Termination by HS Clause Samples

Termination by HS. Upon the occurrence of any of the following, HS may terminate this Agreement by giving HET written notice of such termination: (a) the insolvency of HET, the filing of a petition in bankruptcy by or against HET the appointment of a receiver for HET or its property, the execution of an assignment by HET of all or substantially all of its assets for the benefit of its creditors, or the conviction of HET or any principal or manager of the HET for any crime tending to adversely affect the ownership or operation of its business; or (b) HET disparages the HS Business or promotes products and services that compete with the products and services offered by HS as part of the HS Business; (c) any failure by HET to perform any of its obligations under this Agreement where such failure continues for thirty (30) days after written notice thereof by HS to HET.
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Termination by HS. (a) H&S will have no obligation to continue to use any of the Services and, except as otherwise specified on Schedule A, H&S may terminate any Service by giving Beam at least thirty (30) days’ prior written notice of H&S’s desire to terminate such Service. To the extent possible, H&S will give such notice at the beginning of a month to terminate the Service as of the beginning of the next month to avoid the need to prorate any monthly payment charges. As soon as reasonably practicable following receipt of any such notice, Beam will advise H&S in writing as to whether termination of such Service will (i) require the termination or partial termination of, or otherwise affect the provision of, any other Services or (ii) result in any early termination costs (which will be limited to costs that Beam actually incurs). If either will be the case, H&S may withdraw its termination notice within five (5) Business Days after the receipt of such notice from Beam. If H&S does not withdraw the termination notice within such period, such termination will be final. Upon such termination, H&S’s obligation to pay for such Service(s) will terminate, and Beam will cease, or cause its Affiliates or third-party service providers to cease, providing the terminated Service(s); provided, however, that H&S shall reimburse Beam for the reasonable termination costs actually incurred by Beam resulting from H&S’s early termination of such Services, including those owed to third-party service providers. Beam shall use commercially reasonable efforts to mitigate such termination costs. (b) H&S may terminate this Agreement as of the end of any month provided that (i) H&S has given Beam at least thirty (30) days prior written notice and (ii) H&S reimburses Beam for any reasonable out-of-pocket expenses or costs actually incurred by Beam due to such termination.
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Termination by HS. Upon the occurrence of any of the following, HS may terminate this Agreement by giving HET written notice of such termination: (a) the insolvency of HET the filing of a petition in bankruptcy by or against HET, the appointment of a receiver for HET or its property, the execution of an assignment by HET of all or substantially all of its assets for the benefit of its creditors, or the conviction of HET or any principal or manager of the HET for any crime tending to materially and adversely affect the ownership or operation of its business; (b) any failure by HET to perform any of its obligations under this Agreement where such failure continues for thirty (30) days after written notice thereof by HS to HET. (c) the failure by HET to reasonably and timely provide Products in an amount and quality necessary to allow HS to meet its obligations hereunder; or (d) any consistent or repeated failure of the Products to perform in accordance with their specifications or related documentation
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Related to Termination by HS

  • Termination by ▇▇▇▇▇ Subject to Section 5.2, the CAISO may terminate this Agreement by giving written notice of termination in the event that the Participating Load commits any material default under this Agreement and/or the CAISO Tariff which, if capable of being remedied, is not remedied within thirty (30) days after the CAISO has given, to the Participating Load, written notice of the default, unless excused by reason of Uncontrollable Forces in accordance with Article X of this Agreement. With respect to any notice of termination given pursuant to this Section, the CAISO must file a timely notice of termination with FERC, if this Agreement was filed with FERC, or must otherwise comply with the requirements of FERC Order No. 2001 and related FERC orders. The filing of the notice of termination by the CAISO with FERC will be considered timely if: (1) the filing of the notice of termination is made after the preconditions for termination have been met, and the CAISO files the notice of termination within sixty (60) days after issuance of the notice of default; or (2) the CAISO files the notice of termination in accordance with the requirements of FERC Order No. 2001. This Agreement shall terminate upon acceptance by FERC of such a notice of termination, if filed with FERC, or thirty (30) days after the date of the CAISO’s notice of default, if terminated in accordance with the requirements of FERC Order No. 2001 and related FERC orders.

  • Termination by ▇▇▇▇▇▇ This Agreement may be terminated and the Merger Transactions abandoned at any time before the Acceptance Time by Parent: (a) if the Company breaches any of its representations or warranties, or fails to perform any of its covenants or agreements contained in this Agreement, and which breach or failure (i) would give rise to the failure of a condition set forth in paragraph (d), (e) or (f) of Annex I and (ii) by its nature cannot be cured or has not been cured by the Company by the earlier of (A) the Outside Date and (B) the date that is twenty (20) Business Days after the Company’s receipt of written notice of such breach from Parent, but only so long as neither Parent nor Merger Sub are then in material breach of their respective representations or warranties or materially failing to perform their respective covenants or agreements contained in this Agreement in a manner that would allow the Company to terminate this Agreement under Section 7.4(b); or (b) (i) upon prior written notice to the Company if the Company Board (acting upon the recommendation of the Special Committee), the Special Committee or any other duly authorized committee of disinterested members of the Company Board shall have effected an Adverse Recommendation Change (provided that, any written notice, including pursuant to Section 5.3(d), of the Company’s intention to make an Adverse Recommendation Change in advance of making an Adverse Recommendation Change shall not result in Parent having any termination rights pursuant to this Section 7.3(b)(i) unless such written notice otherwise constitutes an Adverse Recommendation Change); provided, however, that Parent shall not be permitted to terminate this Agreement pursuant to this Section 7.3(b)(i) unless the notice of termination pursuant to this Section 7.3(b)(i) is delivered by Parent to the Company within five (5) Business Days following the occurrence of the event giving rise to Parent’s right to terminate this Agreement pursuant to this Section 7.3(b)(i), (ii) if the Company shall have materially breached any of its obligations under Section 5.3, (iii) if the Company shall have failed, within ten (10) Business Days of a tender or exchange offer that constitutes a Takeover Proposal relating to securities of the Company having been commenced, to publicly recommend against such tender or exchange offer or (iv) if the Company shall have failed to publicly reaffirm its recommendation of the Offer and the Merger within ten (10) Business Days after a request to do so by Parent following the date any Takeover Proposal or any material modification thereto is first commenced, publicly announced, distributed or disseminated to the Company’s stockholders (provided that Parent may only make such request once with respect to each Takeover Proposal and each material modification thereto).

  • Termination by ▇▇▇▇▇▇▇ If Grantee seeks to terminate this Contract, Grantee shall give System Agency no less than sixty (60) calendar days prior written notice and shall submit a transition plan to ensure client services are not disrupted.

  • TERMINATION BY MPS MPS further reserves the right to terminate this Contract at any time for any reason by giving Contractor written notice by Registered or Certified Mail of such termination. MPS will attempt to give Contractor 20 days’ notice, but reserves the right to give immediate notice. In the event of said termination, Contractor shall reduce its activities hereunder, as mutually agreed to, upon receipt of said notice. Upon said termination, Contractor shall be paid for all services rendered through the date of termination, including any retainage. This section also applies should the Milwaukee Board of School Directors fail to appropriate additional monies required for the completion of the Contract.

  • Termination by XOOM We may terminate this Contract, or the applicable portion of this Contract, at our discretion and without penalty immediately upon notice to you if: a. do not pay your bill in full by the date on your bill; b. do anything that prevents us from supplying you with Energy or services; c. increase your consumption above 2,500 gigajoules per year; or d. do not give us satisfactory financial or credit information, do not give us a deposit when we request one, or do not meet our credit requirements. We may terminate this Contract, or the applicable portion of this Contract, at our direction and without penalty for any other reason on thirty (30) days notice.