Termination Without Right to Cure Sample Clauses

Termination Without Right to Cure. Franchisee is deemed to be in material default and Franchisor may, at its option, terminate this Agreement and all rights granted without granting Franchisee any opportunity to cure the default, effective immediately upon notice to Franchisee, upon the occurrence of any of the following events: Franchisee fails on three separate occasions within any twelve month consecutive period to comply with a material provision of this Agreement, whether or not failure to comply is corrected after notice is sent to Franchisee; Franchisee or any of its owners is convicted any crime or offense Franchisor believes is reasonably likely to have an adverse effect on the Intellectual Property, the goodwill of the Franchise or Franchisor’s interest; An immediate threat or danger to public health or safety results from the construction, maintenance or operation of the Xxxxx;
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Termination Without Right to Cure. 25 10.4. Franchisee's Right to Cure.........................................26 10.5.
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Termination Without Right to Cure. Franchisee shall be deemed in default and V2K may, at its option, terminate this Agreement and all rights granted hereunder, without affording Franchisee any opportunity to cure the default, effective immediately upon receipt of notice by Franchisee, upon the occurrence of any of the following events: a. FRANCHISEE CEASES TO DO BUSINESS. Franchisee abandons the business or otherwise ceases to do business, or fails to obtain sales for a ninety (90) day period, without prior written permission from V2K.
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Termination Without Right to Cure. Hilfiger will have the right to immediately terminate this Agreement by giving Licensee a notice of termination, without giving Licensee any right to cure, if Licensee: a. makes an unauthorized disclosure of Confidential Information or Trade Secrets, other than inadvertent disclosures; b. institutes proceedings seeking relief under a bankruptcy act or any similar law, or otherwise violates the provisions of Paragraph 14.1
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Termination Without Right to Cure. Licensor shall have the right to immediately terminate this Agreement by giving Licensee a notice of termination, without giving Licensee any right to cure, if Licensee: (a) makes an unauthorized disclosure of Confidential Information or Trade Secrets, other than inadvertent disclosures; (b) institutes proceedings seeking relief under a bankruptcy act or any similar law, or otherwise violates the provisions of Paragraph 14.1 thereof; (c) transfers or agrees to transfer substantially all of its property, its shares of stock or, this Agreement in violation of Paragraph 20.4 hereof; (d) exhibits, displays, or distributes unapproved products that bear the Trademarks, which action would reasonably be expected to adversely effect any of the image, prestige, value or ownership of the Trademarks, the Licensed Products or Licensor; (e) without the prior written consent of Licensor, uses the Trademarks in an unauthorized or improper manner, other than as a result of inadvertence, which action would reasonably be expected to adversely effect any of the image, prestige, value or ownership of the Trademarks, the Licensed Products or Licensor; (f) uses the Trademarks with another trademark or name in connection with the sale of Licensed Products, other than as a result of inadvertence, which action would reasonably be expected to adversely effect any of the image, prestige, value or ownership of the Trademarks, the Licensed Products or Licensor; (g) intentionally misrepresents any financial data regarding its business under this Agreement; or (h) places, or participates in, any unapproved or prohibited consumer, trade or cooperative advertising including or displaying the Trademarks or the Licensed Products, which action would reasonably be expected to adversely effect any of the image, prestige, value or ownership of the Trademarks, the Licensed Products or Licensor.
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Termination Without Right to Cure. Franchisee shall be in default and Franchisor may, at its option, terminate this Agreement and all rights granted in this Agreement, without affording Franchisee any opportunity to cure the default, effective upon the earlier of Franchisee’s receipt of notice of termination or five (5) days after delivery of this notice by Franchisor, in accordance with Section 31, upon the occurrence of any of the following events: (a) Franchisee (i) abandons the Franchised Restaurant, meaning Franchisee has deserted, walked away from, or closed the Franchised Restaurant under circumstances leading Franchisor to conclude that Franchisee has no intent to return to the Franchised Restaurant, regardless of how many days have passed since the apparent abandonment, or (ii) fails actively and continuously to operate the Franchised Restaurant (a failure to operate the Franchised Restaurant for five (5) or more consecutive days will be deemed a default under this clause (ii), except where closure is due to fire, riot, flood, terrorist acts, or natural disaster and Franchisee notifies Franchisor within four (4) days after the particular occurrence to obtain Franchisor’s written approval to remain closed for an agreed-upon amount of time as is necessary under the circumstances before Franchisor will require Franchisee to re-open); (b) Franchisee, its Managing Owner, or any person or entity owning twenty percent (20%) or more of Franchisee is proven to have engaged in fraudulent conduct, or is convicted of or pleads guilty or no contest to a felony or a crime involving moral turpitude, or any other crime or offense, or is the subject of adverse publicity or media attention that is reasonably likely to have an adverse effect on the System, the Marks or the reputation or goodwill associated therewith; provided, that if the act or conviction involves an owner of Franchisee, Franchisor will not terminate this Agreement if Franchisee notifies Franchisor promptly after it learns of the event constituting the default, and within fifteen (15) days of the date of the notice, either the person or entity that committed the wrongful act divests his or its entire interest in Franchisee, or Franchisee obtains Franchisor’s consent for the owner to maintain his or its ownership interest; (c) An approved transfer is not effected within ninety (90) days of the death or incapacity of Franchisee or the death, incapacity or dissolution of any owner of an interest in Franchisee; (d) Franchisee is given t...
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Termination Without Right to Cure. Notwithstanding anything --------------------------------- contained in this Agreement to the contrary, Septima may terminate this Agreement, without giving Carrera an opportunity to cure, if Carrera commits any of the following breaches or defaults: (i) Applies for or consents to the appointment of a receiver, trustee, custodian, intervenor, or liquidator of itself or all or a substantial portion to its assets; (ii) Files a voluntary petition in bankruptcy, admitting in writing that it is unable to pay its debts as they become due or generally not pay its debts as they become due; (iii) Makes a general assignment for the benefit of creditors; (iv) Files a petition seeking reorganization or an arrangement with creditors or takes advantage of any bankruptcy or insolvency laws; (v) Files an answer admitting material allegations of, or consents to, or defaults in answering, a petition filed against it in any bankruptcy, reorganization or insolvency proceeding; (vi) Has any involuntary petition or complaint filed against it seeking bankruptcy or reorganization or the appointment of a receiver, custodian, trustee, intervenor or liquidation of all or substantially all of its assets and such petition or complaint shall not have been dismissed within sixty (60) days of the filing thereof.
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Termination Without Right to Cure. If Licensee is in default without the right to cure as provided in Section 8.1(c) or otherwise, Licensor has the right to immediately cancel this Agreement by giving Licensee written notice.
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Termination Without Right to Cure. Licensor shall have the right to immediately terminate this Agreement by giving Licensee a notice of termination, without giving Licensee any right to cure, if Licensee: (a) makes an unauthorized disclosure of Confidential Information or Trade Secrets, other than inadvertent disclosures; (b) institutes proceedings seeking relief under a bankruptcy act or any similar law, or otherwise violates the provisions of Paragraph 14.1 thereof;
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Related to Termination Without Right to Cure

  • Termination without Notice The Employer may terminate an Employee’s employment without notice if the Employee engages in serious misconduct.

  • Termination Without Default (a) In the event that the Closing of the transactions contemplated hereunder has not occurred by the Outside Closing Date, Purchaser, Seller and the Company shall each have the right, at its sole option, to terminate this Agreement without liability to the other party, provided that this right to terminate shall not be available to any party whose material breach under this Agreement has been the cause of, or resulted in, the failure of the Closing to have been consummated on or before such date. Such right may be exercised by Purchaser or the Company, as the case may be, giving written notice to the other at any time after the Outside Closing Date. (b) In the event that the Proxy Statement with respect to the transactions hereunder has not been filed with the SEC by December 31, 2018 (the “Outside Filing Date”), each of Seller and the Company shall have the right, at its sole option, to terminate this Agreement without liability to any other party, provided that this right to terminate shall not be available to any party whose material breach under this Agreement has been the cause of, or resulted in, the failure of the Proxy Statement to have been filed on or before such date. Such right may be exercised by Seller or the Company, as the case may be, giving written notice to the other parties at any time after the Outside Filing Date. (c) In the event that any governmental Authority shall have issued an Order or taken any other action, in each case which has become final and non-appealable and which restrains, enjoins or otherwise prohibits the Closing of the transactions contemplated hereunder, Purchaser, Seller and the Company shall each have the right, at its sole option, to terminate this Agreement without liability to the other party.

  • Termination Without Just Cause In the case of a termination of Executive’s employment hereunder Without Just Cause in accordance with Section 1.6.6, Executive shall be entitled to the following in lieu of any other compensation or benefits (under Section 1.4 of this Agreement or otherwise) from Employer: (i) Executive shall receive Termination Compensation each month during the Compensation Continuance Period, subject, however, to Executive’s compliance with Executive’s Section 2 covenants (including, without limitation, compliance with the noncompetition and nonsolicitation covenants of Section 2) for a one (1) year period following Executive’s Termination Date. (ii) Employer shall use their best efforts to accelerate vesting of any unvested benefits of Executive under any employee stock-based or other benefit plan or arrangement to the extent permitted by Code Section 409A or other applicable law and the terms of such plan or arrangement. (iii) Employer shall make available to Executive, at Employer’s cost, outplacement services by such entity or person as shall be designated by Employer, with the cost to Employer of such outplacement services not to exceed Twenty Thousand Dollars ($20,000). (iv) During the Compensation Continuance Period, Executive shall either continue to participate (treating Executive as an “active employee” of Employer for this purpose) in the same group hospitalization plan, health care plan, dental care plan, life or other insurance or death benefit plan, and any other present or future similar group employee benefit plan or program for which officers of Employer generally are eligible, on the same terms as were in effect prior to Executive’s Termination Date, or, to the extent such participation is not permitted by any group plan insurer, under comparable individual plans and coverage (to the extent commercially available). The Termination Compensation and other benefits provided for in this Section 1.7.3 shall be paid by Employer in accordance with the standard payroll practices and procedures in effect prior to Executive’s Termination Date. If Executive breaches Executive’s obligations under Section 1.7.3 or Section 2 of this Agreement, Executive shall not be entitled to receive any further Termination Compensation or benefits pursuant to this Section 1.7.3 from and after the date of such breach.

  • Termination Without Good Reason Executive shall have the right to terminate the Period of Employment and Executive’s employment hereunder at any time without Good Reason (as defined below) upon thirty (30) days prior written notice of such termination to the Company. Any such termination by the Executive without Good Reason shall be treated for all purposes of this Agreement as a termination by the Company for Cause and the provisions of Section 7(a) shall apply.

  • OTHER LEAVE WITH OR WITHOUT PAY 17.01 In respect to applications for leave made pursuant to this Article, the employee may be required to provide satisfactory validation of the circumstances necessitating such requests.

  • Voluntary Termination Without Good Reason The Executive may terminate his employment without Good Reason at any time during the Term of Employment, provided he gives at least thirty (30) days' advance written notice. If the Executive terminates his employment with Holding or the Company without Good Reason (and not because of his death or due to Disability), the Executive shall have the same entitlements hereunder as provided in Section 9(c) in the case of a termination by Holding or the Company for Cause.

  • Termination by the Executive Without Good Reason The Executive may terminate his employment on his own initiative for any reason upon 30 days’ prior written notice to the Company; provided, however, that during such notice period, the Executive shall reasonably cooperate with the Company (at no cost to the Executive) in minimizing the effects of such termination on the Company Group. Such termination shall have the same consequences as a termination for Cause under Section 6.2.

  • Resignation without Good Reason The Executive may resign from the Executive’s employment without Good Reason.

  • Leave Without Pay An employee shall not be entitled to payment for a public holiday falling during a period of leave without pay (including sick leave and military leave without pay) unless the employee has worked during the fortnight ending on the day on which the holiday is observed.

  • Suspension Without Pay If Employee is suspended and/or temporarily prohibited from participating in the conduct of the Employer’s affairs by a notice served under Section 8(e)(3) or (g)(1) of the Federal Deposit Insurance Act, the Employer’s obligations under this Agreement will be suspended as of the date of service thereof, unless stayed by appropriate proceedings. If the charges in such notice are dismissed, the Employer may in its discretion: (a) pay Employee all or part of the compensation withheld while its contract obligations were suspended; and/or (b) reinstate (in whole or in part) any of its obligations which were suspended.

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