Termination by SFC Sample Clauses

Termination by SFC. SFC may terminate this Agreement upon notice to MEMC Singapore if and only if:
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Termination by SFC. Prior to the Effective Time, this Agreement may be terminated by SFC by action of its Board of Directors: (i) if any of the conditions to SFC’s and SNB’s obligations set forth in Paragraph 8.01(a)(i), 8.01(a)(ii) or 8.02(i) above shall not have been satisfied in all material respects or effectively waived in writing by SFC by September 30, 2005 (except to the extent that the failure of such condition to be satisfied has been caused by the failure of SFC or SNB to satisfy any of its obligations, covenants or agreements contained herein); (ii) if FCB or Bancorp shall have violated or failed to fully perform any of their obligations, covenants or agreements contained in Article VI or VII herein in any material respect except for breaches, violations or failures that, individually or in the aggregate, have not had, and cannot reasonably be expected to have, a material adverse effect on FCB’s ability to consummate the Merger or as otherwise provided in Paragraph 8.02(c); (iii) if SFC determines at any time that, except as otherwise provided in Paragraph 8.02(c), (A) any of FCB’s or Bancorp’s representations and warranties contained in Article IV herein or in any other certificate or writing delivered pursuant to this Agreement shall have been false or misleading in any material respect when made or would have been false or misleading in any material respect except for the fact that the representation or warranty was limited to or qualified based on the Best 41 Knowledge of FCB, or that (B) there has occurred any event or development or that there exists any condition or circumstance which has caused or, with the lapse of time or otherwise, reasonably could be expected to cause any such representations or warranties to become false or misleading in any material respect or that would cause any such representation or warranty to become false or misleading in any material respect except for the fact that the representation or warranty was limited to or qualified based on the Best Knowledge of FCB, except, in either such case, for inaccuracies, changes and exceptions in and to representations or warranties that, individually or in the aggregate, have not had, and cannot reasonably be expected to have, a material adverse effect on FCB’s ability to consummate the Merger; (iv) if, notwithstanding SFC’s satisfaction of its obligations under Paragraphs 5.01(a) and 7.02 above, its shareholders do not approve this Agreement and the Merger at the SFC Shareholders’ Meeting; ...
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Termination by SFC. Prior to the Effective Time, this Agreement may be terminated by SFC by action of its Board of Directors:
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Related to Termination by SFC

  • Termination by Owner The Owner may terminate this Agreement in whole or in part, for the failure of the Consultant to:

  • Termination by Seller This Agreement may be terminated at any time prior to the Closing by Seller, by written notice to Buyer:

  • Termination by Bank If the Bank, or its successor in interest by merger, or its transferee in the event of a purchase in an assumption transaction (for reasons other than Executive's death, disability, or Cause) (1) terminates Executive's employment within one year following a Change in Control (as defined below), or (2) terminates Executive's employment before the Change in Control but on or after the date that any party either announces or is required by law to announce any prospective Change in Control transaction and a Change in Control occurs within six months after the termination, the Bank will provide Executive with the payment and benefits described in Section 9(d)(3) below.

  • 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 Xxxxxx Xilinx may terminate this Agreement for material breach by Licensee, provided that Xilinx has given written notice to Licensee of such breach and Licensee fails to cure such breach within thirty (30) days thereof; provided, however, in the event of a breach of confidentiality under Section 7 whereby unauthorized disclosure and/or dissemination by electronic or other means is likely to cause undue harm to Xilinx, then Xilinx may, at its discretion, immediately terminate this Agreement and seek other appropriate equitable and legal remedies as deemed necessary to protect its interests hereunder.

  • Termination by You You may cancel your acceptance of this Contract by delivering notice to XOOM by way of mail, fax, e-mail or by personal delivery, in the following circumstances:

  • Termination by Sellers This Agreement may be terminated at any time prior to the Closing Date by Sellers as follows:

  • Termination by Buyer This Agreement and the transaction contemplated herein may be terminated and abandoned at any time on or prior to the Closing Date by Buyer, if:

  • Termination by Agreement both parties may agree to terminate this Agreement;

  • Termination by Notice Notwithstanding any provision of this Agreement, it may be terminated at any time without penalty, by the Trustees of the Trust or, with respect to any series or class of the Trust's shares, by the vote of the majority of the outstanding voting securities of such series or class, or by MM-LLC, upon thirty days written notice to the other party.

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