Termination Prior to Expiration. (a) McDonald's may terminate any affected Service at any time if (i) Chipotle shall have failed to perform any of its material obligations under this Agreement relating to any such Service, (ii) McDonald's has notified Chipotle in writing of such failure, and (iii) such failure shall have continued for a period of thirty (30) days after Chipotle's receipt of notice of such failure.
(b) Chipotle may terminate any affected Service at any time if (i) McDonald's shall have failed to perform any of its material obligations under this Agreement relating to any such Service, (ii) Chipotle has notified McDonald's in writing of such failure, and (iii) such failure shall have continued for a period of thirty (30) days after McDonald's' receipt of notice of such failure.
(c) McDonald's may terminate any affected Service effective immediately upon written notice to Chipotle if the performance of such Service would require McDonald's to violate any applicable laws, rules or regulations or would result in the breach of any applicable contract.
Termination Prior to Expiration. If this Agreement is terminated prior to its expiration, then:
(a) the rights and licenses granted by POZEN to Xcel under this Agreement will terminate immediately;
(b) all Regulatory Approvals will be assigned and transferred by Xcel to POZEN, and Xcel will promptly take all actions and execute such documents as requested by POZEN to effect such transfer to POZEN;
(c) Xcel will transfer to POZEN such quantities of Licensed Product in Xcel’s inventory as may be requested by POZEN no later than 30 days of such termination and POZEN will pay to Xcel an amount equivalent to [CONFIDENTIAL TREATMENT REQUESTED] such Licensed Product, provided POZEN will buy all such Licensed Product that has at least [CONFIDENTIAL TREATMENT REQUESTED] of shelf life at the time this Agreement is terminated and Xcel will be entitled, notwithstanding any provision herein to the contrary, to sell (or have sold) all other Licensed Product in its inventory for up to [CONFIDENTIAL TREATMENT REQUESTED] following the termination of this Agreement provided that the terms of this Agreement, including Xcel’s royalty payment obligations in Section 8, will apply with respect to such sales (excluding any transfers to POZEN) as if this Agreement was still in effect;
(d) at POZEN’s election, Xcel will transfer and cause its Affiliates and agents to transfer to POZEN any or all Promotional Materials, and POZEN will (i) pay to Xcel an amount [CONFIDENTIAL TREATMENT REQUESTED] of such Promotional Materials, and (ii) sticker-over any Xcel Trademarks prior to the use of any such Promotional Materials;
(e) POZEN will, insofar as Xcel is concerned, have the exclusive right to develop, make, have made, use, and Commercialize Licensed Products in the Territory alone or with or through a Third Party; and
(f) the licenses granted to POZEN in Section 7.3 are worldwide (but non-exclusive in the Territory), fully paid, perpetual and irrevocable.
Termination Prior to Expiration. This Agreement may be terminated, in whole or in part, by the Parties prior to the expiration of its Term upon written notice, if any of the following conditions occur:
i. By either party, effective upon notice, if authorization and approval to conduct the Study is withdrawn by the FDA or other regulatory authority.
ii. By either party, effective upon notice, if in the reasonable and good faith opinion of Principal Investigator, Institution, and/or AIM the Study should be terminated for safety reasons.
iii. By AIM, effective upon notice, if Principal Investigator or Institution becomes disbarred
iv. Upon written mutual agreement or upon thirty (30) days’ notice for uncured breach of this Agreement.
Termination Prior to Expiration. (a) Parent may terminate any affected CDC Software Service at any time if (i) CDC Software shall have failed to perform any of its material obligations under this Agreement relating to any such Service, (ii) Parent has notified CDC Software in writing of such failure and (iii) such failure shall have continued for a period of thirty (30) days after CDC Software’s receipt of notice of such failure.
(b) Parent may terminate any or all CDC Software Service or Parent Service at any time from and after the Ownership Reduction Date.
(c) CDC Software may terminate any affected Parent Service at any time if (i) Parent shall have failed to perform any of its material obligations under this Agreement relating to any such Service, (ii) CDC Software has notified Parent in writing of such failure, and (iii) such failure shall have continued for a period of thirty (30) days after Parent’s receipt of notice of such failure.
(d) Either Party may terminate any Service effective immediately upon written notice to the other Party if the performance of such Service would require the performing Party to violate any applicable laws, rules or regulations or would result in the breach of any applicable contract.
Termination Prior to Expiration. 19.1 In addition to the right to terminate for lack of maintenance, the CITY shall have a right to terminate this Lease in whole or in part upon the breach of this Agreement by the LEAGUE for failure to perform and/or keep or observe any of the terms, covenants and conditions which it is obligated to perform, keep, or observe under this Lease, after the expiration of a fifteen (15) day period following a request for compliance given in writing by the City Manager to the LEAGUE; addressed to, or hand delivered to the League President. In the event the LEAGUE holds or allows an event to take place at the Facility in violation of Section II of this Agreement, allows another entity to use any part of the Facility or subleases any part of the Facility, the CITY may immediately terminate this Agreement by providing written notice to the LEAGUE that this Agreement is terminated.
Termination Prior to Expiration. (i) Upon termination of this Agreement prior to the expiration of the term, and subject to paragraphs 4.2(ii) and 4.2(iii) below, the Company shall: (a) pay to TW, within five days after the date of such termination, a one-time payment in an amount equal to any and all amounts that TW would have been entitled to receive under paragraph 3.1 of this Agreement with respect to the period that begins on the date of termination and ends on the date on which this Agreement would otherwise have expired; and (b) perform its remaining obligations under this Agreement including, but not limited to, its remaining obligations under paragraph 3.2 hereof;
(ii) Notwithstanding paragraph 4.2(i) of this Agreement, in the event that:
(a) TW terminates this Agreement for the reason set forth in paragraph 1.3(iii) of this Agreement;
(b) the Company terminates this Agreement for the reason set forth in paragraph 1.2(i) of this Agreement;
(c) this Agreement terminates because of Executive's termination for the reasons set forth in paragraphs 2.2(iii) or 2.2(iv) of the Employment Agreement; or
(d) this Agreement terminates because of Executive's termination for the reasons set forth in paragraph 2.3(viii) of the Employment Agreement, then paragraph 4.2(i) of this Agreement shall be inapplicable and the Company shall: (i) not be obligated to make any payments under paragraph 3.1 of this Agreement with respect to any periods after the date of such termination; and (ii) perform its remaining obligations under this Agreement including, but not limited to, its remaining obligations under paragraph 3.2 hereof; and
(iii) Notwithstanding paragraph 4.2(i) of this Agreement, and in the event that this Agreement terminates because of Executive's termination for the reasons set forth in paragraphs 2.2(i) or 2.2(ii) of the Employment Agreement, then paragraph 4.2(i) of this Agreement shall be inapplicable and the Company shall (a) pay to TW, within five days after the date of such termination, a one-time payment in an amount equal to the sum of any and all amounts that TW would have been entitled to receive under paragraph 3.1 of this Agreement with respect to the period that begins on the date of termination and ends on the date falling one year after the date of termination; and (b) perform its remaining obligations under this Agreement including, but not limited to, its remaining obligations under paragraph 3.2 hereof.
Termination Prior to Expiration. This Agreement may be terminated, in whole or in part, by the parties prior to the expiration of its Term upon written notice, if any of the following conditions occur:
i. By either party, effective upon notice, if authorization and approval to conduct the Study is withdrawn by the FDA or other regulatory authority.
ii. By either party, effective upon notice, if the emergency of any adverse event with the Study Drug or any other product(s) administered in the Study is of such magnitude or incidence in the reasonable and good faith opinion of Principal Investigator, Institution, and/or Hemispherx to support termination.
iii. Upon written mutual agreement. Termination of this Agreement shall not affect any rights or obligations of the parties that occurred prior to termination of this Agreement or rights or remedies of either party available at law or in equity.
Termination Prior to Expiration. In the event this Agreement is terminated prior to expiration, then (a) all rights and obligations of the Parties under and this Agreement shall terminate, except (i) the license granted in Section 3.1, (ii) Licensee’s payment obligations and the reporting and audit rights set forth herein relating thereto and (iii) Section 6.6, shall, in each of cases (i) through (iii), survive such termination.
Termination Prior to Expiration. A. The LESSOR shall have the right to terminate this Lease, on the occurrence of any of the following events:
(i) The failure of the LESSEE to perform or observe any of the terms, covenants and conditions which it is obligated to perform, keep or observe under this Lease.
(ii) The abandonment of the leased PREMISES. Should this occur XXXXXX shall not be responsible for the custodial protection of XXXXXX’S abandoned property, fixtures or equipment.
B. LESSEE shall have the right to terminate this Lease upon sixty (60) days written notice.
C. It is mutually agreed that if LESSEE, during any fiscal year covered by this Agreement fails to appropriate sufficient funds to continue this Agreement, this Agreement shall be of no further force and effect. California State Constitution Article XVI section 18.
Termination Prior to Expiration
