TERMINATION WITHOUT CURE Sample Clauses

TERMINATION WITHOUT CURE. If any of the following events occur, ▇▇▇▇▇▇ shall have the right to terminate this Agreement immediately upon giving written notice without any obligation on ▇▇▇▇▇▇'▇ part to follow the procedures described in Section 7.1 above or to make a Termination with Cure Payment to Distributor: (a) Conviction of Distributor or any of Distributor's owners of a felony. (b) Distributor's fraudulent conduct or substantial misrepresentation in any of its dealings with ▇▇▇▇▇▇ or with others concerning ▇▇▇▇▇▇ products. (c) Any significant variation between the financial data submitted to ▇▇▇▇▇▇ in Distributor's application and the actual financial condition of Distributor as reflected in Distributor's balance sheet at the time Distributor commences operations under this Agreement. (d) The cessation of Distributor's business with respect to ▇▇▇▇▇▇ products or the revocation or suspension of any of Distributor's federal, state or local licenses or permits for more than fifteen (15) days, if such license or permit is required for the normal operation of Distributor's business. (e) Distributor's insolvency (including Distributor's inability to pay its debts as they mature) or failure to pay monies due ▇▇▇▇▇▇ in accordance with the terms of sale established by ▇▇▇▇▇▇, Distributor's assignment or attempt to assign for the benefit of creditors, the institution of bankruptcy proceedings by or against Distributor, or the dissolution or liquidation of Distributor. (f) Any disposition of Distributor's business, change of control of Distributor's business, or attempt to assign this Agreement in violation of Section 5 (except Section 5.1(b)) or 14 of this Agreement or Distributor's violation of the other provisions of Section 5 of this Agreement. (g) Distributor's breach or violation of the provisions of Sections 1, 11 or 14 of this Agreement. (h) Distributor's failure to obtain ▇▇▇▇▇▇'▇ prior written approval of a Manager within the time period described in Section 4.3(d) above. (i) Distributor's sale(s) of overage ▇▇▇▇▇▇ products, the repackaging of overage ▇▇▇▇▇▇ products, or the intentional mislabeling of ▇▇▇▇▇▇ products. (j) Distributor's failure to undertake a good faith effort to cure noncompliance pursuant to Section 7.1 above. (k) Any other right to terminate granted under state law, statute or regulation.