Termination of Agreement; Termination Notices; Arbitration Sample Clauses

Termination of Agreement; Termination Notices; Arbitration. (i) Termination; Termination Notice; Objection Notice; Arbitration -------------------------------------------------------------- Notice. In the event that, prior to Closing, the Agreement shall have ------ terminated or been terminated in accordance with any provision hereof (any such occurrence being referred to herein as a "Termination") and a party hereto (the "Notifying Party") shall desire to notify the other party (the "Receiving Party") of the occurrence of such Termination, the Notifying Party shall provide a written notice of such Termination to the Receiving Party setting forth the reason or reasons why the Notifying Party believes that a Termination has occurred (any such notice being referred to herein as a "Termination Notice"). A Termination Notice shall include, without limitation: (i) a notice from Purchaser prior to the expiration of the Inspection Period that it is electing to terminate the Agreement in accordance with Section 8.A. below, (ii) a notice from Purchaser prior to Closing in accordance with Section 8.B.(ii) below, (iii) a notice from Purchaser prior to Closing in accordance with Section 8.C. below, and (iv) a notice from Seller in accordance with Section 8.F. below. Purchaser shall not be permitted to send an Objection Notice (as hereinafter defined) in response to a Termination Notice from Seller in accordance with Section 7.F. above so long as Purchaser receives the Cancellation Fee and the execution of a Purchaser Acknowledgement shall be conclusive evidence of Purchaser's agreement that the Agreement is terminated. If the Receiving Party does not agree that the Agreement has been terminated, it shall provide a written notice to the Notifying Party within five (5) days of the Receiving Party's receipt of the Termination Notice, setting forth the reason or reasons why the Receiving Party believes that a Termination has not occurred (any such notice being referred to herein as an "Objection Notice"). The Receiving Party shall be deemed to have agreed that a Termination has occurred if it does not send an Objection Notice to the Notifying Party within such five (5) day period and, in such event, both the Notifying Party and the Receiving Party shall be forever barred from asserting any rights under the Agreement that do not expressly survive a termination of this Agreement. Upon receipt of an Objection Notice, the Notifying Party shall, within five (5) days of receipt of same, either: (1) send a notice to the Receiving Party ...
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Related to Termination of Agreement; Termination Notices; Arbitration

  • Term; Termination of Agreement This Agreement shall continue in force for a period of one year from the date hereof, subject to an unlimited number of successive one-year renewals upon mutual consent of the parties. It is the duty of the Independent Directors to evaluate the performance of the Advisor annually before renewing the Agreement, and each such renewal shall be for a term of no more than one year.

  • TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION (a) The Term of Employment may be terminated by the Company at any time:

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.

  • Notice of Termination; Effect of Termination Any proper termination of this Agreement under Section 7.1 will be effective immediately upon the delivery of written notice of the terminating party to the other parties hereto. In the event of the termination of this Agreement as provided in Section 7.1, this Agreement shall be of no further force or effect, except (i) as set forth in this Section 7.2, Section 7.3 and Article 8, each of which shall survive the termination of this Agreement, and (ii) nothing herein shall relieve any party from liability for any willful breach of this Agreement. No termination of this Agreement shall affect the obligations of the parties contained in the Confidentiality Agreement, all of which obligations shall survive termination of this Agreement in accordance with their terms.

  • Term of Agreement; Termination The term of this Agreement shall commence on the date hereof and such term and this Agreement shall terminate upon the earlier to occur of (i) the Effective Time, and (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDED, HOWEVER, such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

  • Survival; Termination The representations, warranties, and covenants of the respective parties shall survive the Closing Date and the consummation of the transactions herein contemplated for a period of two years.

  • Effect of Termination for Cause If Employee's employment is terminated "For Cause":

  • Early Termination of Agreement This Agreement may be terminated prior to the Ending Date upon any one of the following events:

  • Effect of Termination of Agreement The provisions of Section 4.00 will survive any termination of this Agreement and the existence of any claim or cause of action by the Executive against the Company or any Group Member, whether predicated on this Agreement or otherwise, will not constitute a defense to the enforcement by the Group, the Company or any other Group Member of the covenants and agreements of this Section 4.00; provided, however, that this Section 4.11 will not, in and of itself, preclude the Executive from defending against the enforceability of the covenants and agreements of Section 4.00.

  • EXPIRATION OF EMPLOYMENT TERM; NON-EXTENSION OF AGREEMENT Upon the expiration of the Employment Term due to a non-extension of the Agreement by the Company or the Employee pursuant to the provisions of Section 2 hereof.

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