TERMINATION FOR CONVENIENCE (Without Cause. City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause.
TERMINATION FOR CONVENIENCE (Without Cause. District shall also have the right in its absolute discretion, without cause, to terminate this Agreement in the event the District is not satisfied with the working relationship with Construction Manager following fourteen (14) days prior written notice from District to Construction Manager. In the event that District chooses to terminate this Agreement for convenience, without cause, Construction Manager shall be compensated for all approved services performed and all approved expenses incurred pursuant to this Agreement supported by documentary evidence, including payroll records, and expense reports up until the date of the termination for convenience plus any sums due the Construction Manager for approved extra services. In addition to the compensation described above, the Construction Manager will receive a payment equal the payment of: (1) 3% of the Basic Services Fees incurred to date if less than 50% of the Basic Services Fees have been paid; or (2) 3% of the remaining Basic Services Fees if more than 50% of the Basic Services Fees have been paid. This payment is agreed to compensate Construction Manager for any damages resulting from early termination and is consideration for entry into this termination for convenience clause.
TERMINATION FOR CONVENIENCE (Without Cause. The State may terminate service and indefinite quantity contracts, in whole or in part by giving thirty (30) days prior notice in writing to the Vendor. Vendor shall be entitled to sums due as compensation for Deliverables provided and services performed in conformance with the Contract. In the event the Contract is terminated for the convenience of the State, the Agency will pay for all work performed and products delivered in conformance with the Contract up to the date of termination.
TERMINATION FOR CONVENIENCE (Without Cause. Either Party shall have the right to terminate an IVD Agreement, but not this Agreement, for convenience without cause, upon three (3) months prior written notice to the other Party. Notwithstanding anything herein, in the event that Roche terminates an IVD Agreement for convenience without cause, Roche shall pay to FMI all accrued costs of FMI’s work under the relevant IVD Agreement and any wind down costs, to be negotiated by the Parties in good faith, in respect of the termination of such IVD Agreement. In the event that FMI terminates an IVD Agreement for convenience without cause, the following shall apply: (i) any rights and licenses granted by Roche to FMI under such IVD Agreement shall be terminated; (ii) all licenses granted by FMI to Roche hereunder or under any IVD Agreement shall become perpetual, subject to any payment obligations under subjection (v) below; (iii) FMI shall transfer to Roche all FMI know-how and other Confidential Information, including any other intellectual property of FMI, necessary for Roche to practice the IVD Collaboration contemplated under any such terminated IVD Agreement, to be used by Roche solely to practice the IVD Collaboration contemplated under such terminated IVD Agreement; (iv) FMI shall provide to Roche all regulatory filings and regulatory approvals, all final pre-clinical and clinical study reports and clinical study protocols, and all data, including clinical data, in FMI’s possession and control related to IVD Kit Product(s) in the country necessary for Roche to commercialize the IVD Kit Product(s), to be used by Roche solely to practice the IVD Collaboration contemplated under such terminated IVD Agreement; and (v) the Parties shall negotiate in good faith to determine payment of compensation due to FMI, if any, including the proportion of any royalty Roche would have paid FMI had the IVD Agreement not been terminated that shall be due to FMI in light of termination, to be negotiated in good faith between the Parties, taking into account FMI’s work under the IVD Agreement prior to termination and the value of FMI’s other contributions, including intellectual property, know-how, and goodwill of the underlying FMI Product, provided that if the Parties cannot agree on the proportion of such royalty within ninety (90) days’ of termination (or sooner if mutually agreed by the Parties), the issue shall be resolved by the arbitration mechanism provided under Section 6(c) of this Agreement; provided, however, t...
TERMINATION FOR CONVENIENCE (Without Cause. Each party may terminate this Agreement for convenience by giving sixty (60) days prior written notice to the other party. Upon termination of the Agreement, without waiving our other rights and remedies, we may withhold from you any payments until we have fully recovered all amounts owing to us and our Affiliates. If any amounts remain unpaid, then you and your successors and permitted assigns remain liable for such amounts and shall pay us within thirty (30) days of our request.
TERMINATION FOR CONVENIENCE (Without Cause. Either party may at any time, and for any reason, terminate this Agreement by giving the other party thirty (30) days written notice, with notice effective on the date sent by the party.
TERMINATION FOR CONVENIENCE (Without Cause. The State may terminate service and indefinite quantity contracts, in whole or in part by giving thirty (30) days prior notice in writing to Pega. Pega shall be entitled to sums due as compensation for Deliverables provided and services performed in conformance with the Contract, subject to section 8 above and, for Hosted or PegaCloud Services and maintenance, for the full applicable term. In the event the Contract is terminated for the convenience of the State the Agency will pay for all work performed and products delivered in conformance with the Contract up to the date of termination.
TERMINATION FOR CONVENIENCE (Without Cause. The Parties may terminate or cancel this Agreement at any time for any reason, with or without just cause, with ninety (90) days written notice to the other party specifying the termination date.
TERMINATION FOR CONVENIENCE (Without Cause. PURCHASER may, by written notice, terminate or cancel this Purchase Order in whole or in part, at any time and for any reason for PURCHASER'S convenience. In the event this Purchase Order is terminated for convenience or canceled, SELLER shall be entitled to recover the balance due on the Purchase Order price only for the goods or services received, approved and accepted by the PURCHASER up through the date of termination, less previous payments made and any costs PURCHASER has incurred as a result of SELLER'S actions under the terminated or canceled Purchase Order. [NOTE - In no event may SELLER recover from PURCHASER any damages, direct, consequential or otherwise or lost profits arising from termination of this Purchase Order].
TERMINATION FOR CONVENIENCE (Without Cause. City may terminate this Agreement in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days’ written notice to Recipient. If the Agreement is thus terminated by City for reasons other than Recipient’s failure to perform its obligations, City shall pay Recipient a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Recipient's exclusive remedy for termination without cause.
