JV Termination Agreement definition
Examples of JV Termination Agreement in a sentence
The JV Terminations shall be evidenced by definitive agreements (each a "JV Termination Agreement") the forms and terms of which shall be subject to the approval of Parent, which approval shall not be unreasonably withheld or delayed.
Upon completion of the Agreements, the Parties’ JV Agreement shall be terminated pursuant to the JV Termination Agreement.
This JV Termination Agreement constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.
The invalidity or unenforceability of any term or provision of this JV Termination Agreement in any jurisdiction shall not affect the validity or enforceability of the other terms or provisions hereof or the validity or enforceability of the offending term or provision in any other jurisdiction and the remaining terms and provisions shall remain in full force and effect.
Any notice required or permitted to be given by either Party under this JV Termination Agreement shall be in writing and shall be personally delivered or sent by a reputable overnight mail service (e.g., Federal Express), by first class mail (certified or registered), or by electronic mail confirmed by first class mail (certified or registered), to the address of the other Party as set out below.
Bayer and its Affiliates do not own, and do not have the right to acquire, directly or indirectly, any equity in Casebia or any of its Subsidiaries except as expressly provided for in the JV Agreement (which rights will terminate upon the execution and delivery of the JV Termination Agreement).
However, neither this JV Termination Agreement nor any of the rights of the Parties hereunder may otherwise be transferred or assigned by any Party hereto without the prior written consent of the other Parties hereto.
No Party shall be bound until such time as all of the Parties have executed counterparts of this JV Termination Agreement.
The headings in this JV Termination Agreement are for reference only and shall not affect the interpretation of this JV Termination Agreement.
Upon determination that any term or other provision is invalid, illegal or unenforceable under applicable law, the Parties shall negotiate in good faith to modify this JV Termination Agreement so as to effect the original intent of the Parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.