Termination; exclusivity Sample Clauses

Termination; exclusivity. (a) Each party to this Agreement shall have the right to designate a Termination Date by a written notice sent to the other parties at least one year prior to the date designated by such party as the Termination Date; provided, that if a Custodian Performance Breach, Purchaser Performance Breach or Trustee Performance Breach (the applicable breaching party, the “Party in Breach”) shall occur and be continuing, then the respective Affected Party shall have the right to designate a Termination Date by prior written notice given to the Party in Breach at least 60 Business Days prior to the date designated by such party as the Termination Date; and provided, further, that (i) Custodian shall be entitled to designate a Termination Date in written notice given to Trustee at least 60 Business Days prior to such Termination Date if, following the termination of the obligations of Purchaser under Section 13 of this Agreement, Trustee enters into a replacement arrangement with a third party (the “Replacement Purchaser”) and any transaction between Custodian and such Replacement Purchaser would be unlawful or, as determined in good faith by an officer of Custodian, in violation of, or inconsistent with, Custodian’s written policies and procedures; and (ii) Purchaser shall be entitled to designate a Termination Date in written notice given to Trustee at least 60 Business Days prior to such Termination Date if, following the termination of Custodian’s obligation to accept delivery of any additional Copper hereunder, Trustee enters into a replacement arrangement with a third party (the “Replacement Custodian”) and any transaction between Purchaser and such Replacement Custodian would be unlawful or, as determined in good faith by an officer of Purchaser, in violation of, or inconsistent with, Purchaser’s written policies and procedures.
Sample 1Sample 2
AutoNDA by SimpleDocs
Termination; exclusivity. (a) Each party to this Agreement shall have the right to designate a Termination Date by a written notice sent to the other parties at least one year prior to the date designated by such party as the Termination Date; provided, that if a Custodian Performance Breach, Purchaser Performance Breach or Trustee Performance Breach (the applicable breaching party, the “Party in Breach”) shall occur and be continuing, then each of the parties other than the Party in Breach shall have the right to designate a Termination Date by prior written notice given to the other parties at least 60 Business Days prior to the date designated by such party as the Termination Date.
Sample 1
Termination; exclusivity. (a) This Agreement shall automatically terminate, and no party shall have any rights or obligations hereunder and this Agreement shall become null and void and have no further force or effect with no liability on the party of any party hereto upon the termination of the SPA in accordance with its terms prior to the Closing; provided, however, that Section 3(e) and Sections 10-22 (inclusive) shall survive any such termination; provided, further, that nothing in this Section 10 shall relieve any Party of liability for breach of this Agreement prior to the termination hereof pursuant to this Section 10.
Sample 1
Termination; exclusivity. (a) The Company shall have the right, by giving written notice as hereinafter specified, to terminate the provisions of this Agreement relating to the solicitation of offers to purchase the Shares in its sole discretion at any time upon prior written notice. Any such termination shall be without liability of any party to any other party except that (i) with respect to any pending sale, through the Manager for the Company, the obligations of the Company, including in respect of compensation of the Manager, shall remain in full force and effect notwithstanding the termination and (ii) the provisions of Sections 6, 8, 9, 10, 11, 13, the second sentence of 14 and 15 of this Agreement shall remain in full force and effect notwithstanding such termination.
Sample 1
Termination; exclusivity. (a) This Agreement may be terminated (i) by mutual consent of the parties,or (ii) by either party if there has been a material misrepresentation, breach of warranty or breach of covenant by the other party in its representations, warranties and covenants set forth herein.
Sample 1
Termination; exclusivity. This Agreement shall be for an initial term commencing on the date of this Agreement and ending on August 1, 2007, and for successive two (2) year terms thereafter, unless at least 180 days prior to the last day of the initial or any renewal term, either party gives notice to the other of the termination of the Agreement to be effective on the last day of the then current term. During the term of this Agreement, Monaco shall not enter into any agreement or arrangement with any other financial institution to offer any financing program to any Dealer which is as favorable or more favorable to the Dealers than the Program (other than existing floorplan financing arrangements for specific Dealers and extensions, renewals or refinancing thereof); provided, however, if CDF is unable to provide financing to a particular Dealer in an amount satisfactory to the Dealer, Monaco may enter into agreements or arrangements with another financial institution to assist that Dealer to obtain the financing in an amount exceeding that made available by CDF to such Dealer. Monaco agrees to identify CDF as Monaco’s “preferred financial source,” or other similar designation as mutually agreed upon, in Monaco’s advertisements and other Dealer communications.
Sample 1
Termination; exclusivity 
Sample 1Sample 2
AutoNDA by SimpleDocs

Related to Termination; exclusivity

  • Non-Exclusivity The services of the Adviser to the Manager, the Allocated Portion and the Trust are not to be deemed to be exclusive, and the Adviser shall be free to render investment advisory or other services to others and to engage in other activities. It is understood and agreed that the directors, officers, and employees of the Adviser are not prohibited from engaging in any other business activity or from rendering services to any other person, or from serving as partners, officers, directors, trustees, or employees of any other firm or corporation.

  • Non-Exclusivity of Services The Manager is free to act for its own account and to provide investment management services to others. The Fund acknowledges that the Manager and its officers and employees, and the Manager's other funds, may at any time have, acquire, increase, decrease or dispose of positions in the same investments which are at the same time being held, acquired or disposed of under this Agreement for the Fund. Neither the Manager nor any of its officers or employees shall have any obligation to effect a transaction under this Agreement simply because such a transaction is effected for his or its own account or for the account of another fund. Fund agrees that the Manager may refrain from providing any advice or services concerning securities of companies for which any officers, directors, partners or employees of the Manager or any of the Manager's affiliates act as financial adviser, investment manager or in any capacity that the Manager deems confidential, unless the Manager determines in its sole discretion that it may appropriately do so. The Fund appreciates that, for good commercial and legal reasons, material nonpublic information which becomes available to affiliates of the Manager through these relationships cannot be passed on to Fund.

  • Termination of Exclusivity Section 10.2 (Exclusivity in Michigan) of this Agreement shall terminate upon any termination of the Agreements, notwithstanding any breach of the Agreements by the Band.

  • Non-Exclusive Agreement The services of the Adviser to the Fund under this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar services or other services to others so long as its services hereunder are not impaired thereby.

  • Non-exclusivity of Rights Nothing in this Agreement shall prevent or limit the Executive's continuing or future participation in any plan, program, policy or practice provided by the Company or any of its affiliated companies and for which the Executive may qualify, nor, subject to Section 12(f), shall anything herein limit or otherwise affect such rights as the Executive may have under any contract or agreement with the Company or any of its affiliated companies. Amounts which are vested benefits or which the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any contract or agreement with the Company or any of its affiliated companies at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or program or contract or agreement except as explicitly modified by this Agreement.

  • Termination of Agreement; Survival (a) The Underwriters may terminate their obligations under this Agreement, by notice to the Depositor, at any time at or prior to the Closing Date (i) if there has been, since the date of this Agreement or since the respective dates as of which information is given in the Registration Statement and the Prospectus, any material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Depositor, Xxxxx Fargo Bank or any other Mortgage Loan Seller whether or not arising in the ordinary course of business, (ii) if there has occurred any outbreak of hostilities or escalation thereof or other calamity or crisis the effect of which is such as to make it, in the reasonable judgment of any Underwriter, impracticable or inadvisable to market the Registered Certificates or to enforce contracts for the sale of the Registered Certificates, (iii) if trading in any securities of the Depositor or of Xxxxx Fargo Bank has been suspended or limited by the Commission or the New York Stock Exchange, or if trading generally on the American Stock Exchange or the New York Stock Exchange or on the NASDAQ National Market or the over the counter market has been suspended or limited, or minimum or maximum prices for trading have been fixed, or maximum ranges for prices have been required, by any of said exchanges or by such system or by order of the Commission, the National Association of Securities Dealers, Inc. or any other governmental authority, (iv) if a banking moratorium has been declared by either federal or New York authorities, or (v) if a material disruption in securities settlement, payments or clearance services in the United States or other relevant jurisdiction shall have occurred and be continuing on the Closing Date, or the effect of which is such as to make it, in the reasonable judgment of such Underwriter, impractical to market the Registered Certificates or to enforce contracts for the sale of the Registered Certificates.

  • License Termination Customer may terminate the license for an ICA Program at any time on one month's written notice to IBM. For ICA Program licenses that Customer acquired for a one-time charge, replacement licenses may be acquired for an upgrade charge, if available. When Customer obtains licenses for these replacement ICA Programs, Customer agrees to terminate the license of the replaced ICA Programs when charges become due, unless IBM specifies otherwise. IBM may terminate Customer’s license if Customer fails to comply with the license terms. If IBM does so, Customer’s authorization to use the ICA Program is also terminated.

Time is Money Join Law Insider Premium to draft better contracts faster.