Termination of FASA without Cause Sample Clauses

Termination of FASA without Cause. If a Delta General Termination or a Northwest General Termination occurs, (A) the amount of each unpaid Base Deferred Purchase Price Installment (as reduced by any prior application of this Section 1.1(e)(iv)) shall thereafter be reduced by the amount set forth in column C of the table in Exhibit D directly opposite the applicable calendar month, and (B) Delta or Northwest (or its Affiliate), respectively, shall reimburse Buyer for an amount equal to (x) the amount set forth in column C of such table directly opposite the calendar month in which the termination occurs (reduced by any Setoff Amount in respect of Delta or Northwest (or its Affiliate), respectively), multiplied by (y) the quotient of (a) the number of days remaining in such calendar month following the date on which such termination occurs, divided by (b) the total number of days in such calendar month.
Sample 1
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Termination of FASA without Cause. (1) If a Northwest General Termination or a Northwest Bankruptcy FASA Rejection occurs, (A) Worldspan’s obligation with respect to Northwest FASA Credits (including to pay or otherwise provide or accrue Northwest FASA Credits and to pay any FASA Cash Payments and FASA Credit Excess Amount, but not including, subject to clause (B) below, obligations with respect to Northwest FASA Credits that have already been earned by Northwest pursuant to Section 4.4(a) hereof) shall cease, and (B) the amount of the last Northwest FASA Credit to which Northwest is entitled with respect to the last calendar month of the Term shall be reduced by an amount equal to the sum of (x) the product of (i) the amount set forth in column B of such table directly opposite the calendar month in which the termination occurs, multiplied by (ii) the quotient of (A) the number of days remaining in such calendar month following the date on which such termination occurs, divided by (B) the total number of days in such calendar month, plus (y) the sum of any Recoupment Amount, any Northwest Indemnity Claim Amount and any Northwest FASA Claim Amount expressly permitted pursuant to Section 4.4(b) hereof that has not previously been deducted from Northwest FASA Credits, FASA Credit Excess Amounts or FASA Cash Payments.
Sample 1
Termination of FASA without Cause. (1) If a Delta General Termination or a Delta Bankruptcy FASA Rejection occurs, (A) Worldspan’s obligation with respect to Delta FASA Credits (including to pay or otherwise provide or accrue Delta FASA Credits and to pay any FASA Cash Payments and FASA Credit Excess Amount, but not including, subject to clause (B) below, obligations with respect to Delta FASA Credits that have already been earned by Delta pursuant to Section 4.4(a) hereof) shall cease, and (B) the amount of the last Delta FASA Credit to which Delta is entitled with respect to the last calendar month of the Term shall be reduced by an amount equal to the sum of (x) the product of (i) the amount set forth in column B of such table directly opposite the calendar month in which the termination occurs, multiplied by (ii) the quotient of (A) the number of days remaining in such calendar month following the date on which such termination occurs, divided by (B) the total number of days in such calendar month, plus (y) the sum of any Recoupment Amount, any Delta Indemnity Claim Amount and any Delta FASA Claim Amount expressly permitted pursuant to Section 4.4(b) hereof that has not previously been deducted from Delta FASA Credits, FASA Credit Excess Amounts or FASA Cash Payments.
Sample 1

Related to Termination of FASA without Cause

  • Termination Without Cause The Company may terminate the Executive’s employment hereunder at any time without Cause. Any termination by the Company of the Executive’s employment under this Agreement which does not constitute a termination for Cause under Section 3(c) and does not result from the death or disability of the Executive under Section 3(a) or (b) shall be deemed a termination without Cause.

  • Termination Without Cause or Constructive Termination Without Cause In the event the Executive's employment is terminated without Cause, other than due to disability or death, or in the event there is a Constructive Termination Without Cause, the Executive shall be entitled to:

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

  • Termination by Employer Without Cause Employer may terminate the Term (and Executive’s employment) by giving two weeks written notice to Executive. A termination made pursuant to this Section 5.3 is a “termination Without Cause.” A termination made pursuant to Section 5.2 (and satisfying the notice requirement set forth therein) shall under no circumstance be considered a termination Without Cause.

  • Constructive Termination Without Cause In the event that: (i) a Constructive Termination Without Cause occurs and (ii) Section 8(F) (change in control) does not apply, then the Executive shall have the same entitlements as provided under Section 8(D) for a termination by the Company without Cause.

  • Termination Without Cause; Termination for Good Reason If the Company shall terminate the Executive’s employment, other than for Cause, or the Executive shall terminate his employment for Good Reason, then;

  • Termination of Employment Without Cause At any time during the Term of Employment under this Agreement, either Arrow or the Bank may effect, pursuant to this Paragraph 7(b), and in accordance with the requirements set forth in Paragraph 11(gg) below, a Termination of Employment of Executive without Cause, provided, however, that any attempt to do so under circumstances that would also qualify such Termination of Employment as a Termination of Employment of Executive without Cause under Paragraph 6(a) of this Agreement, that is, as a Termination of Employment of Executive without Cause following a Change in Control that meets the conditions set forth in Paragraph 6(a), will be deemed a Termination of Employment of Executive without Cause under Paragraph 6(a), and not a Termination of Employment of Executive without Cause under this Paragraph 7(b). In the event of a Termination of Employment of Executive without Cause under this Paragraph 7(b), on the effective date of such Termination of Employment, and subject to the satisfaction of the conditions specified below in Section 8, Arrow or the Bank shall pay to the Executive, and the Executive shall be entitled to receive, one (1) lump sum payment in a dollar amount equal to the greater of (i) the total amount of Base Salary payments which would have been payable to the Executive during the period extending from such effective date until the normal expiration date of Employment under this Agreement as in effect at such time, had there been no early Termination of Employment of Executive without Cause (and assuming the Executive otherwise would have remained employed throughout such period and that his Base Salary would have remained unchanged throughout such period), or (ii) an amount equal to one hundred percent (100%) of the current Base Salary of the Executive on the effective date of such Termination of Employment.

  • Termination by Corporation Without Cause Corporation may terminate Executive’s employment with Corporation without Cause for any reason or for no reason at any time by written notice to Executive.

  • Involuntary Termination Without Cause and Voluntary Termination with Good Reason With written notice to the Executive at least thirty (30) days in advance, the Bank may terminate the Executive’s employment without Cause. Termination shall take effect at the end of the notice period. With advance written notice to the Bank as provided in clause (y), the Executive may terminate employment for Good Reason. If the Executive’s employment terminates involuntarily without Cause or voluntarily but with Good Reason, the Executive shall be entitled to the benefits specified in Article 4 of this Agreement. For purposes of this Agreement, a voluntary termination by the Executive shall be considered a voluntary termination with Good Reason if the conditions stated in both clauses (x) and (y) of this Section 3.4 are satisfied:

  • Termination Without Cause; Resignation for Good Reason (i) The Company may terminate Executive’s employment with the Company at any time without Cause (as defined below). Further, Executive may resign at any time for Good Reason (as defined below).

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