Unilateral Termination. By First Star or NSB:
(i) if there shall have been any material breach of any representation, warranty, covenant or other obligation of First Star, on the one hand, or NSB, on the other hand, and such breach cannot be, or shall not have been, remedied within thirty (30) days after receipt by such other party of notice in writing specifying the nature of such breach and requesting that it be remedied, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(b) unless the breach of the representation or warranty or covenant would entitle the party receiving such representation or warranty or benefitted by such covenant not to consummate the transactions contemplated hereby under Section 6.01 (a) (in the case of a breach of representation or warranty or covenant by First Star) or Section 6.02(a) (in the case of a breach of representation or warranty or covenant by NSB);
(ii) if the Closing Date shall not have occurred prior to September 30, 1999, which date shall be subject to extension by mutual consent, unless the failure of such occurrence shall be due to the failure of the party seeking to terminate this Agreement to perform or observe its agreements set forth in this Agreement required to be performed or observed by such party on or before the Closing Date;
(iii) if this Agreement and the Plan of Conversion are not approved by the Voting Depositors of NSB by such vote as is required under the Plan of Conversion;
(iv) if final action has been taken by a Regulatory Authority whose approval is required in connection with this Agreement and the Plan of Conversion and the transactions contemplated hereby and thereby, which final action (a) has become unappealable and (b) does not approve this Agreement or the Plan of Conversion or the transactions contemplated hereby or thereby;
(v) if any court of competent jurisdiction or other governmental authority shall have issued an order, decree, or ruling or taken any other action restraining, enjoining or otherwise prohibiting the transactions contemplated by this Agreement and such order, decree, ruling or other action shall have become final and nonappealable; or
(vi) in the event that any of the conditions precedent to the obligations of First Star, on the one hand, or NSB, on the other hand, to consummate the transactions contemplated by this Agreement cannot be satisfied or fulfilled by the date specified in Section 7.01(b)(ii) of this Agreement (provi...
Unilateral Termination. Either ICD or Collaborator may unilaterally terminate this CRADA at any time by providing written notice at least sixty (60) days before the desired termination date. ICD may, at its option, retain funds transferred to ICD before unilateral termination by Collaborator for use in completing the Research Plan. If Collaborator terminates this Agreement before the completion of all approved or active Protocol(s), then Collaborator will supply enough Test Article (and Placebo, if applicable) to complete these Protocol(s) unless termination is for safety concerns.
Unilateral Termination. Either Party may elect to terminate this Agreement at any time by giving to the other Party not less than thirty (30) days advance written notice of the intent to terminate and the effective date of termination.
Unilateral Termination. Either PHS or the Collaborator may unilaterally terminate this entire CRADA at any time by giving written notice at least thirty (30) days prior to the desired termination date, and any rights accrued in property, patents or other IP rights shall be disposed of as provided in paragraph 10.1.
Unilateral Termination. Either VA or Collaborator may unilaterally terminate this CRADA (1) at any time by providing written notice in accordance with Section 13.6 at least sixty (60) days before the desired termination date; or (2) immediately upon a material breach, for good cause, for subject safety, or upon termination of the study by the FDA.
Unilateral Termination. In the event either party, at any time, gives to the other at least thirty (30) days prior written notice of intention to terminate, with or without cause, this Agreement shall terminate: (a) at the end of such thirty (30) days; or (b) when all students enrolled in the OCPE Program with Agency at the time such notice is given have completed their respective courses of study with Agency under the OCPE Program, whichever occurs last.
Unilateral Termination. 15.1. Notwithstanding any provisions to the contrary, the Company may terminate this Agreement at any time, without notice or cause (the “Unilateral Termination”). For the avoidance of doubt, the Company may also exercise this right of Unilateral Termination in the event that the Performance Agreement to which this Agreement relates terminates for any reason.
15.2. In the event of Unilateral Termination, the Company shall send a Unilateral Termination Notice to the Investor (the “Unilateral Notice”). As the case may be, the Unilateral Notice may indicate whether the Unilateral Termination is caused by an Overage or termination of the Performance Agreement.
15.3. The Company shall send a Notice to the Investor containing the Termination Amount (the “Compensation Notice”) within seven (7) days of receipt of the Unilateral Notice.
15.4. The Company undertakes to pay the Termination Amount to the Investor no later than sixty (60) days from the date of receipt by Investor of the Compensation Notice.
15.5. The Termination Amount shall be :
(i) for cases of Unilateral Termination for Overage, the corresponding Fixed Compensation;
(ii) in the event of termination of the Performance Agreement, the amount of the indemnity received by the Company divided by the Maximum Supply; or
(iii) for all other cases of Unilateral Termination, the amount equal to [(Average of the Price over the thirty (30) days preceding the date of the Unilateral Notice PLUS thirty percent (30%))].
15.6. The Unilateral Termination shall take effect on the day of receipt of the Unilateral Notice.
Unilateral Termination. The Employment Period may be terminated by either party at any time by written notice of termination given to the other party at least ninety (90) days in advance of the termination date stated in such notice.
Unilateral Termination. The contract may be unilaterally terminated only as follows:
Unilateral Termination. (a) Either Parent or the Company, by giving written notice to the other, may terminate this Agreement if (i) a court of competent jurisdiction or other Governmental Authority shall have issued a final judgment or taken any action (and the final appeal of such judgment or action has been denied) having the effect of permanently restraining or enjoining or otherwise prohibiting the Merger or any other material transaction contemplated by this Agreement or (ii) there has been adopted an applicable Law that makes the consummation of the Merger on the terms and conditions contemplated by this Agreement illegal, provided, however, that only the enforcement of any Federal Cannabis Law by a Governmental Authority of competent jurisdiction to permanently enjoin or otherwise prohibit the Merger or the transactions contemplated thereby, and not solely the existence, issuance, enactment, promulgation or entry of any Federal Cannabis Law, shall give either Parent or the Company a termination right pursuant to this Section 9.1(a).
(b) Either Parent or the Company, by giving written notice to the other, may terminate this Agreement if the Merger shall not have been consummated by 5:00 p.m. Pacific time on the date that is 180 days following the Agreement Date if the conditions to the terminating party’s obligations to Closing under Article 8 (other than conditions pertaining to covenants to be performed as part of effectuating the Closing) have not been satisfied and the terminating party has not waived such unsatisfied conditions by such date; provided, however, that the right to terminate this Agreement pursuant to this Section 9.2(b) shall not be available to any party whose breach of a representation or warranty or covenant made under this Agreement by such party results in the failure of any condition set forth in Article 8 to be fulfilled or satisfied on or before such date. Notwithstanding the foregoing, such 180 day period shall automatically be extended as necessary to accommodate any time period required by any Governmental Authority in order to satisfy the conditions set forth in Section 8.2(e) and Section 8.2(t) as they relate to the transfer of any necessary Cannabis License (other than any BCC License), not to extend past December 31, 2020.
(c) Either Parent or the Company, by giving written notice to the other, may terminate this Agreement at any time prior to the Effective Time if the other has committed a breach of (i) any of its representations or warra...
