Termination and Expiration. 13.1 YALE shall have the right to terminate this Agreement after written notice to LICENSEE in the event LICENSEE:
(a) fails to make any material payment due and payable pursuant to this Agreement unless LICENSEE shall make all such payments (and all interest due on such payments under Article 6.4) within the thirty (30) day period after receipt of written notice from YALE; or
(b) commits a material breach of any other provision of this Agreement which is not cured (if capable of being cured) within the sixty (60) day period after receipt of written notice thereof from YALE, or upon receipt of such notice if such breach is not capable of being cured; or
(c) fails to obtain or maintain adequate insurance as described in Article 14, whereupon YALE may terminate this Agreement immediately upon written notice to LICENSEE.
13.2 This Agreement shall terminate automatically without any notice to LICENSEE in the event LICENSEE shall cease to carry on its business or becomes INSOLVENT, or a petition in bankruptcy is filed against LICENSEE and is consented to, acquiesced in or remains undismissed for sixty (60) days, or LICENSEE makes a general assignment for the benefit of creditors, or a receiver is appointed for LICENSEE. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
13.3 LICENSEE shall have the right to terminate this Agreement upon written notice to YALE:
(a) at any time on three (3) months’ notice to YALE, provided LICENSEE is not in breach and upon payment of all amounts due YALE throughout the effective date of termination; or
(b) in the event YALE commits a material breach of any of the provisions of this Agreement and such breach is not cured (if capable of being cured) within the sixty (60) day period after receipt of written notice thereof from LICENSEE, or upon receipt of such notice if such breach is not capable of being cured,
13.4 Upon termination of this Agreement for any reason, all rights and licenses granted to LICENSEE under the terms of this Agreement are terminated. Upon such termination, and subject to Article 13.4, YALE may elect, in its sole discretion, to cause LICENSEE, its SUBLICENSEES, or AFFILIATES to immediately cease to manufacture or sell some or all ROYALTY PRODUCTS. Within sixty (60) days after the effective date of termination LICENSEE shall return to YALE:
(a) all materia...
Termination and Expiration. 10.1 This Agreement automatically and immediately terminates without notice to the Licensee if any proceeding under the Bankruptcy and Insolvency Act of Canada, or any other statute or similar purpose, is started by or against the Licensee.
10.2 The Licensor shall be entitled to terminate this Agreement immediately with notice upon the occurrence of any of the following events:
(a) the Licensee becomes insolvent or makes an assignment for the benefit of creditors or passes a resolution for winding up and the orderly payment of debts, unless a trustee or other representative of the Licensee is willing and able to complete the Licensee’s obligations under this Agreement; or
(b) the Licensee ceases or threatens to cease carrying out business;
(c) the Technology becomes the subject to any security interest, charge or encumbrance of any third party claiming through the Licensee; or
(d) the Licensee is in breach of any of its obligations under this Agreement and fails to remedy such breach within sixty (60) days after written notice of such failure has been given to the Licensee by the Licensor, or, the necessary period where such breach would take more than sixty (60) days to remedy, to commence and proceed diligently to remedy such breach provided such period is not greater than ninety (90) days or as otherwise agreed in writing by the Parties.;
Termination and Expiration. If not earlier exercised, the Warrant shall expire on the fifth (5th) anniversary of the date hereof (the “Expiration Date”), subject to Section 4 below.
Termination and Expiration. If not earlier exercised, the Warrant shall expire on the third anniversary of the date hereof (the "Expiration Date"), subject to Section 4 below.
Termination and Expiration. 17.1 This Agreement shall become effective upon the Effective Date.
17.2 Upon expiration of the Exclusivity Period, in respect of the Territory, except as otherwise stated in this Article 17, (a) STADA will keep the Dossier (and its rights to use the Dossier), (b) the rights granted to STADA under Articles 2.1 through 2.3 shall become non-exclusive, fully paid-up and continue in force on a perpetual basis (but remain subject to the restrictions contained therein), and (c) the Exclusive Purchase Obligation shall terminate.
17.3 Except as otherwise provided in this Agreement, this Agreement can be terminated with immediate effect subject to written notice:
(a) by the non-defaulting Party if the other Party commits a material breach of this Agreement and, in the case of a breach capable of remedy, does not remedy the situation within sixty (60) calendar days of receiving written notice of default from the other Party;
(b) by the non-defaulting Party if the other Party states or admits in writing that it is unable to pay its current obligations in the ordinary course of business as they generally become due, declares bankruptcy, assigns all its assets for the benefit of creditors, undergoes a corporate reorganization prompted by insolvency or appoints receiver or trustee;
(c) by STADA in case the Products will not benefit from a registered shelf life of at least [***] at the date of grant of the first MA on behalf of STADA or its Affiliate and/or the ongoing-stability program in accordance with GMP does not confirm such stability of the Product;
(d) by the Party to whom a warranty according to Article 15 is given and such warranty turns out to be incorrect and the breaching Party does not remedy the situation within sixty (60) calendar days of receiving written notice of default from the other Party;
(e) by STADA if an EU-wide Marketing Authorisation by way of the CP is not granted by 30 June 2025 (date of positive EC decision) (which date shall be extended by up to three (3) months if it is likely that such extension of time has a reasonable prospect of resulting in a positive opinion);
(f) by STADA if the Dossier is not delivered to STADA by Target Dossier Delivery Date.
17.4 The effects of termination by STADA according to Article 17.3(a) or (b) or (d) shall be that (a) STADA will keep the Dossier (and its rights to use the Dossier), and upcoming and granted MAs, (b) the rights granted to STADA under Articles 2.1 through 2.3 shall become [***] (but remain s...
Termination and Expiration. Subscriber will immediately cease use of the Software upon termination or expiration of an applicable Order Form or this Agreement (to the extent termination of the Agreement terminates the applicable Order Form). This Bundled Solution Subscription Addendum (“Bundled Solution Addendum”) is subject to, and hereby incorporated into, the Agreement to the extent Subscriber purchases of one or more Subscriptions for Software to offer a Bundled Solution (as defined below) to Subscriber’s End Users (as defined below).
Termination and Expiration. 8.1 Sun may terminate this Agreement if Customer fails to cure any material breach of this Agreement within fifteen (15) days of being notified in writing of such breach.
8.2 Customer will not be entitled to any refund in the event of a termination pursuant to Section 8.1 above.
8.3 On termination or expiration of the Agreement, each party will deliver to the other any property or Confidential Information of the other in its possession or control , in good condition, reasonable wear and tear excepted.
Termination and Expiration. [The Termination and Expiration Section of a Fundraising Agreement addresses (1) a party’s ability to terminate the Fundraising Agreement, and (2) what happens to donations, including interest and earnings on cash donations, after termination or expiration of the Fundraising Agreement. NPS and its Partner must decide which provisions are appropriate give the facts and circumstances of a particular Fundraising Agreement.]
Termination and Expiration. 7.1 Terminations will be handled in accordance with Appendix A, Section 11B of DIR Contract No. DIR-TSO-3480.
Termination and Expiration. 12.1 The term of this Agreement (the “Term”), and the license granted under Section 2.1, shall commence as of the Effective Date and continue for the useful life of the XXX STCs (which shall in no event extend beyond any surrender of the XXX STC) unless sooner terminated under operation of law or in accordance with the terms and conditions herein.
