Termination of Joint Development Agreement Sample Clauses

Termination of Joint Development Agreement. Except as provided in Article III, Section P.6. below, upon the Closing, the Parties agree that the Joint Development Agreement shall terminate and no Party will have any further rights, interests, or obligations under the terms of the Joint Development Agreement after the Closing. Following the Closing, the rights, interests, obligations, and responsibilities of the Parties will be governed by this Agreement and the agreements, instruments, and documents executed pursuant to this Agreement. The Parties acknowledge and agree that the rights and obligations of the Parties under the Joint Development Agreement shall remain in full force and effect until the Closing. Within five (5) business days of the execution of this Agreement, the Parties shall submit an executed Stipulation and Order for Dismissal with Prejudice of Case No. CV-1506071, a copy of which is attached hereto as Exhibit “A,” and incorporated by reference herein (the “Stipulation and Order for Dismissal”), to the Court, which will become effective as of the Closing, but which will not become effective if the Closing does not occur. Additionally, in furtherance of the Parties’ intent that the Stipulation and Order for Dismissal not become effective if the Closing does not occur, the Parties will immediately file a Stipulation to Set Aside the Stipulation and Order for Dismissal if the Closing does not occur for any reason.
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Termination of Joint Development Agreement. CDT and SEC agree that the objectives of the joint development agreement dated 9th June 1997 between them were accomplished to the satisfaction of both parties and that the agreement was terminated on 31 March 2001.
Termination of Joint Development Agreement. Each of Overland and Tecmar hereby agree to terminate, as of the Closing Date, that certain Joint Development Agreement, dated as of September 1, 1999, by and between Overland and Tecmar.
Termination of Joint Development Agreement. The Parties hereto covenant and agree that, as of the Effective Date of this Agreement, the terms and provisions of the Joint Development Agreement are terminated and are without further force and effect, except for the survival of terms and provisions which survive as a result of the termination being on a not “For Cause” basis as set forth in the Joint Development Agreement. The Company hereto agrees that the termination of the Joint Development Agreement is on a not “For Cause” basis in accordance with paragraph 14(b) of the Joint Development Agreement, whereby certain identified terms of the Joint Development Agreement expressly survive such termination by the Company including, but not limited to, the Manager’s right to receive Milestone Payments and Success Fees as provided in paragraph 14(b) of the Joint Development Agreement.
Termination of Joint Development Agreement. The parties agree that the Joint Development Agreement is terminated for all purposes effective May 15, 1997, and that no parties shall have any rights or obligations with respect thereto to the extent such rights or obligations arise on or after May 15, 1997 or are otherwise released hereby. Neither Syntera nor APSG shall have any payment obligations to ISSI or any of its representatives under the Joint Development Agreement or any of the other agreements terminated hereby, for the month of May, 1997; and except as set forth in Section 2 below, none of Syntera, ISSI or APSG shall have any payment obligations whatsoever to one another. Notwithstanding the termination of the Joint Development Agreement, the provisions of ARTICLE VIII (Confidentiality) and ARTICLE IX (Ownership of Development Projects) shall continue to be binding and enforceable; subject to ISSI's license to the Scheduling System as described below. ISSI represents and warrants that it has delivered to Xx.Xxxxxx Xxxx, as representative of Syntera, any and all notes, plans, notebooks, data, information and other material acquired or compiled by ISSI or Syntera with respect to the Joint Development Agreement and/or the Development Projects (as defined in the Joint Development Agreement), including source code, object code and technical documentation, without retaining any copies thereof, in compliance with ARTICLE IX of the Joint Development Agreement; provided that ISSI may retain its information related specifically to the Scheduling System, as defined below.

Related to Termination of Joint Development Agreement

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Termination Agreement 8.01 Notwithstanding any other provision of this Agreement, WESTERN, at its sole option, may terminate either a Purchase Order or this Agreement at any time by giving fourteen (14) days written notice to CONSULTANT, whether or not a Purchase Order has been issued to CONSULTANT.

  • Development Agreement As soon as reasonably practicable following the ISO’s selection of a transmission Generator Deactivation Solution, the ISO shall tender to the Developer that proposed the selected transmission Generator Deactivation Solution a draft Development Agreement, with draft appendices completed by the ISO to the extent practicable, for review and completion by the Developer. The draft Development Agreement shall be in the form of the ISO’s Commission-approved Development Agreement for its reliability planning process, which is in Appendix C in Section 31.7 of Attachment Y of the ISO OATT, as amended by the ISO to reflect the Generator Deactivation Process. The ISO and the Developer shall finalize the Development Agreement and appendices as soon as reasonably practicable after the ISO’s tendering of the draft Development Agreement. For purposes of finalizing the Development Agreement, the ISO and Developer shall develop the description and dates for the milestones necessary to develop and construct the selected project by the required in-service date identified in the Generator Deactivation Assessment, including the milestones for obtaining all necessary authorizations. Any milestone that requires action by a Connecting Transmission Owner or Affected System Operator identified pursuant to Attachment P of the ISO OATT to complete must be included as an Advisory Milestone, as that term is defined in the Development Agreement. If the ISO or the Developer determines that negotiations are at an impasse, the ISO may file the Development Agreement in unexecuted form with the Commission on its own, or following the Developer’s request in writing that the agreement be filed unexecuted. If the Development Agreement is executed by both parties, the ISO shall file the agreement with the Commission for its acceptance within ten (10) Business Days after the execution of the Development Agreement by both parties. If the Developer requests that the Development Agreement be filed unexecuted, the ISO shall file the agreement at the Commission within ten (10) Business Days of receipt of the request from the Developer. The ISO will draft, to the extent practicable, the portions of the Development Agreement and appendices that are in dispute and will provide an explanation to the Commission of any matters as to which the parties disagree. The Developer will provide in a separate filing any comments that it has on the unexecuted agreement, including any alternative positions it may have with respect to the disputed provisions. Upon the ISO’s and the Developer’s execution of the Development Agreement or the ISO’s filing of an unexecuted Development Agreement with the Commission, the ISO and the Developer shall perform their respective obligations in accordance with the terms of the Development Agreement that are not in dispute, subject to modification by the Commission. The Connecting Transmission Owner(s) and Affected System Operator(s) that are identified in Attachment P of the ISO OATT in connection with the selected transmission Generator Deactivation Solution shall act in good faith in timely performing their obligations that are required for the Developer to satisfy its obligations under the Development Agreement.

  • Termination of Consulting Agreement As of the Effective Date, the Consulting Agreement is hereby terminated and is of no further force or effect.

  • of the Employment Agreement Section 4.4.3 of the Employment Agreement is hereby amended and restated in its entirety to read as follows:

  • Amendment to Employment Agreement The Employment Agreement is hereby amended as follows:

  • Transition Agreement On the Closing Date, Seller and Buyer shall execute the Transition Services Agreement, attached as Exhibit F to this Agreement, in which Seller shall agree to provide transition services to Buyer with respect to the Assets.

  • Termination and Amendment of Agreement The Corporation and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement. The Custodian may terminate this Agreement by giving the Corporation ninety days' written notice of such termination by registered mail addressed to the Corporation at its principal place of business. The Corporation may terminate this Agreement at any time by written notice thereof delivered, together with a copy of the resolution of the Board of Directors authorizing such termination and certified by the Secretary of the Corporation, by registered mail to the Custodian. Upon such termination of this Agreement, assets of the Corporation held by the Custodian shall be delivered by the Custodian to a successor custodian, if one has been appointed by the Corporation, upon receipt by the Custodian of a copy of the resolution of the Board of Directors of the Corporation certified by the Secretary, showing appointment of the successor custodian, and provided that such successor custodian is a bank or trust company, organized under the laws of the United States or of any State of the United States, having not less than two million dollars aggregate capital, surplus and undivided profits. Upon the termination of this Agreement as a part of the transfer of assets, either to a successor custodian or otherwise, the Custodian will deliver securities held by it hereunder, when so authorized and directed by resolution of the Board of Directors of the Corporation, to a duly appointed agent of the successor custodian or to the appropriate transfer agents for transfer of registration and delivery as directed. Delivery of assets on termination of this Agreement shall be effected in a reasonable, expeditious and orderly manner; and in order to accomplish an orderly transition from the Custodian to the successor custodian, the Custodian shall continue to act as such under this Agreement as to assets in its possession or control. Termination as to each security shall become effective upon delivery to the successor custodian, its agent, or to a transfer agent for a specific security for the account of the successor custodian, and such delivery shall constitute effective delivery by the Custodian to the successor under this Agreement. In addition to the means of termination herein before authorized, this Agreement may be terminated at any time by the vote of a majority of the outstanding shares of the Corporation and after written notice of such action to the Custodian.

  • Non-Competition Agreement (a) Subject to Sections 5(d) and (f) and Section 12, Employee will not, during the period of his employment by or with the Company, and for a period of two (2) years immediately following the termination of his employment with the Company, for any reason whatsoever, directly or indirectly, for himself or on behalf of or in conjunction with any other person, company, partnership, corporation, business or entity of whatever nature:

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