Termination for Supplier Change in Control Sample Clauses

Termination for Supplier Change in Control. MetroPCS may terminate this Agreement upon the occurrence of a Change in Control of Supplier; provided, however, that: (a) MetroPCS shall notify the Supplier successor in writing of its intent to terminate pursuant to this Section 11.8 and will allow the successor *** days following receipt of such notice to respond in writing to such concerns and take appropriate steps to address each of such concerns; and (b) MetroPCS will in good faith review and consider such written response from, and action steps taken by, the successor. If MetroPCS nonetheless wants to terminate this Agreement following a change in control of Supplier: (c) MetroPCS shall deliver a written termination notice to Supplier; and (e) such termination shall be subject to subject to Supplier’s obligations under the terms of Sections 11.10, 11.11, and 14.4. For the avoidance of doubt, any termination pursuant to this Section shall not constitute a termination pursuant to any other provision of the Agreement.
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Termination for Supplier Change in Control. In its sole and absolute discretion, MetroPCS shall have the right to terminate this Agreement (including all Service Addenda and Statements of Work): (a) upon the occurrence of a Supplier Change in Control that results in Supplier being directly or indirectly owned or controlled by a MetroPCS Competitor; (b) if Supplier sells to a MetroPCS Competitor all or substantially all of the assets used to provide the Services; or (c) *** . Upon the occurrence of any of the events described in the foregoing subsections (a) or (b): (d) MetroPCS shall notify the Supplier successor in writing of its intent to terminate pursuant to this Section 5.7 and will allow the successor *** days following receipt of such notice to respond in writing to MetroPCS’ concerns and take appropriate steps to address each of such concerns; and (e) MetroPCS will in good faith review and consider such written response from the successor. If MetroPCS nonetheless wants to terminate this Agreement pursuant to the foregoing subsections (a) or (b), or if MetroPCS wants to terminate this Agreement pursuant to the foregoing subsection (c): (f) MetroPCS shall deliver a written termination notice to Supplier; and (g) such termination shall be *** , but subject to Supplier’s obligations under Sections 5.9 and 5.10. For the avoidance of doubt, any termination pursuant to this Section shall not constitute a termination under any other provision of this Agreement.
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Related to Termination for Supplier Change in Control

  • Termination for Change of Control This Agreement may be terminated immediately by SAP upon written notice to Provider if Provider comes under direct or indirect control of any entity competing with SAP. If before such change Provider has informed SAP of such potential change of control without undue delay, the Parties agree to discuss solutions on how to mitigate such termination impact on Customer, such as stepping into the Customer contract by SAP or by any other Affiliate of Provider or any other form of transition to a third party provider.

  • Employment Status Termination Following Change in Control (a) No benefits shall be payable under this Agreement unless there has been a Change in Control of the Company during the Term. You acknowledge that this Agreement does not constitute a contract of employment or impose on the Company any obligation to retain you as an employee. You may terminate your employment at any time, with or without Good Reason. If your employment with the Company terminates for any reason and subsequently a Change in Control shall have occurred, you shall not be entitled to any benefits hereunder.

  • Termination Upon Change in Control (1) For the purposes of this Agreement, a “Change in Control” shall mean any of the following events that occurs following the Effective Date:

  • Termination of Employment; Change in Control (i) For purposes of the grant hereunder, any transfer of employment by the Optionee among the Corporation and the Subsidiaries shall not be considered a termination of employment. If the Optionee's employment with the Corporation is terminated for Cause (as defined in the last Section hereof), the Option, whether or not then vested, shall be automatically terminated as of the date of such termination of employment. If the Optionee's employment with the Corporation shall terminate other than by reason of Retirement (as defined in the last Section hereof), Disability (as defined in the last Section hereof), death or Cause, the Option (to the extent then vested) may be exercised at any time within ninety (90) days after such termination (but not beyond the Term of the Option). The Option, to the extent not then vested, shall immediately expire upon such termination. If the Optionee dies or becomes Disabled (A) while employed by the Corporation or (B) within 90 days after the termination of his or her employment other than for Cause or Retirement, the Option (to the extent then vested) may be exercised at any time within one year after the Optionee's death or Disability (but not beyond the Term of the Option). The Option, to the extent not then vested, shall immediately expire upon such death or disability. If the Optionee's employment terminates by reason of Retirement, the Option shall (A) become fully and immediately vested and exercisable and (B) remain exercisable for three years from the date of such Retirement (but not beyond the Term of the Option).

  • Termination After Change in Control Sections 9.2 and 9.3 set out provisions applicable to certain circumstances in which the Term may be terminated after Change in Control.

  • Termination and Change in Control In the event of a Change in Control and at any time during the Change of Control Period (x) the Executive’s employment is terminated, or (y) without Executive’s written consent there occurs any material adverse change in the nature and scope of the Executive’s position, responsibilities, duties, or a change of 10 miles or more in the Executive’s location of employment, or any material reduction in Executive’s compensation or benefits and Executive voluntarily terminates his employment, then the Executive shall receive the Accrued Obligations on the Date of Termination, and the severence benefits consisting of:

  • Termination Following a Change in Control (a) In the event of the occurrence of a Change in Control, the Executive's employment may be terminated by the Company or a Subsidiary during the Severance Period and the Executive shall be entitled to the benefits provided by Section 4 unless such termination is the result of the occurrence of one or more of the following events:

  • Termination of Employment Following a Change in Control Notwithstanding the provisions of Section 6.3 hereof to the contrary, if the Employee’s employment by the Company is terminated by the Company in accordance with the terms of Section 4 of the Termination Agreement and the Employee is entitled to benefits provided in Section 5 of the Termination Agreement, the Company shall pay to the Employee, in a lump sum in cash within 30 days after the Date of Termination, the aggregate of the Employee’s Base Salary (as in effect on the Date of Termination) through the Date of Termination, if not theretofore paid, and, in the case of compensation previously deferred by the Employee, all amounts of such compensation previously deferred shall be paid in accordance with the plan documents governing such deferral. Except with respect to the obligations set for forth in the Termination Agreement, notwithstanding any provisions herein to the contrary, all other obligations of the Company and rights of the Employee hereunder shall terminate effective as of the Date of Termination.

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