Termination By GP. (a) Upon the occurrence of any of the following events, GP may terminate this Agreement by giving written notice of such termination to MMHGP:
(i) MMHGP becomes Bankrupt;
(ii) MMHGP dissolves and commences liquidation or winding-up; or
(iii) there occurs a Change of Control of GP or MMHGP. Any termination under this Section 8.01(a) shall become effective immediately upon delivery of the notice first described in this Section 8.01(a), or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
(b) In addition to its rights under Section 8.01(a), GP may terminate this Agreement at any time by giving notice of such termination to MMHGP. Any termination under this Section 8.01(b) shall become effective 90 days after delivery of such notice, or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
Termination By GP. (a) Upon the occurrence of any of the following events, GP may terminate this Agreement by giving written notice of such termination to CVR:
(i) CVR becomes Bankrupt; or
(ii) CVR dissolves and commences liquidation or winding-up. Any termination under this Section 6.01(a) shall become effective immediately upon delivery of the notice first described in this Section 6.01(a), or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
(b) In addition to its rights under Section 6.01(b), GP may terminate this Agreement at any time by giving notice of such termination to CVR. Any termination under this Section 6.01(b) shall become effective 180 days after delivery of such notice, or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
Termination By GP. (a) Upon the occurrence of any of the following events, GP may terminate this Agreement by giving written notice of such termination to CVR:
(i) CVR becomes Bankrupt; or
(ii) CVR dissolves and commences liquidation or winding-up. Any termination under this Section 6.01(a) shall become effective immediately upon delivery of the notice first described in this Section 6.01(a), or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
(b) In addition to its rights under Section 6.01(a), after the first year anniversary of the completion of the Initial Offering, GP may terminate this Agreement at any time by giving notice of such termination to CVR. Any termination under this Section 6.01(b) shall become effective 180 days after delivery of such notice, or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
Termination By GP. (a) Upon the occurrence of any of the following events, GP may terminate this Agreement by giving written notice of such termination to Rentech:
(i) Rentech becomes Bankrupt; or
(ii) Rentech dissolves and commences liquidation or winding-up. Any termination under this Section 6.1(a) shall become effective immediately upon delivery of the notice first described in this Section 6.1(a), or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
(b) In addition to its rights under Section 6.1(b), beginning one year after the completion of the Initial Offering, GP may terminate this Agreement at any time by giving notice of such termination to Rentech. Any termination under this Section 6.1(b) shall become effective 180 days after delivery of such notice, or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
Termination By GP i. GP may terminate this Agreement without cause by providing Company with one hundred twenty (120) days prior written notice of its intent to terminate, such termination to be effective at the end of such one hundred twenty (120) day period.
ii. GP may terminate this Agreement immediately upon notice if it is discontinuing all Qualification programs for which Company then has a valid Qualification.
iii. GP may terminate this Agreement immediately upon notice to Company in the event that GP suspects, determines or receives notice that any product or service of Company or Company’s use of any GP Materials (A) gives rise to a claim against a GP Party (as defined in Section 6(b) above) that contains at least one claim predicated upon the manufacture, use, importation, provision, offer for sale, sale or licensing of any product or service of Company (1) for which the indemnification of GP Parties in Section 6 does not apply or (2) for which Company asserts that such indemnification does not apply or (B) infringes any third-party Intellectual Property.
iv. GP may terminate this Agreement for cause in accordance with Section 8(c) below if:
A. Company violates or does not comply or cooperate fully with any material terms of this Agreement or any of the Required Agreements.
B. Company fails to maintain compliance with the relevant standards on which all of its Qualifications are based or any of the requirements for such Qualifications.
C. Any of the Required Agreements terminates, expires, was not fully or properly executed or otherwise ceases to be in full force and effect, in whole or in part.
D. Company makes any assignment of assets or business for the benefit of creditors, if a trustee or receiver is appointed to conduct the business or affairs of Company, or if Company is adjudged in any legal proceeding to be in either a voluntary or involuntary bankruptcy.
Termination By GP i. GP may terminate this Agreement without cause by providing Company with one hundred twenty (120) days prior written notice of its intent to terminate, such termination to be effective at the end of such one hundred twenty (120) day period.
ii. GP may terminate this Agreement immediately upon notice if it is discontinuing all Qualification programs for which Company then has a valid Qualification.
iii. GP may terminate this Agreement or all or part of the Licenses granted hereunder immediately upon notice to Company in the event that GP suspects, determines or receives notice that any of the Licensed Works, any portion thereof, any Test Tool or service of Company incorporating any of the foregoing, or Company’s use of any of the foregoing (A) gives rise to a claim against a GP Party (as defined in Section 6(b) above) that contains at least one claim predicated upon the manufacture, use, importation, provision, offer for sale, sale or licensing of any Test Tool or service of Company (1) for which the indemnification of GP Parties in Section 6 does not apply or (2) for which Company asserts that such indemnification does not apply or (B) infringes any third-party Intellectual Property.
iv. GP may terminate this Agreement for cause in accordance with Section 8(c) below if:
A. Company violates or does not comply or cooperate fully with any material terms of this Agreement or any of the Required Agreements.
B. Company fails to maintain compliance with the relevant standards on which all of its Qualifications are based or any of the requirements for such Qualifications, other than as a result of Company’s failure to be a Full or Participating GP Member in “good standing”.
C. Any of the Required Agreements terminates, expires, was not fully or properly executed or otherwise ceases to be in full force and effect, in whole or in part.
D. Company makes any assignment of assets or business for the benefit of creditors, if a trustee or receiver is appointed to conduct the business or affairs of Company, or if Company is adjudged in any legal proceeding to be in either a voluntary or involuntary bankruptcy.
E. Company does not at the time have a valid and effective GP Qualification in place and fails to be a Full or Participating GP Member that is in “good standing” (as defined in the GP By-laws); provided that if, at the time of such breach, Company is a Subsidiary of a Full or Participating GP Member (the “Parent”), and the sole basis for such termination is the Pa...
Termination By GP. Section 8.02 Termination by WEG Acquisitions Section 8.03 Effect of Termination
Termination By GP. Notwithstanding any provisions herein to the contrary, GP may at any time terminate and surrender this Agreement as to all of the Property by giving written notice to Kennecott. Upon surrender of this Agreement, GP shall be relieved of all obligations as to the Property, except obligations that have accrued prior to surrender and the obligation to restore the surface disturbed by GP's operations. Upon termination of this Agreement, except upon GP's exercise of the Option and pursuant to Section 2.4 or 8.1 of this Agreement, GP shall be under no further obligation or liability under this Agreement to Kennecott from and after the date of termination, except for the following:
(a) GP shall deliver to Kennecott a properly executed release of the Property and shall transfer to Kennecott any surface rights acquired during the term of this Agreement subject to any approval that may be required;
(b) GP shall perform obligations and satisfy liabilities to Kennecott or third parties respecting the Property that have accrued prior to the date of termination;
(c) GP shall restore the surface of the Property pursuant to Section 4.1 above; and,
(d) GP shall furnish to Kennecott one set of all information and data relating to the quality and quantity of minerals within the Property derived from GP's exploration operations under this Agreement. Any use or reliance by Kennecott upon the data provided by GP shall make no express or implied representations or warranties with respect thereto.
Termination By GP. GP may terminate this Agreement at any time by giving notice of such termination to CVR. Any termination under this Section 6.02 shall become effective 180 days after delivery of such notice, or such later time (not to exceed the first anniversary of the delivery of such notice) as may be specified by GP.
Termination By GP. GP may terminate this Agreement (i) without cause by providing Company with at least thirty (30) days prior written notice of its intent to terminate, such termination to be effective at the end of such thirty (30) day period or (ii) immediately upon written notice to Company if (A) GP discontinues all Qualification or Listing programs for which Company then has a valid Qualification or Listing, (B) Company violates or does not comply or cooperate fully with any material term or requirement of this Agreement or (C) Company makes any assignment of assets or business for the benefit of creditors, a trustee or receiver is appointed to conduct the business or affairs of Company, or Company is adjudged in any legal proceeding to be in either a voluntary or involuntary bankruptcy.
