In the Event of Termination. After receipt of a notice of termination, except as otherwise directed, the AGENCY shall:
a. Remit to the COUNTY, within fourteen (14) calendar days, any advanced funds paid, prorated as of the date of termination.
b. Stop working under this Contract on the date of receipt and to the extent specified in the notice of termination.
c. Place no further orders or subcontracts to the extent that they relate to the performance of the work, which was terminated.
d. Terminate all orders and subcontracts to the extent that they relate to the performance of the work, which was terminated.
e. Handle all property as directed by the COUNTY.
f. Finalize all necessary up to date reports and documents required under the terms of this Agreement up to the date of termination, up to and including the final expenditure report due at the end of the Contract, if any, without reimbursement beyond that due as of the date of termination for services rendered to the termination date.
g. Take any other actions as directed in writing by the COUNTY.
In the Event of Termination. After receipt of a notice of termination, except as otherwise directed, the Subrecipient shall take all of the following actions:
1. Pursuant to 2 CFR § 200.339(c) (or, for HHS Awards: 45 CFR § 75.372(c)) continue to remain responsible for compliance with the requirements in 2 CFR §§ 200.343 (“Closeout”) and 200.344 (“Post-Closeout Adjustments and Continuing Responsibilities”) (or, for HHS Awards: the requirements in 45 CFR §§ 75.381 through 75.390);
2. Within fourteen (14) calendar days, remit to the County any advanced funds paid that have not yet been recouped by the County (if any);
3. Stop working under this Agreement on the date of receipt of the notice of termination unless otherwise stated in such notice;
4. Place no further orders and enter into no further agreements to the extent that either relate to the performance of the work which was terminated and direct any subcontractors to do the same;
5. Terminate all orders and subcontracts to the extent that they relate to the performance of the work, which was terminated;
6. Finalize all necessary reports, invoices, and other documentation required under the terms of this Agreement up to the date of termination, up to and including the final invoice due at the end of the project without reimbursement beyond that due as of the date of termination for services rendered to the termination date;
7. Take any other actions as reasonably directed in writing by the County; and
8. If the Scope of Services attached as “Exhibit A” includes the provision of care to individuals, take any reasonable steps to, in good faith, assist the County in transferring care of such individuals to another organization, if necessary.
In the Event of Termination. After receipt of a notice of termination, except as otherwise directed, the AGENCY shall:
a. Remit to the COUNTY, within fourteen (14) calendar days, any advanced funds paid, prorated as of the date of termination.
b. Stop working under this Contract on the date of receipt and to the extent specified in the notice of termination.
c. Place no further orders or subcontracts to the extent that they relate to the performance of the work, which was terminated.
d. Terminate all orders and subcontracts to the extent that they relate to the performance of the work, which was terminated.
e. Handle all property as directed by the COUNTY.
f. Finalize all necessary up to date reports and documents required under the terms of this Contract up to the date of termination, up to and including the final expenditure report due at the end of the Contract, if any, without reimbursement beyond that due as of the date of termination for services rendered to the termination date.
g. If the Scope of Work attached as “Exhibit A” includes the provision of care to individuals, take any reasonable steps to, in good faith, assist the County in transferring care of such individuals to another organization, if the County deems such transference to be necessary.
h. Take any other actions as directed in writing by the COUNTY.
In the Event of Termination. In the event of termination of this Agreement pursuant to Section 8.4 or otherwise, the Licensees’ right to utilize or possess the Marks licensed under this Agreement shall automatically cease, and concurrently with such termination of this Agreement, the Licensees shall (i) cease all use of the Marks and shall adopt new trademarks, service marks, and trade names that are not confusingly similar to the Marks and (ii) no later than ninety (90) days following the termination of this Agreement, the General Partner shall have caused each of the Partnership Entities to change its legal name so that there is no longer any reference therein to the name “Universal Compression,” “Exterran,” “Hanover,” any name or d/b/a then used by any Exterran Entity or any variation, derivation or abbreviation thereof, and in connection therewith, the General Partner shall cause each such Partnership Entity to make all necessary filings of certificates with the Secretary of State of the State of Delaware and to otherwise amend its Organizational Documents by such date.
In the Event of Termination. In the event of termination of this Agreement:
(a) Each party will destroy or redeliver all documents, work papers and other material of any other party relating to the transactions contemplated hereby, whether so obtained before or after the execution hereof, to the party furnishing the same;
(b) No party hereto shall have any Liability to any other party to this Agreement, except as stated in subsections (a), (b) and (c) of this Section 7.2 and except for any breach of this Agreement occurring prior to the proper termination of this Agreement. The foregoing provisions shall not limit or restrict the availability of specific performance or other injunctive relief to the extent that specific performance or such other relief would otherwise be available to a party hereunder.
In the Event of Termination. In the event of termination of this Agreement, pursuant to Section 6.6 or otherwise, or the termination of the License, the Partnership Group’s right to utilize or possess the Name and Marks licensed under this Agreement shall automatically cease, and no later than ninety (90) days following such termination, (a) the Partnership Group shall cease all use of the Name and Marks and shall adopt trademarks, service marks, and trade names that are not confusingly similar to any of the Name and Marks, provided, however, that any use of the Name and Marks during such 90-day period shall continue to be subject to Section 4.2(b), (b) at Rice’s request, the Partnership Group shall destroy all materials and content upon which any of the Name and Marks continue to appear (or otherwise modify such materials and content such that the use or appearance of the Name and Marks ceases) that are under the Partnership Group’s control, and certify in writing to Rice that the Partnership Group has done so, and (c) each member of the Partnership Group shall change its legal name so that there is no reference therein to the name “Rice,” any name or d/b/a then used by any Rice Entity or any variation, derivation or abbreviation thereof, and in connection therewith, shall make all necessary filings of certificates with the Secretary of State of the State of Delaware and to otherwise amend its organizational documents by such date.
In the Event of Termination. Except as provided by Section 3.1(c), all indemnification obligations under this Article 3 shall survive any termination of this Agreement, and shall remain in full force and effect.
In the Event of Termination. In the event of termination of this Agreement, no party hereto shall have any liability to any other party to this Agreement, except arising out of any intentional breach of this Agreement occurring prior to the termination of this Agreement; provided, that, this Section 10.2 shall not limit or restrict the availability of specific performance or other injunctive relief to the extent that specific performance or such other relief would otherwise be available to a party hereunder.
In the Event of Termination. In the event of termination of this --------------------------- Agreement:
(1) Each party will redeliver all documents, work papers and other material of any other party relating to the transactions contemplated hereby, whether so obtained before or after the execution hereof, to the party furnishing the same;
(2) The provisions of the Mutual Non-Disclosure Agreement (the "Mutual Non-Disclosure Agreement"), dated as of November 9, 2000, by and between Parent and the Company shall continue in full force and effect; and
(3) No party hereto shall have any liability or further obligation to any other party to this Agreement, except as stated in subsections (i), (ii) and (iii) of this Section 11.1(b), except for any willful breach of this Agreement occurring prior to the proper termination of this Agreement. The foregoing provisions shall not limit or restrict the availability of specific performance or other injunctive relief to the extent that specific performance or such other relief would otherwise be available to a party hereunder.
In the Event of Termination. In the event of --------------------------- termination of this Agreement:
(a) Each party will redeliver all documents, work papers and other material of any other party relating to the transactions contemplated hereby, whether so obtained before or after the execution hereof to the party furnishing the same;
(b) The provisions of Sections 9 and 10.3 shall continue in full force and effect; and
(c) Other than pursuant to Sections 9 and 10.3, no party hereto shall have any liability or further obligation to any other party relating to the transactions contemplated hereby, provided that no such termination shall relieve any party from liability or a prior breach of this Agreement.
