Termination of Prior Arrangements Sample Clauses

Termination of Prior Arrangements. The parties hereto --------------------------------- acknowledge and agree that this Agreement supersedes and terminates all existing severance agreements or arrangements between the Company or any of its affiliates and the Executive including without limitation the severance arrangements approved by the Compensation Committee of the Company on August 17, 1994, without any liability thereunder from the Company, the Buyers (as defined in the Stock Purchase Agreement) or the Subsidiaries (as defined in the Stock Purchase Agreement).
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Termination of Prior Arrangements. The parties hereto acknowledge and agree that this Agreement supersedes and terminates all existing severance agreements or arrangements between the Company or any of its affiliates and the Executive.
Termination of Prior Arrangements. The parties hereto acknowledge and agree that this Agreement supersedes and terminates all existing employment and severance agreements or arrangements between the Company and/or any of its affiliates and the Executive, including but not limited to Executive’s employment agreement with the Company dated as of December 31, 2002.
Termination of Prior Arrangements. 2.1 Without prejudice to the rights, claims or demands of each Party accrued under any Prior Arrangement prior to the Effective Date, the Parties hereby agree that all Prior Arrangements shall be deemed to have been terminated with effect from and including the Effective Date. 2.2 The Parties agree that the fees payable to the Investment Consultant pursuant to this Agreement are without prejudice to the fees and other amounts payable under the Prior Arrangements for the period up to the Effective Date, and in particular that the Investment Consultant is entitled under the Prior Arrangements to receive: 2.2.1 a payment in respect of support services fees and administration fees in the sum of US$ 594,983; and 2.2.2 a payment in respect of termination of employment of its employees in the sum of US$154,089
Termination of Prior Arrangements. The parties hereto acknowledge and agree that, as of the Effective Date, this Agreement supersedes and terminates all existing employment, consulting and/or severance agreements or arrangements between the Company and/or any of its affiliates and Xxxxxx. However, in the event of the death of Xxxxxx xxxxx to the date on which Xxxxxx' spouse, Xxxxx Xxxxxx, is 65 years of age, Xxxxx Xxxxxx shall be a third party beneficiary of the provisions of Paragraphs 2(b)(ii) and 4(b) hereof.
Termination of Prior Arrangements. The Parties agree and acknowledge that the Business Partnership Agreement, dated June 21, 2013, between Customer (Customer is referred to as “Multitest Electronic Systems (Minnesota Division)” therein), Supplier, and DAT (DAT is referred to as “Xxxxxxx Xxxxxxx Technologies (ECT)” therein) and the partnership referenced therein (the “Prior Arrangements”) shall be of no force and effect from and after the Effective Date. Each Party agrees and acknowledges that no obligations or entitlements remain under the Prior Arrangements, including without limitation those contained in the “Nature of Business” section (Section 1 therein), the “Day to Day Operation” section (Section 2 therein) and the “Non-Compete Agreement” section (Section 9 therein), and no deliverables are owed by either Party under such Prior Arrangements.

Related to Termination of Prior Arrangements

  • Termination of Prior Agreements The execution of this Agreement shall be deemed to constitute the termination as of the Effective Date of any and all prior agreements between an Acquiring Fund and an Acquired Fund that relates to the investment by any Acquiring Fund in any Acquired Fund in reliance on a participation agreement, exemptive order or other arrangement among the parties intended to achieve compliance with Section 12(d)(1) of the 1940 Act (the “Prior Section 12 Agreements”). The parties hereby waive any notice provisions, conditions to termination, or matters otherwise required to terminate such Prior Section 12 Agreements.

  • Termination of Prior Agreement Upon the effectiveness of this Agreement, the Prior Agreement shall terminate and be of no further force and effect, and shall be superseded and replaced in its entirety by this Agreement.

  • Incorporation of Prior Agreements; Modifications This Lease is the only agreement between the parties pertaining to the lease of the Property and no other agreements are effective. All amendments to this Lease shall be in writing and signed by all parties. Any other attempted amendment shall be void.

  • Incorporation of Prior Agreements This Lease and the attachments listed in Section 1.16 contain all agreements of the parties with respect to the lease of the Premises and any other matter mentioned herein. No prior or contemporaneous agreement or understanding pertaining to any such matter shall be effective. Except as otherwise stated in this Lease, Tenant hereby acknowledges that no real estate broker nor Landlord or any employee or agents of any of said persons has made any oral or written warranties or representations to Tenant concerning the condition or use by Tenant of the Premises or the Project or concerning any other matter addressed by this Lease.

  • Incorporation of Prior Agreements; Amendments This Lease contains all agreements of the parties with respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective. This Lease may be modified in writing only, signed by the parties in interest at the time of the modification. Except as otherwise stated in this Lease, Lessee hereby acknowledges that neither the real estate broker listed in Paragraph 15 hereof nor any cooperating broker on this transaction nor the Lessor or any employees or agents of any of said persons has made any oral or written warranties or representations to Lessee relative to the condition or use by Lessee of said Premises and Lessee acknowledges that Lessee assumes all responsibility regarding the Occupational Safety Health Act, the legal use and adaptability of the Premises and the compliance thereof with all applicable laws and regulations in effect during the term of this Lease except as otherwise specifically stated in this Lease.

  • Termination of Tax Sharing Agreements All Tax sharing agreements or similar arrangements with respect to or involving the Business shall be terminated prior to the Closing Date and, after the Closing Date, Buyer and its Affiliates shall not be bound thereby or have any liability thereunder for amounts due in respect of periods ending on or before the Closing Date.

  • Other Termination Provisions 1. We may deliver any notice instead of mailing it. Proof of mailing of any notice shall be sufficient proof of notice. 2. If this policy is cancelled, you may be entitled to a premium refund. If so, we will send you the refund. The premium refund, if any, will be computed according to our manuals. However, making or offering to make the refund is not a condition of cancellation. 3. The effective date of cancellation stated in the notice shall become the end of the policy period.

  • Termination Provisions In this Agreement:

  • 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 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).

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