Termination of Existing Arrangements Sample Clauses

Termination of Existing Arrangements. Any Facility or Purchaser may, at any time and without penalty or liability, terminate any existing contract or other arrangement with Vendor in order to purchase under this Agreement notwithstanding any provision to the contrary in any such existing contract or arrangement.
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Termination of Existing Arrangements. On the signing of this agreement by representatives of the parties, the parties agree that all previous agreements, arrangements, understandings, customs and practices whether written, verbal or implied which are not specifically written into this agreement are rescinded and replaced by this agreement and have no further application to the site. Any agreement to maintain these will be documented in proceeding sub-clauses: ❑ Short term shift transfer at company directive Where an employee normally employed on a shift attracting shift allowance is required by the Company to change shift for a temporary period in order to effect any business directive, then that employee will retain their normal shift allowance. For the purposes of this clause only, the term “temporary” is defined as a time frame less than four (4) weeks.
Termination of Existing Arrangements. Employee agrees that (a) any employment or consulting agreements or other such arrangements, as such agreements or arrangements were applicable to Employee prior to the Effective Date (except such employment or consulting agreements or other arrangements which are listed on Exhibit A hereto) and (b) any Company programs with respect to retention or performance incentive payments or severance or similar benefits, as such payments or benefits were applicable to Employee prior to the Effective Date ((a) and (b) being collectively referred to as the "Prior Arrangements"), are hereby terminated.
Termination of Existing Arrangements. 3.1 The parties acknowledge that the following agreements (“the Terminated Agreements”) were terminated with effect from the date of the Original Agreement: 3.1.1 the Original Investment Adviser’s Agreement; and 3.1.2 the Administration Agreements; 3.2 Termination of the Terminated Agreements was without prejudice to any claim by the Company against the Investment Adviser and the Original Administrator who remain jointly and severally liable to the Company for any breach of the Terminated Agreements committed by either of them prior to the date of the Original Agreement or such other rights that the Company shall have accrued prior to the date of this Agreement under the Terminated Agreements against the Investment Adviser and the Original Administrator who agreed that they shall be jointly and severally liable to the Company in respect thereof. 3.3 Termination of the Terminated Agreements was without prejudice to any claim by the Investment Adviser or the Original Administrator against the Company for any breach of the Terminated Agreements committed by the Company prior to the date of the Original Agreement or such other rights of the Investment Adviser or the Original Administrator against the Company accrued under the Terminated Agreements prior to the date of the Original Agreement.
Termination of Existing Arrangements. 3.1 The parties acknowledge that the following agreements (“the Terminated Agreements”) were terminated with effect from the Effective Date: 3.1.1 the Ordinary Share Management Agreement; 3.1.2 the S Share Management Agreement; 3.1.3 the Ordinary Share Administration Agreement; 3.1.4 the S Share Administration Agreement; and 3.1.5 an annual expenses deed dated 12 September 2007 between the Company (1) the Investment Adviser (2) Foresight Group LLP (in respect of whom the annual expenses deed was terminated in March 2009) (3) and the Original Administrator (4). 3.2 Termination of the Terminated Agreements was without prejudice to any claim by the Company against the Investment Adviser and the Original Administrator who shall be jointly and severally liable to the Company for any breach of the Terminated Agreements committed by either of them prior to the Effective Date or such other rights that the Company shall have accrued prior to the Effective Date under the Terminated Agreements against the Investment Adviser and the Original Administrator who agreed that they shall be jointly and severally liable to the Company in respect thereof. 3.3 Termination of the Terminated Agreements was without prejudice to any claim by the Investment Adviser or the Original Administrator against the Company for any breach of the Terminated Agreements committed by the Company prior to the Effective Date or such other rights of the Investment Adviser or the Original Administrator against the Company accrued under the Terminated Agreements prior to the Effective Date.
Termination of Existing Arrangements. Each of NII Telecom and NII Parent (for itself and for each member of the Retained NII Group), hereby irrevocably agrees that, with effect from the Effective Date: (a) all Existing Arrangements shall be terminated; (b) any and all rights and obligations of (i) the Retained NII Group and (ii) any Group Member under, pursuant to or in connection with the Existing Arrangements which are subsisting or outstanding at the Effective Date shall be waived and released, including any and all rights and obligations which may have accrued prior to the Effective Date and each party expressly waives any and all claims it may have in respect thereof; (c) any and all debts or liabilities (including any interest thereon and whether actual, contingent or prospective) of (i) the NII Retained Group, and (ii) any Group member under, pursuant to or in connection with the Existing Arrangements which are subsisting or outstanding at Effective Date shall be waived, released and discharged; and (d) NII Telecom and NII Parent shall, or shall procure that the relevant member of the NII Retained Group shall, continue to provide the Continuing Arrangements on the terms set out in Section 4.13 below.
Termination of Existing Arrangements. The Seller must ensure that all distribution, licensing and/or royalty arrangements between the Company and any other member of the Seller Group are terminated (without further liability of the Company) at Completion with effect from the Effective Date.
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Termination of Existing Arrangements 

Related to Termination of Existing Arrangements

  • Termination of Existing Agreements Any previous employment agreement between Executive on the one hand and Employer or any of Employer’s Affiliates (as hereinafter defined) on the other hand is hereby terminated.

  • Termination of Existing Agreement The Existing Agreement is hereby terminated and replaced and superseded by this Agreement, effective August 1, 2001. All payments, of Base Salary or otherwise, made by the Company under the Existing Agreement with respect to any period commencing on or after August 1, 2001 shall be credited against the corresponding payment obligations of the Company under this Agreement.

  • Termination of Existing Credit Agreement Receipt by the Administrative Agent of evidence that the Existing Credit Agreement concurrently with the Closing Date is being terminated and all Liens securing obligations under the Existing Credit Agreement concurrently with the Closing Date are being released.

  • Termination of Existing Tax Sharing Agreements Any and all existing Tax sharing agreements (whether written or not) binding upon the Company shall be terminated as of the Closing Date. After such date neither the Company nor any of its Representatives shall have any further rights or liabilities thereunder.

  • Ratification of Existing Agreements All existing Dual Enrollment agreements between the Trustees and the Private School are hereby modified to conform to the terms of this agreement and the appendices of this document.

  • DESCRIPTION OF EXISTING INDEBTEDNESS AND OBLIGATIONS Among other indebtedness and obligations which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to a loan arrangement dated as of June 11, 2003, evidenced by, among other documents, a certain Loan and Security Agreement dated as of June 11, 2003 between Borrower and Bank, as amended from time to time (as amended, the "Loan Agreement"). Capitalized terms used but not otherwise defined herein shall have the same meaning as in the Loan Agreement.

  • Termination of Agreements (a) Except as set forth in Section 2.7(b), in furtherance of the releases and other provisions of Section 4.1, each of UTC, Carrier and Otis and each member of their respective Groups hereby terminate any and all agreements, arrangements, commitments or understandings, whether or not in writing, between or among a Party and/or any member of such Party’s Group, on the one hand, and another Party and/or any member of such other Party’s Group, on the other hand, effective as of the applicable Effective Time. No such terminated agreement, arrangement, commitment or understanding (including any provision thereof that purports to survive termination) shall be of any further force or effect after the Effective Time. Each Party shall, at the reasonable request of the other Party, take, or cause to be taken, such other actions as may be necessary to effect the foregoing. (b) The provisions of Section 2.7(a) shall not apply to any of the following agreements, arrangements, commitments or understandings (or to any of the provisions thereof): (i) this Agreement and the Ancillary Agreements (and each other agreement or instrument expressly contemplated by this Agreement or any Ancillary Agreement to be entered into by any of the Parties or any of the members of their respective Groups or to be continued from and after the Effective Time); (ii) any agreements, arrangements, commitments or understandings listed or described on Schedule 2.7(b)(ii); (iii) any agreements, arrangements, commitments or understandings to which any Third Party is a party thereto (including any Shared Contracts); (iv) any intercompany accounts payable or accounts receivable accrued as of the Effective Time that are reflected in the books and records of the Parties or otherwise documented in writing in accordance with past practices, which shall be settled in the manner contemplated by Section 2.7(c); (v) any agreements, arrangements, commitments or understandings to which any non-wholly owned Subsidiary of UTC, Carrier or Xxxx, as the case may be, is a party (it being understood that directors’ qualifying shares or similar interests will be disregarded for purposes of determining whether a Subsidiary is wholly owned); and (vi) any agreements for the sale, lease, construction or receipt of goods, property or services purchased, obtained or used in the ordinary course of business by a member of any Group from a member of another Group prior to the Effective Time. (c) All of the intercompany accounts receivable and accounts payable between any member of a Party’s Group, on the one hand, and any member of another Party’s Group, on the other hand, outstanding as of the Effective Time shall, as promptly as practicable after the Effective Time, be repaid, settled or otherwise eliminated in a manner as determined by UTC in its sole and absolute discretion (acting in good faith).

  • No Violation of Existing Agreements Neither the Borrower nor any ----------------------------------- Subsidiary of the Borrower is in violation of any material agreement or instrument to which it is party or by which it or any of its properties (now owned or hereafter acquired) may be subject or bound;

  • Termination of Other Agreements This Agreement sets forth the entire understanding of the parties hereto with respect to the Option and Option Shares, and supercedes all prior arrangements or understandings among the parties regarding such matters.

  • Termination of Merger Agreement This Agreement shall be binding upon Holder upon Holder’s execution and delivery of this Agreement, but this Agreement shall only become effective upon the Closing. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

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