Withdrawal without Cause. If prior to the Vesting Date the Participant is subject to a Withdrawal without Cause (as defined in the 2018 Partner Agreement), 100% of the RSUs then held by the Participant shall become vested on the date such RSUs would have otherwise vested in accordance with Section 1 of this Exhibit A (and settle pursuant to Section 3(b) of this Award Agreement).
Withdrawal without Cause. Each Hospital shall have the right to withdraw from the System without cause for a period of six (6) months commencing with the completion of twenty-four (24) consecutive months following the Affiliation Date.
Withdrawal without Cause. If you are subject to a Withdrawal without Cause (as defined in Exhibit E-1 of the LPAs), the Service Condition shall be deemed to be satisfied with respect to a number of additional Class P-4 Unit equal to (x) the number of Class P-4 Units, multiplied by the number of months from the Vesting Commencement Date through the date of such Withdrawal, divided by sixty (60) (the “Covered Units”), plus (y) the number of Class P-4 Units less the number of Covered Units, which difference is then multiplied by fifty percent (50%), less (z) the number of Class P-4 Units that had, prior to such Withdrawal, satisfied the Service Condition. The portion of the Class P-4 Units that have satisfied, or been deemed to have satisfied, the Service Condition (but not yet satisfied the Performance Condition) as of the date of such Withdrawal shall remain outstanding and eligible to vest upon satisfaction of the Performance Condition until the second anniversary of the effective date of such Withdrawal; provided, that any unvested Class P-4 Units that have not satisfied the Performance Condition on or prior to the earlier of (A) such second anniversary or (B) the last day of the Performance Period shall be forfeited.
Withdrawal without Cause. A Participating Jurisdiction may terminate its participation in the MFF under this IGA, with no less than sixty (60) calendar days’ written notice to the other Participating Jurisdictions. If a Participating Jurisdiction terminates as a result of a failure of its governing body to budget and appropriate sufficient funds to support that Participating Jurisdiction’s participation, and a sixty (60) calendar days’ notice is not possible, it shall give the other Participating Jurisdictions written notice of the non-appropriation within ten (10) business days after the final budget is adopted by its governing body.
Withdrawal without Cause a. The Firms may terminate this Agreement at any time, without cause, by giving the City not less than sixty (60) days prior written notice of termination, said notice to specify the effective date of the termination and provide for a reasonable transition of the case, without prejudice to the City, to qualified replacement counsel. Where the Firms terminate this Agreement without cause, the Firms shall not be entitled to the recovery of any amount, regardless of the status of any pending Legal Action, and regardless of whether any amounts have been or are subsequently received by the City.
b. Any withdrawal by the Firms, with or without cause, shall be subject to California Rules of Professional Conduct, Rule 3-700 which specifies that an attorney “shall not withdraw from employment until [he/she] has taken reasonable steps to avoid reasonably foreseeable prejudice to the rights of the client, including giving due notice to the client [and] allowing time for employment of new counsel . . .” and the similar requirements of the Washington Rules of Professional Conduct or other applicable state Rules of Professional Conduct.
Withdrawal without Cause. The Firms may terminate this Agreement at any time, without cause, by giving Client not less than sixty (60) days prior written notice of termination, said notice to specify the effective date of the termination. Where the Firms terminate this Agreement without cause, the Firms shall not be entitled to the recovery of any amount, regardless of the status of any pending Legal Action, and regardless of whether any amounts have been or are subsequently received by Client.
Withdrawal without Cause. (a) Either Party, in such Party's sole and absolute discretion, may elect to withdraw from its participation in the Project and the Project LLC at any time after the Effective Date and prior to Financial Closing, provided, however, that Allegheny may not withdraw until it has made the payments contemplated by Section 4.02(a) hereof. A Party shall give at least forty-five (45) days' notice in writing to the other Party of its election to withdraw; provided that Allegheny may withdraw upon ten (10) days' prior written notice if Allegheny reasonably believes that the costs to complete the Project will exceed the amounts reflected in the Project Budget then in effect by a material amount. Upon a withdrawal, the withdrawing Party shall have no further obligations under this Agreement other than obligations incurred under existing contracts and agreements prior to the date of the notice of such withdrawal and obligations in respect of confidentiality pursuant to Article IX, which shall survive termination of this Agreement.
(b) Concurrently with, and as a condition to, the withdrawal of a Party pursuant to paragraph (a) above, the withdrawing Party shall transfer to the Project LLC any contracts, Governmental Approvals, technical information and other assets it may then hold in its own name or an Affiliate's in connection with developing the Project on behalf of the Project LLC and shall transfer its member interest in such Project LLC to the non-withdrawing Party, which shall thereafter be entitled to pursue development of the Project. Thereafter, the non- withdrawing party may cause the Project LLC to terminate any contracts or agreements it may have with the withdrawing Party upon thirty (30) days written notice thereof with no further liability to the withdrawing Party other than payment for any obligations incurred under such contract or agreement prior to the date of the notice of such termination.
(c) If Allegheny withdraws, or is deemed to have withdrawn, from participation in the Project and thereafter SEF (i) continues the development of the Project and proceeds to Financial Closing, (ii) achieves Commercial Operation of the Project without Financial Closing or (iii) brings in one or more third parties to participate in the Project, SEF shall cause the Project LLC to repay to Allegheny upon the earliest to occur of Financial Closing, Commercial Operation of the Project or the bringing in of such third parties all Allegheny Advances made pursuant to Sec...
Withdrawal without Cause. If the Term (as defined in the Partner Agreement) is terminated by the Partnership and the Participant is subject to a Withdrawal without Cause (as defined in the Partner Agreement) prior to the Scheduled Expiration of the Term (as defined in the Partner Agreement), then 50% of the unvested RSUs then held by the Participant (applied equally across each remaining vesting installment) shall become vested on the date such RSUs would have otherwise vested in accordance with Section 1 of this Exhibit A (and settle pursuant to Section 3(b) of this Award Agreement), and the remaining unvested RSUs shall be forfeited as of the date of such Withdrawal.
Withdrawal without Cause. If the Participant is subject to a Withdrawal without Cause (as defined in Exhibit E-1 of the Partnership Agreements), subject to satisfaction of the release condition described in Section 4 of this Exhibit A, the RSUs shall remain outstanding and shall vest and be payable on the same terms and conditions as if the Participant had remained an Active Individual LP through the applicable Vesting Date(s).
Withdrawal without Cause. If the Participant is subject to a Withdrawal without Cause (as defined in Exhibit E-1 of the Partnership Agreements), the Service Condition shall, subject to satisfaction of the release condition described in Section 4 of this Exhibit A, be deemed to be satisfied with respect to the Restricted Shares; provided, however, that the Restricted Shares which had not previously satisfied the Service Condition (without regard to the waiver contemplated herein) may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered until the previously scheduled Vesting Date(s).
