Cessation of Control Clause Samples

POPULAR SAMPLE Copied 1 times
Cessation of Control. The Secured Party may revoke any Notice of Exclusive Control by delivering a written notice to the Intermediary that it has ceased to require exclusive control over the Account and the Account Property (a "Notice of Cessation of Control"). Upon the Intermediary receiving a Notice of Cessation of Control: the Pledgor will have those rights with respect to the Account and the Account Property as it had prior to the delivery of the relevant Notice of Exclusive Control; and after it has a reasonable opportunity to comply, and until such time as it receives another Notice of Exclusive Control but without prejudice to the Secured Party's rights to give Entitlement Orders concerning the Account at any time, the Intermediary shall comply with Entitlement Orders and other instructions concerning the Account originated by the Pledgor as though it had not received a Notice of Exclusive Control.
View Source
Cessation of Control. Upon cessation of the Control of an Affiliated Entity, any Access Rights granted to such Affiliated Entity shall terminate except in the event that such termination shall have a disproportionately negative impact on the business of the Affiliated Entity (e.g. because certain Background, Foreground or Sideground has been incorporated in a product).
View SourceView Similar (2)
Cessation of Control. Upon cessation of the status as an Affiliated Entity, any Access Rights granted to such former Affiliated Entity shall lapse, provided however that the provisions of paragraphs (A) and (B) below will apply with respect to: (i) any Results, or Background to which such Legal Entity has been granted Access Rights pursuant to the Grant Agreement and this Consortium Agreement; and (ii) any Party's Confidential Information that has been used by such Legal Entity in accordance with the provisions of the Grant Agreement and this Consortium Agreement, and that, at the time of cessation of such Legal Entity's Affiliated Entities’ status, has been: incorporated into the products, processes or services of such entity (hereinafter referred to as "Products, Processes and Services"); or amalgamated with such Legal Entity's own information. (A) With respect to such Confidential Information: such Legal Entity may continue to use the Confidential Information in its Products, Processes and Services in a manner in which the Confidential Information was being used prior to the time of cessation of such Legal Entity's Affiliated Entity status. (B) With respect to such Background, and Results other than Confidential Information: at the request of such Legal Entity, the Parties shall grant non-exclusive licenses to such Legal Entity under such Background, and Results for use in such Legal Entity's Products, Processes and Services on the same terms and conditions as the corresponding Access Rights granted in accordance with the Grant Agreement and this Consortium A to the Party of which such Legal Entity was an Affiliated Entity, provided that no commercial interest of such Parties opposes the grant of such licenses.
View SourceView Similar (2)
Cessation of Control. Upon cessation of the control of an Affiliate any Access Rights granted to such Affiliate in respect of Knowledge or Pre-existing Know-How shall lapse, provided however that information which is Knowledge incorporated into the products, processes, Software or services of such Affiliate, or which has been amalgamated with such Affiliate's own information, may continue to be used (in the manner it was then being used) by such Affiliate provided it is not practical to do otherwise. In such event, at the request of such Affiliate, each requested Party shall grant to such Affiliate non-exclusive licenses under that Party’s intellectual property rights. Upon such cessation of control, Access Rights granted by such Affiliate shall continue in full force and effect.
View Source
Cessation of Control. Subject to clause 2.3, Topco undertakes that throughout the period for which clause 2.1 applies, it will not permit any transfer, transaction or arrangement as a result of which it would cease to Control any undertaking or business of the Cobham Group to which clause 2.1 relates in circumstances where that undertaking or business would, immediately following such cessation of Control by Topco, continue to be under the Control of Advent and/or any of its Affiliates.
View Source

Related to Cessation of Control

  • Termination of Contract for Cause 5.1.1 If A-E breaches any of the covenants or conditions of this CONTRACT, COUNTY shall have the right to terminate this CONTRACT upon ten (10) days written notice prior to the effective day of termination. 5.1.2 A-E shall have the opportunity to cure the alleged breach prior to termination. 5.1.3 In the event the alleged breach is not cured by A-E prior to termination, all work performed by A-E pursuant to this CONTRACT, which work has been reduced to plans or other documents, shall be made available to COUNTY.

  • Termination of Contract The Department may terminate the Contract for refusal by the Contractor to comply with this section by not allowing access to all public records, as defined in Chapter 119, F. S., made or received by the Contractor in conjunction with the Contract.

  • Definition of Change in Control For purposes of the Agreement, a “Change in Control” shall mean the occurrence of any one of the following events:

  • Transfer of Control Transfer of control shall take place at the AoR boundary, unless otherwise specified in paragraph E.3.

  • Termination of Continuous Service Except as otherwise provided in this Section 3, the unvested portion of the award shall be forfeited as of the date (the “Termination Date”) that the Grantee actually ceases to provide services to the Company or any Affiliate in any capacity of Employee, Director or Consultant (irrespective of whether the Grantee continues to receive severance or any other continuation payments or benefits after such date) (such cessation of the provision of services by Grantee being referred to as “Service Termination”). A Service Termination shall not occur and Continuous Service shall not be considered interrupted in the case of (i) any approved leave of absence, (ii) transfers among the Company, any Subsidiary or Affiliate, or any successor, in any capacity of Employee, Director or Consultant, or (iii) any change in status as long as the individual remains in the service of the Company or a Subsidiary or Affiliate in any capacity of Employee, Director or Consultant.