Termination of Transaction. Change in Law In the event that, at any time, and from time to time, during the term of this Transaction, any applicable laws or regulations are changed or new applicable laws or regulations are promulgated, which have a material adverse economic effect upon either Party (such Party being the “Affected Party”), and such event does not constitute a Force Majeure, the Affected Party shall have the right to terminate the Transaction Confirmation as of the end of the applicable thirty (30) day period (the “Termination Date”) by giving written notice thereof to the other Party which notice shall include the applicable law or regulation that has a material adverse economic effect upon the Affected Party. Other than amounts due and owing as of the Termination Date, neither Party shall be liable to the other Party for any damages resulting from such termination.
Termination of Transaction. General Notwithstanding anything in the preceding “Termination of Transaction” sections, the obligations of either Party to make payment hereunder or with respect to any Transactions entered into prior to the effective date of such termination, including any related adjustments, shall survive the termination of this Transaction Confirmation.
Termination of Transaction. Subject to paragraphs 10 and 11 of the Agreement and Buyer’s rights with respect to a Regulatory Event and as otherwise set forth in this Confirmation, unless the parties otherwise agree, the Transaction shall not be terminable on demand by either Party.
Termination of Transaction. If DSC determines that the Message Logic software included in the Message Logic Assets is not acceptable for DSC’s purposes in DSC’s sole and absolute discretion, which determination shall not be subject to review by Message Logic, DSC shall provide written notice thereof to Message Logic on or before the ninetieth (90th) day after the Closing Date in which case (a) the items deposited in escrow at Closing subject to the terms of the Escrow Agreement shall be returned to the party that deposited such item as provided therein; (b) DSC shall promptly transfer and return possession of all the Message Logic Assets to Message Logic (except that DSC shall be entitled to retain the revenue, work-in-progress and accounts receivable associated with any services rendered by DSC, if any); (c) this Agreement and the Employment Agreement shall terminate (except for any provisions that expressly survive termination of each such respective agreement); and (d) Message Logic shall provide its promissory note in favor of DSC for the amount of any Assumed Liabilities paid by DSC to the extent such Assumed Liabilities paid by DSC exceed the advance payments paid to and retained by DSC by customers for services to be rendered after the Message Logic Assets are transferred and returned to Message Logic, with such note payable in thirty six (36) equal monthly installments beginning on the first day of the first calendar month following the date that the Message Logic Assets are transferred and returned to Message Logic, and continuing on the first day of the next thirty five (35) calendar months thereafter.
Termination of Transaction. In the event that the transaction subject of the 155 Operating Agreement does not proceed as contemplated in such agreement, then the Company shall be dissolved pursuant to the terms of this Operating Agreement. The Members agree that any amounts that each of them have contributed to 155 ET LLC may not be returned in certain events and therefore Hooters Gaming LLC and Lags agree that, as to themselves, neither shall pursue the other for the return of any amounts not returned in the event of the failure of 155 ET LLC to pursue the business set forth therein. Provided, however that in such event, the 155 Operating Agreement shall state that the Lags Restaurant Consent and the Hooters License Agreement shall be returned to Lags and Hooters Gaming LLC, respectively.
Termination of Transaction. The Subject Transactions and Subject Confirmations shall be terminated, canceled, and of no further force and effect upon MLI’s receipt of payment of the settlement amount (the “Settlement Amount”) to be determined by the Calculation Agent (as defined in the Master Agreement) in accordance with the Master Agreement and Subject Confirmations upon completion of MLI’s hedging transactions in connection with this Agreement (such hedging transactions occurring during a “Hedging Period”).
Termination of Transaction. On 12 February 2009, the Vendor and the Purchaser entered into the Termination Agreement and mutually agreed to terminate the Agreement.
Termination of Transaction. (i) On the Closing Date and subject to Paragraph B below, the Transaction shall terminate upon Dealer’s receipt of the Termination Amount (as defined below), and Dealer’s delivery of the Returned Shares to the Block Settlement Account (as specified in Paragraph A(iii) below). Each of Dealer and Counterparty hereby agrees that, upon receipt of the Termination Amount and delivery of the Returned Shares to the Block Settlement Account: (a) the Transaction and all of the respective rights and obligations of Dealer, Counterparty and the Collateral Custodian thereunder are cancelled and terminated as of the Closing Date; (b) Dealer releases and discharges Counterparty from and agrees not to make any claim against Counterparty with respect to any obligations of Counterparty arising out of, and to be performed in connection with, the Transaction after the Closing Date and; (c) Counterparty releases and discharges Dealer and Collateral Custodian from and agrees not to make any claim against Dealer or Collateral Custodian with respect to any obligations of Dealer of Collateral Custodian as the case may be, arising out of, and to be performed in connection with, the Transaction after the Closing Date. Each of the parties hereby represents and acknowledges to the other that, upon receipt of the Termination Amount by Dealer and delivery of the Returned Shares by Dealer, no further amounts are owed by Dealer or Counterparty or Collateral Custodian to any other party with respect to the Transaction.
(ii) In consideration for the termination of the Transaction, and as a condition to the delivery of the Returned Shares, Counterparty shall, pursuant to the Settlement Agreement, cause to be paid to Dealer on the Closing Date a termination payment in US dollars (the “Termination Amount”) in immediately available funds equal to USD [_____________], which is (a) the Funded Collar Termination Amount minus (b) the Value of the Retained Shares, where:
Termination of Transaction. The Subject Transaction and Subject Confirmation shall be terminated, canceled, and of no further force and effect upon receipt of payment from Xxxxxx in the amount of $2,500,000.00 by MLI, which payment is due on Friday April 30, 2004.
Termination of Transaction
