Upon Expiration or Termination. Upon expiration or earlier termination of this Agreement as set forth in Article XII above (collectively a “Termination Event”), management of the Leased Premises shall become the joint responsibility of the School District and the City, and all funds then existing in the operating account or any other account held by the Park Board (excluding segregated funds held for a specifically designated charitable purpose at the direction of a donor) shall be transferred to the joint control of the School District and the City. After the occurrence of a Termination Event, the School District and the City shall confer in good faith to determine whether the Leased Premises shall continue to be operated as a public aquatic center, and if so, whether such operation shall be delegated to one or more departments or subagencies of either or both of the School District and the City, or contracted to an independent third party; provided, however, that any such use must qualify as a charitable purpose under applicable laws and regulations. If a Termination Event has occurred and the School District and the City jointly and voluntarily agree, in writing, to abandon the operation of a public aquatic center at the Leased Premises, all rights of the City and any other party hereunder shall cease, and the School District shall assume full management and control of the Leased Premises, and may use it, replace it, demolish it, or otherwise dispose of it at the School District’s sole discretion. All funds then contained in the operating funds established hereunder (excluding segregated funds held for a specifically-designated charitable purpose at the direction of a donor) shall paid to the School District to be used for the costs related thereto. If a Termination Event has occurred and the School District and the City are unable to jointly agree upon a disposition or use of the Leased Premises within ninety (90) days thereafter (or such longer time as may be mutually agreeable), the matter shall be submitted to mediation or arbitration pursuant to Article XVIII. It is acknowledged that, in the event the City and the School District are not able to reach an agreement as to the future use and/or disposition of the Aquatic Facility after the occurrence of a Termination Event, neither the City nor the School District shall be deemed to have superior rights in the Leased Premises by virtue of this Agreement or otherwise unless and until a final determination is made by the court.
Upon Expiration or Termination. If this Contract expires or terminates for any reason in accordance herewith, Licensee shall (a) immediately cease using the Licensed Trademarks, (b) within fifteen (15) business days of the Licensor’s notice after the expiration or termination, return to Licensor or destroy, at Licensor’s option and at Licensee’s expense, any physical embodiments of the Licensed Trademarks, including, but not limited to, letterhead, envelopes, brochures, promotional information, printed materials and product packages (if any), and (c) shall not use at any time on any products or otherwise any word or term in any language, any symbol or label which may be deemed similar to any of the Licensed Trademarks.
Upon Expiration or Termination. Upon expiration or early termination of this Agreement for any reason, and notwithstanding that expiration or termination:
I. All provisions of this Agreement will survive with respect to each Purchase Order accepted by Adaptive Broadband prior to the effective date of the expiration or termination until each party's obligations with respect to that Purchase Order is either satisfied or waived;
Upon Expiration or Termination. (a) If this Agreement expires at the end of Option Year Four, the Agency is entitled to receive a fully-paid up, irrevocable and perpetual license for the Non-Enterprise Additional Products in the numbers for which Reseller has received payment during the term of this Agreement.
(b) If this Agreement is terminated, or options are not exercised, at any time prior to expiration of Option Year Four, the Agency is entitled to receive a fully-paid up, irrevocable and perpetual license to use for the Non-Enterprise Additional Products, in the numbers for which Reseller has received payment during the term of this Agreement. The terms of Section 4.1.3 above shall apply in the event of early termination/non-exercise of options.
Upon Expiration or Termination. (a) Upon expiration or termination of this Agreement, Sales Representative shall no longer be an Authorized Internet Solutions Sales Representative of Ameritech Products and Sales Representative must not represent itself as such to others; (b) Upon expiration or termination of this Agreement, Sales Representative agrees to provide to Ameritech a detailed report of all work in progress under this Agreement within three (3) business days from the termination or expiration of this Agreement, including, without limitation, pending sales and installations; (c) Upon expiration or termination of this Agreement, Sales Representative shall remove and return to Ameritech any material, including, without limitation, manuals, catalogues, brochures, pamphlets, promotional and training materials, or destroy such materials at Ameritech's sole option; (d) Upon expiration or termination of this Agreement, the Sales Representative shall remove and discontinue the use of any sign or any other designation containing any of Ameritech's logos, trademarks or trade names, including, without limitation, the designation of "Authorized Internet Solutions Sales Representative". Should such trademarks or trade names be printed on any of the Sales Representative's business cards, letterhead or other written documents, the written documents shall promptly be destroyed, and Sales Representative must reprint the materials so as to remove any such trademarks or trade names of Ameritech; (e) Upon expiration or termination of this Agreement, Sales Representative hereby has the duty to notify all publishers and others who may identify, list or publish Sales Representative's identity or name as a marketer, promoter or supporter of Ameritech Products that such identification or publication is prohibited as of the date this Agreement is terminated. For purposes of this Agreement, Publishers means, but is not limited to, the publisher of telephone directories, yellow pages, association directories, or membership rolls; and, (f) Certain Exhibits and Attachments set forth terms which apply upon termination of this Agreement, and Sales Representative and Ameritech hereby acknowledge their agreement to those terms.
Upon Expiration or Termination. In the case of the expiration or termination of this Agreement for any reason, each of the Parties will be entitled to payment for all services performed and expenses accrued or incurred prior to such expiration or termination.
Upon Expiration or Termination. The parties agree that, should this Agreement expire or be terminated, the following shall occur:
A. County shall, within thirty (30) days of expiration or termination, pay the Governing Board for all amounts due and owing under the terms of this Agreement;
B. The provisions of Section 2.02 concerning the Governing Board’s obligation to forward to DHCS the certification by County of CPE shall terminate;
Upon Expiration or Termination. Upon expiration or early termination of this Agreement for any reason, and notwithstanding that expiration or termination:
i. All provisions of this Agreement will survive with respect to each order accepted by Adaptive Broadband prior to the effective date of the expiration or termination until each party's obligations with respect to that order is either satisfied or waived:
ii. Termination of this Agreement shall be without prejudice to the rights and remedies of the party which may have accrued to either party as at the date of termination.
iii. Notwithstanding the expiration or early termination of this Agreement, Section 11 ("Term and Termination") and the provisions of Exhibits C ("Terms and Conditions"), D ("Software License and Sub-Licensing"), and F ("Acceptance Testing") as they apply to any outstanding Purchase Orders shall remain in full force and effect and Adaptive Broadband shall still make available in accordance with the terms hereof Services to which Buyer is otherwise entitled in respect of Products supplied to Buyer prior to the date of termination.
iv. Notwithstanding the expiration or early termination of this Agreement, Section 12 ("Confidential Information") will survive for a period of 3 years after the date of disclosure.
v. Buyer will within 30 days after expiration or termination return to Adaptive Broadband in (at Buyer's sole cost and expense) (or at Adaptive Broadband's request eradicate or destroy): all literature, manuals and materials supplied to it by Adaptive Broadband and which are in Buyer's possession; all equipment provided to it by Adaptive Broadband and which Buyer did not purchase, in the condition in which it was sent by Adaptive Broadband; all tangible and intangible embodiments of Adaptive Broadband intellectual property, including software (except that which is in Products purchased by Buyer); all Information covered under Section 3.3; and any other items which Adaptive Broadband may reasonably request.
Upon Expiration or Termination. Upon the expiration or earlier termination of this Agreement, if requested by NYCEDC, in its sole discretion, [SELECTED RESPONDENT] shall restore the Advertising Areas to its condition as of the Commencement Date (other than with respect to Improvements or other improvements approved by NYCEDC pursuant to this Section 3.06(b) entitled “Fixtures; [SELECTED RESPONDENT]’s Property ”), at [SELECTED RESPONDENT]’s sole cost and expense, to the reasonable satisfaction of NYCEDC. In the event [SELECTED RESPONDENT] fails or neglects to do so, NYCEDC, the Agreement Administrator and the City shall have the right to remove any structures and improvements and effect restoration of the Advertising Areas or any part thereof at the sole cost and expense of [SELECTED RESPONDENT]. NYCEDC, the City and/or the Agreement Administrator may draw down on the Security Deposit to enforce this Section.
Upon Expiration or Termination. You will deliver to SLC or otherwise dispose of as SLC instructs, all materials supplied to you by SLC for use in operating under this Agreement and, upon SLC’s request, all copies of the Licensed Materials in your possession or under your control. The expiration or termination of this Agreement for any reason will not release either party from any liability which shall already have accrued to the other party or which may accrue with respect to any act or omission prior to such expiration or termination. The termination of this Agreement in accordance with its terms will not entitle either party hereto to any compensation, damages or payment for goodwill, notwithstanding any applicable law to the contrary.
