Termination by Shareholder Sample Clauses

Termination by Shareholder. The Shareholder may, in its sole discretion, terminate this Agreement by written notice to HudBay if:
AutoNDA by SimpleDocs
Termination by Shareholder. The Shareholder may at any time and for any reason terminate this agreement and remove the Proxy as its proxy in an email to the MSS. Proxy Resignation. The Proxy may at any time and for any reason resign its position as the Shareholder's proxy in an email to the MSS or the Shareholder. The resignation will be effective on the date stated in the Proxy's notice. No formal acceptance of resignation by the MSS is necessary to make the Proxy's resignation effective.
Termination by Shareholder. Shareholder may terminate this Agreement by giving written notice to the Parent at any time prior to the Closing (1) in the event the Parent or the Merger Sub has breached any material representation, warranty, or covenant contained in this Agreement in any material respect, Shareholder has notified the Parent of the breach, and the breach has continued without cure until the earlier of 20 days after the notice of such breach or the Closing Date, whichever is earlier, or (2) if the Closing shall not have occurred on or before December 31, 1997, by reason of the failure of any condition precedent under Section 5.2 hereof (unless the failure results primarily from Shareholder breaching any representation, warranty, or covenant contained in this Agreement).
Termination by Shareholder. The SHAREHOLDER may terminate this Agreement by giving written notice to BUYER at any time prior to the Closing if a condition to the performance of the SHAREHOLDER hereunder shall not be fulfilled on or before the date specified for the fulfillment thereof or if a material default under or a material breach of this Agreement shall be made by BUYER.
Termination by Shareholder. This Agreement may be terminated upon written notice, effective immediately, by either Shareholder (in which event Section 13 of this Agreement shall become applicable) if any of the following occur:
Termination by Shareholder. If the Offeror has not complied with its obligations under clause 2.3(a) or its obligations under clause 2.3(b) then the Shareholder may, by written notice to the Offeror, terminate this agreement with effect from the time such notice is received or deemed to be received in accordance with clause 6.14.
Termination by Shareholder. If there has been a material breach by HealthCare of any of its agreements, representations or warranties contained in this Agreement which has not been waived in writing by the Shareholder, then the Shareholder may, by written notice to HealthCare at any time prior to the Closing that such breach is continuing, terminate this Agreement with the effect set forth in Section 10.1(b)(iii).
AutoNDA by SimpleDocs

Related to Termination by Shareholder

  • Termination by Purchaser This contract shall be terminated, upon election and written notice by Xxxxxxxxx, if Catastrophic Damage rate rede- termination under BT3.32 shows that the appraised weighted average Indicated Advertised Rate of all In- cluded Timber remaining immediately prior to the catas- trophe has been reduced through Catastrophic Damage by an amount equal to or more than the weighted aver- age Current Contract Rate. “Indicated Advertised Rates” are Forest Service esti- mates of fair market value of the timber.

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

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

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

  • Termination by Company for Cause Subject to Section 3.2, the Company may terminate Employee’s employment and all of the Company’s obligations under this Agreement at any time “For Cause” (as defined below) by giving notice to Employee stating the basis for such termination, effective immediately upon giving such notice or at such other time thereafter as the Company may designate. “For Cause” shall mean any of the following: (i) Employee’s willful and continued failure to substantially perform the reasonably assigned duties with the Company which are consistent with Employee’s position and job description referred to in this Agreement, other than any such failure resulting from incapacity due to physical or mental illness, after a written notice is delivered to Employee by the Board of Directors of the Company which specifically identifies the manner in which Employee has not substantially performed the assigned duties and allowing Employee thirty (30) days after receipt by Employee of such notice to cure such failure to perform, (ii) material breach of this or any other written agreement between Employee and the Company which is not cured within thirty (30) days after receipt by the Employee from the Company of written notice of such breach, (iii) any material violation of any written policy of the Company which is not cured within thirty (30) days after receipt by Employee from the Company of written notice of such violation, (iv) Employee’s willful misconduct which is materially and demonstrably injurious to the Company, (v) Employee’s conviction by a court of competent jurisdiction of, or his pleading guilty or nolo contendere to, any felony, or (vi) Employee’s commission of an act of fraud, embezzlement, or misappropriation against the Company or any breach of fiduciary duty or breach of the duty of loyalty, including, but not limited to, the offer, payment, solicitation or acceptance of any unlawful bribe or kickback with respect to the Company’s business. For purposes of this paragraph, no act, or failure to act, on Employee’s part shall be considered “willful” unless done, or omitted to be done, in knowing bad faith and without reasonable belief that the action or omission was in, or not opposed to, the best interests of the Company. Any act, or failure to act, expressly authorized by a resolution duly adopted by the Board of Directors or based upon the written advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, in good faith and in the best interests of the Company. Notwithstanding the foregoing, Employee shall not be deemed to have been terminated For Cause unless and until there shall have been delivered to Employee a copy of a resolution, duly adopted by the Board of Directors at a meeting of the Board called and held for such purpose (after reasonable notice to Employee and an opportunity for Employee, together with Employee’s counsel, to be heard before the Board), finding that in the good faith opinion of the Board of Directors Employee committed the conduct set forth above in (i), (ii), (iii), (iv), (v) or (vi) of this Section and specifying the particulars thereof in detail.

  • Termination by Consultant Consultant may terminate Consultant's engagement under this Agreement for any reason provided that Consultant gives Company at least thirty (30) days' notice in writing. Company may, at its option, accelerate such termination date to any date at least two weeks after Consultant's notice of termination. Company may, at its option, relieve Consultant of all duties and authority after notice of termination has been provided. All compensation, payments and unvested benefits will cease on the termination date.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!