Termination Arrangements. If, prior to the last date of the Engagement Period, as defined in the Company’s Letter of Intent with the Representative (the last date of the Engagement Period being December 31, 2020), the Company (i) does not complete the Offering and enters into discussions regarding a letter of intent or similar agreement with a third party broker-dealer or any other person without the written consent of the Representative, and/or (ii) effects a private and/or public offering of the Ordinary Shares with another broker-dealer or any other person without referring them to the Representative and confirmation on the offering terms without the written permission of the Representative, the Company shall be liable to the Representative for reimbursement of the out-of-pocket accountable expenses actually incurred by the Representative and $150,000; provided, however, that such fees shall be subject to FINRA Rule 5110(f)(2); and provided further that such fees shall not apply if and to the extent the Representative has advised the Company of the Representative’s inability or unwillingness to proceed with the Offering; and provided further that (a) the Company has a right of termination for cause, which includes that the Company may terminate the engagement of the Representative upon the Representative’s material failure to provide the underwriting services contemplated in the Letter of Intent; (b) the Company’s exercise of the right of termination for cause will eliminate any obligations with respect to the payment of any termination fee; (c) the amount of any termination fee will be reasonable in relation to the underwriting services contemplated in the Letter of Intent, such termination fee not applying for termination for cause; and (d) the Company will not be responsible for paying any termination fee unless a private and/or public offering of the Ordinary Shares with another broker-dealer or any other person without the written consent of the Representative is consummated prior to the last date of the Engagement Period, as mentioned above.
Termination Arrangements. The rights and obligations set forth in this Schedule 5 shall apply only to the extent of the applicable termination of this Agreement, and accordingly such rights and obligations shall apply only with respect to the applicable Terminated Licensed Product(s) as to which this Agreement has been terminated.
Termination Arrangements. On termination for any reason, an Employee will be paid for any accrued but untaken annual leave to which the Employee had become entitled.
Termination Arrangements. After receipt of a notice of termination and except as otherwise directed by Xxxxxxx, FIU shall:
1. Stop work under the Agreement on the date, and to the extent specified in the notice of termination.
2. Place no further orders or Agreements for materials, services, or facilities, except as may be necessary for completion of such portion of work under the Agreement as is not terminated.
3. Terminate all orders and Agreements to the extent that they relate to the performance of work which was terminated.
4. Handle all Sponsor property as directed by Xxxxxxx.
5. Prepare all necessary reports and documents required under the terms of the Agreement up to the date of termination. Regardless of reasons for the termination, Sponsor shall compensate FIU for actual costs incurred up to the time of termination including for all non-cancelable commitments entered into by FIU in furtherance of this Agreement up to the effective date of the termination.
Termination Arrangements. The services of N&A can be terminated by the client at any time during the course of an engagement by verbal notice, followed by written confirmation but, regardless of the timing and circumstances of any such termination, N&A will be entitled to:
A. All Professional Time Fees and out-of-pocket expenses incurred and due up until the day after notice of termination has become effective, payable within ten days of termination.
B. Any applicable Interim Management Performance Fees earned and due during the term of active N&A involvement.
C. A minimum Interim Management Performance Fee or a Termination Fee in lieu thereof; payable within ten days of termination, the amount to be established when the assignment commences, and which varies depending upon the size and circumstances of the assignment. For information, no client has ever terminated the services of N&A during the course off Performance Fee engagement.
Termination Arrangements. In consideration for the Executive agreeing to the provisions of clause 9 below, the Employer and Parent agree, without any admission of liability:
4.1 to pay to the Executive the sums of
4.1.1 £ 117,177 in lieu of notice;
Termination Arrangements. Any termination that can be given at any time can take effect at the earliest on the first day of the month following the month in which the termination is presented to the postal service.
Termination Arrangements. The grant of rights to ZLAB provided in Section 4.1, Section 4.2 and Section 11.4 shall terminate.
Termination Arrangements. We are confirming that, subject to your executing and not revoking the release attached as Exhibit A (the "Release") and subject to your compliance with the confidentiality and non- competition covenants of Paragraph 10 of the Employment Agreement, you will be entitled to the following payments under the Employment Agreement within three business days after the expiration of the revocation period for the Release unless otherwise indicated below:
1. Any unpaid base compensation, earned or accrued, through your date of termination.
2. A lump sum cash payment equal to your base compensation payments, at the rate in effect at the time of termination, that would have been paid for a period of six months following termination of your employment, with no reduction for present value. This amount totals $150,000.
3. A lump sum cash payment representing the balance of your annual performance bonus for the Company's fiscal year ended March 31, 1999, in an agreed amount of $20,000.
4. Reimbursement for expenses incurred but not yet reimbursed as of March 23, 1999 as provided in Paragraph 8 of your Employment Agreement.
5. The immediate vesting of all unvested Company stock options held by you, with the rights provided in Paragraph 9(c)(v) of the Employment Agreement and, if a Change in Control Transaction thereafter occurs, Paragraph 9
Termination Arrangements. In the event of the appointment of the Managers being terminated by the Owner or the Managers, the management fee payable to the Managers shall continue to be payable for a further period of three calendar months.