to such debts and costs exceed the amount that the Discontinuing Municipality duly assumed through an election to participate in the selected Tier Level of Service or Projects during its participation in the Program. Debts incurred during the participation in the Program will not be discharged as to the Discontinuing Municipality until such time as the original debts incurred by Dauphin County and accepted by the Municipality in furtherance of the Projects have been satisfied. At the request of a Municipality, Dauphin County will provide a one-time payment option, if accurately calculable, at the date of termination to cover future Program related debt and costs, as opposed to payments for the term of outstanding debt issuances. 5.04.3. In the event of termination of this Agreement as to all Municipalities for the discontinuance of the Program through mutual agreement, any funds remaining in the Dauphin County Stormwater Account, subject to any offsets necessary to retire any outstanding debt related to the Program, shall be returned to those Municipalities who remain participants in this Agreement at the time of termination based upon the contribution ...
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Termination and Wind-Up. In the event of termination of the Consortium established by this Agreement, either at the conclusion of the initial Term, or at the end of any additional extended term agreed to by the Parties, any funds remaining in the Consortium Account shall be returned to those Participants who are part of the Consortium at the time of termination. For Participants who hold an MS4 Permit, any remaining BMP Project contributions shall be returned based upon their percentage (rounded to three decimal digits) of the total Participant BMP contributions as reflected at the time of termination. For Participants who have an MS4 Permit Waiver or are non-MS4s, any remaining administration contributions shall be returned based upon their percentage of the total Participant administration contributions as reflected at the time of termination. Such funds shall be disbursed to the Participants remaining on the date of Termination no more than thirty (30) days after the date of Termination.
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Termination and Wind-Up 
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Related to Termination and Wind-Up

  • Termination and Withdrawal After the fifth anniversary of the effective date of this Agreement, this Agreement may be terminated by a unanimous vote of the Incorporating Parties or their successors or assigns. If the Incorporating Parties vote to terminate this Agreement, they will file with the Commission and the PSC an explanation of their action and a proposal for an alternate plan for the safe, reliable and efficient operation of the NYS Transmission System. Except as otherwise provided in this Section 3.02, any Party may withdraw from this Agreement upon ninety (90) days prior written notice to the ISO Board. In the case of an Investor-Owned Transmission Owner, no further approval by the Commission is needed for such withdrawal from the ISO Agreement, if such Investor-Owned Transmission Owner has on file with the Commission its own open access transmission tariff. Any modification to this Article shall provide any Party with the right to withdraw from the Agreement pursuant to the unmodified provisions of this Article, within ninety (90) days of the effective date of such modification. If the tax-exempt status of LIPA’s Tax Exempt Bonds are jeopardized by LIPA’s participation in the ISO, LIPA may withdraw from this Agreement upon thirty (30) days prior written notice to the ISO Board; however, LIPA shall provide earlier notice whenever and as soon as it is reasonably practicable to do so. Any such notice shall contain an explanation in reasonably sufficient detail of the grounds for withdrawal. To the extent reasonably requested by LIPA, the ISO shall treat this explanation as confidential consistent with the ISO’s confidentiality procedures.

  • Termination and Dissolution 8.1 Party B represents and warrants that it has terminated its employment with his former employer, if applicable, when signing this Contract. 8.2 This Contract may only be amended upon written agreement of both Parties. 8.3 On the Expiration Date, this Contract shall be automatically renewed for an additional term of 3 years, unless either Party notifies the other Party of its decision not to renew this Contract. 8.4 This Contract may be terminated, dissolved or renewed by either Party pursuant to the Labor Law of the People’s Republic of China and other applicable government rules and regulations. 8.5 If Party A terminates the Contract in violation of the provisions herein, then Party A shall be liable for any losses incurred by Party B pursuant to the provisions of Labor Law of the People’s Republic of China. 8.6 Upon dissolution or termination of this Contract by the Parties for any reason, Party B shall immediately cease all activities conducted in the name of Party A, complete outstanding business as per Party A’s requests, settle all accounts, carry out any work-related transitions, and return all Party A’s properties, including but not limited to: (a) all documents and files with respect to Party A, Party A’s management, operation and products and the copies thereof, which are maintained, used or controlled by Party B; (b) name lists and information relating to Party A’s suppliers, clients and other business contacts; (c) software, disks, hardware and CDs containing Party A’s data and information; and (d) instruments, uniforms, apparatuses, equipment and other office appliances, etc., which have been provided to Party B by Party A for work purposes. 8.7 Upon dissolution or termination of this Contract, any indemnification liabilities borne by Party A shall be paid to Party B upon completion of the work-related transitions and other obligations under Article 8.6. 8.8 Upon dissolution or termination of this Contract, Party A shall issue labor contract termination certificate evidencing such termination. In addition, Party A shall also arrange transfers of Party B’s social insurance and welfare documentation in accordance with applicable laws and procedures.

  • Dissolution and Termination (a) The Company shall not be dissolved by the admission of Substitute Members or Additional Members. The Company shall dissolve, and its affairs shall be wound up, upon: (i) an election to dissolve the Company by the Manager (or, if the Manager has been removed for “cause” pursuant to Section 5.2, an election to dissolve the Company by an affirmative vote of the holders of not less than a majority of the Common Shares then Outstanding entitled to vote thereon); (ii) the sale, exchange or other disposition of all or substantially all of the assets and properties of the Company; (iii) the entry of a decree of judicial dissolution of the Company pursuant to the provisions of the Delaware Act; or (iv) at any time that there are no members of the Company, unless the business of the Company is continued in accordance with the Delaware Act.

  • Dissolution Winding Up Termination 27 8.1 Dissolution.......................................................................27 8.2

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