Termination with Prior Notice. 1. CMS or EOHHS may terminate this Contract without cause upon no less than 90 days prior written notice to the other party specifying the termination date, unless applicable law requires otherwise. Per Section 5.7, the Contractor may choose to non-renew prior to the end of each term pursuant to 42 C.F.R. § 422.506(a), except that in Demonstration Year 1 the Contractor may choose to non-renew before August 1 and may terminate the contract by mutual consent of CMS and EOHHS at any time pursuant to 42 C.F.R. § 422.508. In considering requests for termination under 42 C.F.R. § 422.508, CMS and EOHHS will consider, among other factors, financial performance under this Contract in granting consent for termination. Any written communications or oral scripts developed to implement the requirements of 42 C.F.R. § 422.506(a) must be submitted to and approved by CMS and EOHHS prior to their use.
2. Pursuant to 42 C.F.R. §§ 422.506(a)(4) and 422.508(c), CMS considers Contractor termination of this Contract with prior notice as described in paragraph 5.5.B.1 and non-renewal of this Contract as described in Section 5.7 to be circumstances warranting special consideration, and will not prohibit the Contractor from applying for new Medicare Advantage contracts or Service Area expansions for a period of two years due to termination.
3. In the event that this Contract is terminated with prior notice per this Section 5.5.B, the Contractor shall report encounter data and performance measurement results through the effective termination date of the Contract, including but not limited to HEDIS, HOS, and CAHPS, as outlined in Section 2.13.C.1.a., unless otherwise permitted by CMS and MassHealth.
Termination with Prior Notice. 14.1 This Agreement may be terminated at any time by either party, without any justification, subject to three (3) months' prior written notice from the date of the dispatch of a registered letter sent in the case of the Issuer by a director of the Issuer on behalf of the Issuer, or in the case of the Corporate Services Provider by a director of the Corporate Services Provider on behalf of the Corporate Services Provider to, as the case may require, the address of the Corporate Services Provider, or to the address of the Issuer.
14.2 In the event of any circumstances preventing the delivery of such above mentioned registered letter, the termination shall come to effect on the day of the filing of the termination with the Register and subject to clause 14.3 below.
14.3 Any termination shall only become effective once a replacement Corporate Services Provider has been appointed with the Security Trustee's consent and such replacement:
(a) is acceptable to the Issuer;
(b) is independent from, and maintains no relationships other than standard arms' length business relationships with VWFS, the Joint Lead Managers, the Managers; and
(c) enters into an administration agreement on substantially similar terms as provided for in this Agreement.
Termination with Prior Notice. Party A may terminate this Contract upon thirty (30) days' prior written notice to Party B under any of the following circumstances:
(a) where Party B, after undergoing a period of medical treatment and recuperation from an illness or a non-work-related injury, remains unable to return to the original position, and is also unfit for reassignment;
(b) where Party B is unable to fulfil the duties of his position and, despite undergoing training or a transfer of his position, remains unable to fulfil his/her duties;
(c) where there has been a substantial change in the objective circumstances upon which this Contract was based, thereby rendering performance of this Contract impossible and, after consultation, the Parties have failed to agree on amendments hereto reflecting such changes.
Termination with Prior Notice. If either party hereto shall commit any material breach of any of the material terms and conditions to be performed or observed under this Agreement, the other party may give written notice to the defaulting party specifying the respects in which the defaulting party has so failed to perform or observe the terms and conditions of this Agreement, and in the event that any material breach so indicated shall not be remedied by the defaulting party within thirty (30) days after such notice, the party not in default within such thirty
Termination with Prior Notice. Licensee agrees that Licensor may with a 48 hour prior notice terminate this Agreement. In such circumstance , the Licensee shall be entitled to have both the USE FEE and CLEANING/DAMAGE DEPOSIT returned to it within five days of the termination of this Agreement
Termination with Prior Notice. Either party may terminate the Employment by giving the other three months’ notice of termination.
Termination with Prior Notice. The Corporation may terminate the Executive with 30 days’ prior notice (or payment in lieu of notice) based on one of the following grounds:
(i) the Executive is suffering non-work related illness and is unable to perform his duties after the medical treatment period;
(ii) the Executive is not able or not competent, as determined by the Corporation, to perform his duties even after training (including on-the-job training);
(iii) there is a major change of circumstances which were relied on as the basis to enter into this Agreement, including merger, division or acquisition of the Corporation; or
(iv) the Corporation is undergoing a statutory reorganization or sustaining major financial difficulties. Upon termination based on any of the above grounds, the Corporation shall pay the Executive compensation at the rate of one month of the current Base Salary for each year of services with the Corporation.
Termination with Prior Notice. (a) Party A may terminate this Contract by providing Party B with thirty (30) days’ prior written notice under any of the following circumstances:
(i) where, after taking a medical leave and recuperating from an illness or a non-work-related injury, Party B remains unable to return to his/her original position, and is also unfit for reassignment to other duties;
(ii) where Party B is unable to fulfill the duties of his/her position, despite undergoing training or a transfer to another position; or
(iii) where there has been a substantial change in the objective circumstances under which this Contract was executed, thereby rendering the performance of this Contract impossible and, after consultation, the Parties fail to agree on amendments hereto that would accommodate such a change.
(b) If Party A fails to provide Party B with thirty (30) days’ prior written notice of termination in accordance with Article 11.5(a) above, Party A may also terminate this Contract by paying Party B thirty (30) days’ salary in lieu of the said prior notice.
Termination with Prior Notice. Either party hereto may terminate this Agreement on 30 days' written notice to the other if the other is in breach of this Agreement in any material respect unless the breaching party, within such 30 day period, remedies such breach, or, in the case of a breach which cannot reasonably be remedied within such 30 day period, initiates action which can reasonably be expected to cure such breach within the 60 day period commencing upon receipt of such written notice.
Termination with Prior Notice. 14.1 This Agreement may be terminated at any time by either party, without any justification, subject to three (3) months' prior written notice from the date of the dispatch of a registered letter sent in the case of the Issuer by a director of the Issuer on behalf of the Issuer, or in the case of the Corporate Services Provider by a director of the Corporate Services Provider on behalf of the Corporate Services Provider to, as the case may require, the address of the Corporate Services Provider, or to the address of the Issuer.
14.2 In the event of any circumstances preventing the delivery of such above mentioned registered letter, the termination shall come to effect on the day of the filing of the termination with the Register and subject to clause 14.3 below.
14.3 Any termination shall only become effective once a replacement Corporate Services Provider has been appointed with the Security Trustee's consent and such replacement:
(a) is acceptable to the Issuer; LIB02/SAXENASO/5123098.6 Xxxxx Lovells
(b) is independent from, and maintains no relationships other than standard arms' length business relationships with VWFS, the Joint Lead Managers, the Managers; and
(c) enters into an administration agreement on substantially similar terms as provided for in this Agreement.
