Termination by News Corp Sample Clauses

Termination by News Corp. This Agreement may be terminated and the Merger may be abandoned by News Corp. (i) at any time prior to 5:00 p.m. New York City time on Friday, March 21, 1997 if the due diligence review of Actmedia, Inc. and its Subsidiaries (collectively, "Actmedia") conducted by News Corp. shall have revealed matters which (A) are reasonably likely to have a material adverse effect on any of Actmedia's material product lines, (B) are inconsistent in any material respect with Actmedia's 1997 business plan, previously furnished to News Corp., or (C) indicate, in News Corp.'s reasonable judgment, that the material assumptions underlying Actmedia's 1997 business plan are not reasonable and (ii) at any time prior to the Effective Time if (A) there has been a material breach by the Company of any representation, warranty, covenant or agreement set forth in this Agreement, which breach has not been cured within ten Business Days following receipt by the Company of notice of such breach from News Corp.; provided, however, that the right to terminate this Agreement pursuant to this Section 8.3(ii)(A) shall not be available to News Corp. if News Corp., at such time, is in material breach of any representation, warranty, covenant or agreement set forth in this Agreement, or (B) the Board of Directors of the Company shall have withdrawn, rescinded or modified in a manner adverse to News Corp. or Merger Sub its approval or recommendation of this Agreement or the Merger or the Board of Directors of the Company, upon reasonable request by News Corp., shall fail to reaffirm such approval or recommendation, or shall have resolved to do any of the foregoing.
Sample 1
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Termination by News Corp. This Agreement may be terminated and the Merger may be abandoned by News Corp. (i) at any time prior to 5:00 p.m. New York City time on Friday, March 21, 1997 if the due diligence review of Actmedia, Inc. and its Subsidiaries (collectively, "Actmedia") conducted by News Corp. shall have revealed matters which (A) are reasonably likely to have a material adverse effect on any of Actmedia's material product lines, (B) are inconsistent in any material respect with Actmedia's 1997 business plan, previously furnished to News Corp., or (C) indicate, in News Corp.'s reasonable judgment, that the material assumptions underlying Actmedia's 1997 business plan are not reasonable and (ii) at any time prior to the Effective Time if
Sample 1

Related to Termination by News Corp

  • Termination by Manager Manager shall have the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days written notice to Owner. Manager shall also have the right to terminate this Agreement upon thirty (30) days written notice to Owner for non-payment of fees and expenses due Manager under the terms of this Agreement

  • Termination by Parent This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by Parent if:

  • Termination by the Company without Cause; Termination by the Executive for Good Reason (a) For purposes of this Agreement, “Good Reason” shall mean, unless otherwise consented to by the Executive,

  • Voluntary Termination by Company COMPANY shall have the right to terminate this Agreement, for any reason, (i) upon at least six (6) months prior written notice to M.I.T., such notice to state the date at least six (6) months in the future upon which termination is to be effective, and (ii) upon payment of all amounts due to M.I.T. through such termination effective date.

  • Termination by the Company for Cause; Termination by the Executive without Good Reason (a) For purposes of this Agreement, “

  • Termination by Owner Owner may also terminate this Agreement at any time before Contractor begins the Work and notifies Owner in writing of such commencement if (1) Owner sells the property on which the Work is being performed or (2) the economic climate does not warrant proceeding with the project of which the Work is a part. In such circumstance, Contractor shall be entitled to receive that portion of the Contract Price earned by Contractor for Work performed to the satisfaction of Owner less any payments made before the date this Agreement is terminated. Contractor shall not be entitled to any additional compensation or damages as a result of termination of this Agreement pursuant to this Paragraph 12(c).

  • Voluntary Termination by the Executive Notwithstanding anything in this Agreement to the contrary, the Executive may, upon not less than thirty (30) days' written notice to the Company, voluntarily terminate employment for any reason (including retirement under the terms of the Company's retirement plan as in effect from time to time).

  • Termination by the Bank Without Cause The Bank shall have the right to terminate the Term at any time on written notice without Cause, for any or no reason, such termination to be effective on the date on which the Bank gives such notice to Executive or such later date as may be specified in such notice.

  • Termination by Resignation Subject to Section 3.2, below, Executive’s employment and the Company’s obligations under this Agreement shall terminate automatically, effective immediately upon Executive’s provision of written notice to the Company of Executive’s resignation from employment with the Company or at such other time as may be mutually agreed between the Parties following the provision of such notice.

  • Termination by the Bank for Cause The Bank may terminate the employment of Executive hereunder for Cause (as defined in Section 8(a)) at any time. At the time Executive’s employment is terminated for Cause, the Term will terminate, all obligations of the Bank and Executive under Sections 1 through 5 of this Agreement will immediately cease except for obligations which expressly continue after termination of employment by the Bank for Cause, and the Bank will pay Executive at the time specified in Section 7(g), and Executive will be entitled to receive, the following:

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