Termination of the Agreement by the Company Sample Clauses

Termination of the Agreement by the Company. NXR Global reserves the right to terminate any membership for violating the above Terms. Any behavior that is deemed as inappropriate or detrimental to the company and/or its affiliates is grounds for termination. In addition to this, any chargebacks or charge disputes issued by a NXR Global member against NXR Global or any of our affiliated companies will result in immediate termination of the Member's accounts. In the event of termination, you must immediately cease representing yourself as a Distributor. The Company reserves the right to terminate any other household position, DBA, corporation, partnership or trust in the event of termination arising from a Compliance Committee finding. If a position is terminated, all current and pending commissions and/or bonuses otherwise entitled to the terminated position will roll up to the next qualified position. The Company reserves the right to terminate an inactive person. Upon termination, you shall have no right, title, claim or compensation derived from the sales of products in your downline, organization or any future bonuses and/or commissions from sales generated by the organization. You: • Shall not refer yourself as a Distributor. • Shall not have the right to sell Company Products. • Must discontinue using any materials bearing any Company logo, trademark or service mark. • Shall not continue to communicate with the Company.
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Termination of the Agreement by the Company. The Legends Network reserves the right to terminate any membership for violating the above Terms. Any behavior that is deemed as inappropriate or detrimental to the company and/or its affiliates is grounds for termination. In addition to this, any chargebacks or charge disputes issued by a The Legends Network member against The Legends Network or any of our affiliated companies will result in immediate termination of the Member's accounts in The Legends Network. In the event of termination, you must immediately cease representing yourself as a Distributor. The Company reserves the right to terminate any other household position, DBA, corporation, partnership or trust in the event of termination arising from a Compliance Committee finding. If a position is terminated, all current and pending commissions and/or bonuses otherwise entitled to the terminated position will roll up to the next qualified position. The Company reserves the right to terminate an inactive person. Upon termination, you shall have no right, title, claim or compensation derived from the sales of services in your downline, organization or any future bonuses and/or commissions from sales generated by the organization. You: • Shall not refer yourself as a Distributor. • Shall not have the right to sell Company Services.. • Must discontinue using any materials bearing any Company logo, trademark or service mark. • Shall not continue to communicate with the Company.
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Termination of the Agreement by the Company. This Agreement may be terminated in full by the Company at any time prior to the Offer Closing Time if: (a) (i) the Bidder fails to commence the Tender Offer in violation of Section 3.1 or otherwise by June 30, 2024 (the “Required Commencement Date”); provided, however, that (A) the right to terminate this Agreement under this Section 13.3(a)(i) shall not be available to the Company to the extent that the Company’s breach of any provision of this Agreement has been the primary cause of, or principally resulted in, the failure of the Bidder to commence the Tender Offer by the Required Commencement Date and (B) if the Company or its Representatives fail to deliver the information concerning the Marel Group necessary to enable JBT to prepare required pro forma financial statements and related footnotes pursuant to Section 2.4(b) and the historical financial statements and related footnotes required in connection with the Registration Statement at the time of the initial filing of the Registration Statement (collectively, the “Required Company Information”) by April 30, 2024, then the Required Commencement Date shall be automatically extended, without any action required by either Party, by the number of Business Days equivalent to the number of Business Days in the period of time starting on April 30, 2024 and ending on the date of delivery of the Required Company Information by the Company or its Representatives to JBT, or (ii) (A) the Closing Conditions have been satisfied or waived at or prior to the Expiration Date (other than those Closing Conditions that by their nature are to be satisfied at the Expiration Date, but subject to such conditions being able to be satisfied at the Expiration Date or being waived at the Expiration Date), (B) the Bidder, in violation of the terms of this Agreement, fails to accept for purchase Marel Shares validly tendered (and not withdrawn) pursuant to the Tender Offer prior to the expiration of the Failure Notice Period (as defined below) and (C) the Company has delivered written notice (the “Company’s Notice”) to the Bidder of the Company’s intention to terminate this Agreement pursuant to this Section 13.3(a)(ii) if the Bidder fails to accept for purchase Marel Shares validly tendered (and not validly withdrawn) pursuant to the Tender Offer by 11:59 p.m. (New York City time) on the second (2nd) Business Day following the date of the Company’s delivery of the Company’s Notice (or such shorter period of time as remains pri...
Sample 1
Termination of the Agreement by the Company. Nexus Rewards reserves the right to terminate any membership for violating the above Terms. Any behavior that is deemed as inappropriate or detrimental to the company and/or its affiliates is grounds for termination. In addition to this, any chargebacks or charge disputes issued by a Nexus Rewards member against Nexus Rewards or any of our affiliated companies will result in immediate termination of the Member's accounts. In the event of termination, you must immediately cease representing yourself as a Distributor. The Company reserves the right to terminate any other household position, DBA, corporation, partnership or trust in the event of termination arising from a Compliance Committee finding. If a position is terminated, all current and pending commissions and/or bonuses otherwise entitled to the terminated position will roll up to the next qualified position. The Company reserves the right to terminate an inactive person. Upon termination, you shall have no right, title, claim or compensation derived from the sales of products in your downline, organization or any future bonuses and/or commissions from sales generated by the organization. You: • Shall not refer yourself as a Distributor. • Shall not have the right to sell Company Products / Membership. • Must discontinue using any materials bearing any Company logo, trademark or service mark. • Shall not continue to communicate with the Company.
Sample 1
Termination of the Agreement by the Company. To the extent permitted under Code Section 409A, the Committee shall have the authority, in its sole discretion, to terminate the Agreement and distribute the Participant’s entire Deferred Compensation Account to the Participant or, if applicable, his Beneficiary provided that: (i) All arrangements sponsored by the Company that would be aggregated with this Agreement under Proposed Regulation Section 1.409A-1(c) if the Participant participated in all of the arrangements are terminated; (ii) No payments other than payments that would be payable under the terms of this Agreement and the other aggregated arrangements if the termination had not occurred are made within twelve months of the termination of this Agreement and the other aggregated arrangements; (iii) All payments under this Agreement and the other aggregated arrangements are made within twenty four months of the termination of this Agreement and the other aggregated arrangements; and (iv) The Company does not adopt a new arrangement that would be aggregated with this Agreement and any other terminated arrangements under Proposed Regulation Section 1.409A-1(c) if the Participant had participated in both arrangements, at any time within five years following the date of termination of this Agreement and the other terminated arrangements.
Sample 1
Termination of the Agreement by the Company. Jupiter Wellness acknowledges that time is of the essence in the payment of all compensation due Company hereunder. In the event any compensation set forth in Section 7 is not timely paid or provided by Jupiter Wellness, Company shall have the right to terminate this Agreement, effective upon the expiration of thirty (30) days following written notice to Jupiter Wellness of Company’s election to so terminate for failure of Jupiter Wellness to perform in accordance with the provisions hereof. Jupiter Wellness shall have the right to cure such failure by making the required payment within the thirty (30) day period following such written notice, and in that event, this Agreement shall continue in force. Company may also terminate this Agreement immediately upon the occurrence of any of the following events: (a) a material breach by Jupiter Wellness of any of the terms of this Agreement, provided Jupiter Wellness has failed to cure such breach within thirty (30) days of receiving notice by Company of such breach; or (b) Jupiter Wellness is adjudicated insolvent, seeks protection under the United States Bankruptcy Code, or discontinues the sale of the Products; or (c) Jupiter Wellness is engaged in a corporate scandal that shocks, insults or offends a substantial class or group of the community or offends public morals and decency to such an extent that the Player’s personal brand is substantially impaired due to his association with Jupiter Wellness; or (d) Any of the Products receive unwelcome criticism or reviews on a consistent basis such that, in the Company’s reasonable opinion, the Player’s continued association with the Products brings him or the Company into disrepute; or (e) Any of the Products are found to contain substances which are on WADA banned listed of substances. Any such termination shall not relieve Jupiter Wellness of its obligation to pay Company all Fees earned by Company prior to the effective date of such termination, or to issue any shares that may be subject to the warrants referred to in Section 7(a)(iii). Accordingly, Company shall not waive any of Company’s rights at law or in equity. Any act or omission by Player which would have been a breach of this Agreement were such act or omission committed by Company, shall be deemed to be a breach of this Agreement by Company.
Sample 1
Termination of the Agreement by the Company. WorldCom may terminate this Agreement immediately upon notice to Customer if (a) Customer fails to provide a bond or security deposit as required under Section 8.2 above; or (b) Customer provides false information to the Company regarding the Customer’s identity, credit-worthiness, or its planned use of the Services. In addition, the Company may terminate this Agreement for Cause.
Sample 1
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Termination of the Agreement by the Company. (a) During the first 12 months of this Agreement- (i) In the event the Consultant has not reached 100% of the semi-annual targets under section 3.2 (d) herein, the Company may terminate this Agreement, with or without cause, upon a two (2) month advance written notice to the Consultant. (ii) In the event the Consultant has reached the targets determined under section 3.2 (d) herein the Company may terminate this Agreement, with or without cause, upon a four (4) month advance written notice to the Consultant. (b) Following the first 12 months of this Agreement, the Company may terminate this Agreement, with or without cause, upon a four (4) month advance written notice to the Consultant. (c) Notwithstanding anything to the contrary, in the event of a Justifiable Cause (as defined below and subject to any applicable law), the Company shall be entitled to terminate this Agreement immediately without any advance written notice and this Agreement and the relationship shall be deemed effectively terminated as of the time of delivery of such notice. The term "Justifiable Cause" shall mean: (i) the Consultant's conviction of a felony deemed by the court to be of disgraceful nature; (ii) the Consultant's material breach of the terms and conditions of this Agreement including but not limited to willful breach of his confidentiality and/or non-competition duties; (iii) the Consultant's involvement with an act which constitutes a breach of the Company’s trust including but not limited to: fraud, misappropriation, embezzlement, theft from the Company, or other acts of material dishonesty against the Company; or (iv) the Consultant’s willful engagement in gross misconduct materially injurious to the Company. It is hereby agreed that in the event of termination for Justifiable Cause, the Consultant’s contractual relationship shall be terminated immediately and unilaterally, and the Consultant shall not be entitled to any Monthly Retainer fee and/or Annual Success Bonus.
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Related to Termination of the Agreement by the Company

  • Termination of the Agreement In the event of failure by the participant to perform any of the obligations arising from the agreement, and regardless of the consequences provided for under the applicable law, the institution is legally entitled to terminate or cancel the agreement without any further legal formality where no action is taken by the participant within one month of receiving notification by registered letter. If the participant terminates the agreement before its agreement ends or if he/she fails to follow the agreement in accordance with the rules, he/she shall have to refund the amount of the grant already paid, except if agreed differently with the sending organisation. In case of termination by the participant due to "force majeure", i.e. an unforeseeable exceptional situation or event beyond the participant's control and not attributable to error or negligence on his/her part, the participant shall be entitled to receive at least the amount of the grant corresponding to the actual duration of the mobility period. Any remaining funds shall have to be refunded, except if agreed differently with the sending organisation.

  • Employment by the Company Executive agrees to be employed by the Company during the Term upon the terms and subject to the conditions set forth in this Agreement. Executive shall serve as an executive of the Company and shall have such duties as may be prescribed by the Company and shall serve in such other and/or additional position(s) as the Company may determine from time to time.

  • Other Termination by the Company If the Company terminates Executive’s employment without Cause before this Agreement terminates, or Executive terminates his employment for Good Reason (defined below) before this Agreement terminates, the Company will pay Executive a payment having a present value equal to the compensation and other benefits he would have been entitled to for the remainder of the term if his employment had not terminated. All payments made pursuant to this Section 9(b) shall be completed no later than March 15 of the calendar year following the calendar year in which Executive’s employment terminates.

  • Limitation on Resignation and Assignment by the Servicer The Seller has entered into this Agreement with the Servicer in reliance upon the independent status of the Servicer, and the representations as to the adequacy of its servicing facilities, plant, personnel, records and procedures, its integrity, reputation and financial standing, and the continuance thereof. Therefore, the Servicer shall neither assign its rights under this Agreement or the servicing hereunder nor delegate its duties hereunder or any portion thereof, or sell or otherwise dispose of all or substantially all of its property or assets without, in each case, the prior written consent of the Seller (as owner of the servicing rights relating to the Mortgage Loans) and the Master Servicer, which consent, in the case of an assignment of rights or delegation of duties, shall be granted or withheld in the discretion of the Seller and the Master Servicer, and which consent, in the case of a sale or disposition of all or substantially all of the property or assets of the Servicer, shall not be unreasonably withheld; provided, that in each case, there must be delivered to the Master Servicer and the Trustee a letter from each Rating Agency to the effect that such transfer of servicing or sale or disposition of assets will not result in a qualification, withdrawal or downgrade of the then-current rating of any of the Certificates. Notwithstanding the foregoing, the Servicer, without the consent of the Seller (as owner of the servicing rights relating to the Mortgage Loans), the Master Servicer or the Trustee, may retain third party contractors to perform certain servicing and loan administration functions, including without limitation, hazard insurance administration, tax payment and administration, flood certification and administration, collection services and similar functions; provided, that the retention of such contractors by Servicer shall not limit the obligation of the Servicer to service the Mortgage Loans pursuant to the terms and conditions of this Agreement. The Servicer shall not resign from the obligations and duties hereby imposed on it except by mutual consent of the Servicer and the Master Servicer or upon the determination that its duties hereunder are no longer permissible under applicable law and such incapacity cannot be cured by the Servicer. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Master Servicer and the Trustee which Opinion of Counsel shall be in form and substance acceptable to the Master Servicer and the Trustee. No such resignation shall become effective until a successor shall have assumed the Servicer’s responsibilities and obligations hereunder in the manner provided in Section 9.01. Without in any way limiting the generality of this Section 7.03, in the event that the Servicer either shall assign this Agreement or the servicing responsibilities hereunder or delegate its duties hereunder or any portion thereof or sell or otherwise dispose of all or substantially all of its property or assets, without the prior written consent of the Seller, the Trustee and the Master Servicer, then the Seller, the Trustee or the Master Servicer shall have the right to terminate this Agreement upon notice given as set forth in Section 8.01, without any payment of any penalty or damages and without any liability whatsoever to the Servicer or any third party.

  • Termination by the Company This Agreement may be terminated and the Merger Transactions abandoned at any time before the Acceptance Time by the Company: (a) in order to enter into an Acquisition Agreement pursuant to and in accordance with Section 5.3(c), so long as concurrently with such termination the Company pays the Expense Reimbursement under Section 7.6(b)(i); (b) if Parent or Merger Sub breaches any of their respective representations or warranties, or fails to perform any of their respective covenants or agreements contained in this Agreement, and which breach or failure (i) would, individually or when aggregated with any such other breaches of failures, result in a Parent Material Adverse Effect and (ii) by its nature cannot be cured or has not been cured by Parent or Merger Sub, as applicable, by the earlier of (A) the Outside Date and (B) the date that is twenty (20) Business Days after Xxxxxx’s receipt of written notice of such breach from the Company, but only so long as the Company is not then in material breach of its representations or warranties or materially failing to perform its covenants or agreements contained in this Agreement in a manner that would allow Parent to terminate this Agreement under Section 7.3(b); or (c) upon prior written notice to Parent, if Xxxxxx Sub fails to commence the Offer in accordance with the terms of this Agreement hereof on or prior to the fifteenth (15th) Business Day following the date hereof or if Merger Sub fails to consummate the Offer when required to do so in accordance with the terms of this Agreement; provided, however, that the right to terminate this Agreement pursuant to this Section 7.4(c) shall not be available to the Company if the Company is in breach of any representation, warranty, covenant or agreement set forth in this Agreement that has been the proximate cause of, or resulted in, Merger Sub’s failure to commence or consummate the Offer in accordance with the terms of this Agreement.

  • Clean-Up Terminations by the Sellers (a) The Sellers shall have the right to elect to terminate this Agreement in the event that the remaining Serviced Appointments have generated LTM Fee Revenue that is less than 5% of the aggregate fee revenue generated by all Appointments that are Serviced Appointments as of January 1, 2024 in the twelve-month period prior to January 1, 2024. (b) In the event the Sellers elect to terminate this Agreement pursuant to clause (a) above, the Sellers shall, concurrently with such termination, pay to the Purchasers an amount equal to LTM Fee Revenue multiplied by 1.40. (c) For purposes of this Agreement, “LTM Fee Revenue” means the fee revenue (excluding net interest income but including money market fund fees) generated by all remaining Serviced Appointments in the last full twelve-month period prior to the time the Sellers elect to exercise their termination right pursuant to this Section 7.2.2.

  • Assignment by the Company The rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior written consent of the Investor.

  • Termination of the Company Upon the voluntary termination of the Company upon the consent of the Members, the sale or other transfer of all or substantially all of the Company's assets or any other termination of the Company in accordance with the provisions of this Agreement, the Company shall wind up its affairs and shall then be liquidated as provided in Article 13.

  • Termination of Employment by the Company During the Term, the Company may terminate the Executive's employment at any time with or without Cause (as defined below) pursuant to the Notice of Termination provision below.

  • Duration and Termination of the Agreement This Agreement shall become effective upon its execution; provided, however, that this Agreement shall not become effective with respect to any Portfolio now existing or hereafter created unless it has first been approved (a) by a vote of the Independent Trustees, cast in person at a meeting called for the purpose of voting on such approval, and (b) if required under the 1940 Act, by an affirmative vote of a majority of the outstanding voting shares of that Portfolio. This Agreement shall remain in full force and effect continuously thereafter without the payment of any penalty as follows: (a) By vote of a majority of the (i) Independent Trustees, or (ii) outstanding voting shares of the applicable Portfolios, the Trust may at any time terminate this Agreement with respect to any or all Portfolios by providing not more than 60 days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager and the Subadviser. (b) This Agreement will terminate automatically with respect to a Portfolio unless, within two years after its initial effectiveness with respect to such Portfolio and at least annually thereafter, the continuance of the Agreement is specifically approved by (i) the Board of Trustees or the shareholders of such Portfolio by the affirmative vote of a majority of the outstanding shares of such Portfolio, and (ii) a majority of the Independent Trustees, by vote cast in person at a meeting called for the purpose of voting on such approval. If the continuance of this Agreement is submitted to the shareholders of any Portfolio for their approval and such shareholders fail to approve such continuance as provided herein, the Subadviser may continue to serve hereunder in a manner consistent with the 1940 Act and the rules and regulations thereunder. (c) The Manager may at any time terminate this Agreement with respect to any or all Portfolios by not less than 60 days’ written notice delivered or mailed by registered mail, postage prepaid, to the Subadviser, and the Subadviser may at any time terminate this Agreement with respect to any or all Portfolios by not less than 90 days’ written notice delivered or mailed by registered mail, postage prepaid, to the Manager. (d) This Agreement automatically and immediately will terminate in the event of its assignment. Upon termination of this Agreement with respect to any Portfolio, the duties of the Manager delegated to the Subadviser under this Agreement with respect to such Portfolio automatically shall revert to the Manager.

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