Term, Termination and Assignment Sample Clauses
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Term, Termination and Assignment a. The compensation provisions of Section 3 related to the Distribution and Servicing Plans shall remain in effect for not more than a year and thereafter for successive annual periods only so long as such continuance is specifically approved by a vote of the Trustees of the Board who are not “interested persons” of each Company and have no direct or indirect financial interest in the operation of each Distribution and Servicing Plan or in any provisions of this Agreement related to such Distribution and Servicing Plans (“Disinterested Directors”), cast in person at a meeting called for the purpose of voting on such plans or agreements.
b. Any party hereto may terminate this Agreement by giving 30 days’ written notice to the other parties, and this Agreement shall terminate automatically: (1) with respect to a Fund in the event that the Fund liquidates or reorganizes into another Fund, (2) in the event that Intermediary ceases to be a member in good standing of FINRA, and (3) upon Intermediary violating any anti-bribery and corruption laws or engaging in any other unlawful conduct referenced in Section 11. In the event: (i) of an assignment (within the meaning of the ▇▇▇▇ ▇▇▇) of this Agreement or (ii) any Distribution and Servicing Plan terminates, is not continued or ceases to remain in effect, then the provisions of this Agreement relating to such plan automatically shall terminate with respect to the Shares covered by such assignment or such terminated plan, to the extent required by applicable law, rule or regulation or the terms of the applicable plan.
c. The compensation provisions of Section 3 related to Distribution and Servicing Plans also may be terminated at any time with respect to any Fund without payment of any penalty, to the extent required by applicable law, rule or regulation or provided in the Distribution and Servicing Plan, by vote of a majority of the Disinterested Directors of the applicable Company, or by vote of a majority of the outstanding voting securities of such Fund on 60 days’ written notice.
d. This Agreement shall inure to the benefit of the successors and assigns of any party hereto, provided, however, that no party may assign this Agreement without the prior written consent of the other parties, except that Distributor may assign this Agreement to an affiliate that provides similar services to a Company upon 30 days’ prior written notice to Intermediary unless such an assignment would be deemed an assignment within the ...
Term, Termination and Assignment. This Agreement will operate on a continuous basis until terminated by either party with sixty (60) days' prior written notice to the other party. This Agreement shall automatically terminate in the event that the investment advisory contract between the Adviser and the Fund shall have terminated for any reason. Neither party shall assign this agreement without the prior written consent of the other party.
Term, Termination and Assignment. This Agreement shall commence on date hereof and may be terminated at any time by either Party by giving written notice of such termination to the other Party. Additionally, termination of the BCP Agreement will result in the termination of this Agreement and or the termination of this Agreement will also result in the termination of the BCP Agreement. No assignment, as that term is defined in the Advisers Act, of the Agreement, shall be made by Adviser without the consent of Client, which consent may be implied if Monex sends notice of such assignment to client, and Client does not object in writing to the assignment within the period specified in the notice.
Term, Termination and Assignment. This Agreement will operate on a continuous basis until terminated by either party with sixty (60) days' prior written notice to the other party, except that the Adviser may terminate this Agreement on ten (10) days' prior written notice in the event of a breach or breaches of this Agreement by Milliman which the Adviser deems, in its sole discretion, to be material. This Agreement shall automatically terminate with respect to a Fund in the event that the investment advisory contract between the Adviser and such Fund shall have terminated for any reason but shall continue with respect to the other Funds. Neither party shall assign this agreement without the express prior written consent of the other party.
Term, Termination and Assignment a. Intermediary may terminate this Agreement by giving 30 days’ written notice to Distributor, Distributor may terminate this Agreement immediately upon notice to Intermediary and this Agreement shall terminate automatically: (1) with respect to a Portfolio in the event that the Portfolio liquidates or reorganizes into another investment company, (2) in the event that Intermediary ceases to be a member in good standing of FINRA, (3) upon Intermediary violating any anti-money laundering, sanctions, or anti-bribery or corruption laws or engaging in any other unlawful conduct referenced in Section 10, and (4) with respect to a Company upon the effective date of the termination of the participation agreement among Company, Distributor and the Trusts.
b. This Agreement shall inure to the benefit of the successors and assigns of any party hereto, provided, however, that no party may assign this Agreement without the prior written consent of the other party, except that Distributor may assign this Agreement to an affiliate that provides similar services to a Portfolio upon 30 days’ prior written notice to Intermediary unless such an assignment would be deemed an assignment within the meaning of applicable provisions of the 1940 Act.
Term, Termination and Assignment. This Agreement will operate on a continuous basis until terminated by either party with sixty (60) days’ prior written notice to the other party, except that the Adviser may terminate this Agreement on ten (10) days’ prior written notice in the event of a breach or breaches of this Agreement by Milliman which the Adviser deems, in its sole discretion, to be material. Neither party shall assign this agreement without the express prior written consent of the other party.
Term, Termination and Assignment. 7.1 This Agreement shall become effective as of the EFFECTIVE DATE, and shall remain in effect for five (5) years from the EFFECTIVE DATE; provided, however, that after the initial term of this Agreement, the Agreement will be automatically renewed under the same terms and conditions for additional one (1) year terms, unless a party hereto gives notice six (6) months before the end of the initial term or succeeding one (1) year term(s) to the other party of its intention to allow the Agreement to expire. Upon expiration of this Agreement, the transfer of TECHNICAL INFORMATION shall cease forthwith, each party shall return to the other party all TECHNICAL INFORMATION received from such other party, and the licenses of Section 2 shall survive. POWERMITE® Services.5/960213 MOTOROLA - MICROSEMI POWERMITE® TECHNOLOGY AGREEMENT
7.2 Either party may cancel this Agreement on ninety (90) days written notice to the other party for failure of the other party to fulfill any of its material obligations hereunder; provided, however, that if during said ninety (90) day period said other party shall have fulfilled said obligations, this Agreement shall continue in full force and effect as if such notice had not been given.
7.3 This Agreement is personal to each of the parties hereto, and either party shall have the right to cancel this Agreement by giving written notice of cancellation to the other party at any time upon or after: 1) the filing by the other party of a petition in bankruptcy or insolvency; 2) any adjudication that the other party is bankrupt or insolvent; 3) the filing by the other party under any law relating to bankruptcy or insolvency; 4) the appointment of a receiver for all or substantially all of the property of the other party; 5) the making by the other party of any assignment or attempted assignment of this Agreement for the benefit of creditors; or 6) the institution of any proceedings for the liquidation or winding up of the other party’s business or for the termination of its corporate charter. Upon the giving of such notice of cancellation, this Agreement shall be terminated forthwith.
7.4 In the event of a direct or indirect taking over or assumption of control of either party, without the consent of its management and board of directors, by any third party, the other party shall have the right to cancel this Agreement at any time thereafter upon giving written notice thereof to the party and, upon the giving of such notice of cancellation, t...
Term, Termination and Assignment. 6.1 Validity of sponsorship: 1 year after the subscription gets activated by GYGA with automatic renewal. The sponsorship will be renewed automatically on annual basis. In case Sponsor wants to end the subscription, Sponsor must inform ▇▇▇▇ accordingly, at least 3 months before the end of the running period.
6.2 The Agreement will terminate automatically if Sponsor fails to comply with the limitations described above or otherwise commit any material breach of the terms hereof.
6.3 This Agreement ends immediately in case of bankruptcy, (provisional) suspension of payment, closing down c.q. liquidation of the company of Sponsor.
6.4 If this Agreement ends, ▇▇▇▇ shall remain at all times the owner of the DATA.
Term, Termination and Assignment a. The initial term of this Agreement shall be for a period of twelve (12) months. Thereafter, this Agreement shall automatically renew and shall continue until terminated. After the initial term, Client may terminate this Agreement or a specific Service at any time by providing thirty (30) days written notice of Client’s intent to terminate.
b. Notwithstanding the provisions of Section 3(a), Client may terminate Pay Per Click Marketing Service or adjust the Pay Per Click campaign budget at any time by providing thirty (30) days written notice.
c. In the event that iHealthSpot is unable to provide Client with continuous, uninterrupted, expedient and error free service (“Service Failure”) and such Service Failure continues unresolved for a period of thirty (30) days Client shall have the right to terminate this Agreement.
d. In the event Client terminates this Agreement for reasons other than Service Failure, Client shall be required to make payment on design and development work completed up to the date of termination and remit any remaining or outstanding monthly fees.
e. Upon termination, iHealthSpot shall deliver to Client a basic copy of Client’s Website. Such copy of Website will be a static copy of images and Client content and will not include iHealthSpot Platform functionality provided by this Agreement. Alternatively, Client may elect to receive a full copy of Website which will include the site database, images and content files together with an installer file. The charge for such copy will be two- hundred and fifty ($250) plus the cost of re-licensing applicable plug-ins for Client’s use, and all open invoices must be paid in full before transfer will occur. Client acknowledges that the full copy will not include iHealthSpot’s proprietary applications including provider directory, Medical Library, or interactive forms and that some reconfiguration of Website will be required in Client’s new environment and that Client will be responsible for such reconfiguration.
f. Client may not assign this Agreement without the prior written consent of iHealthSpot, which consent shall not be unreasonably withheld.
Term, Termination and Assignment. This Agreement shall commence on date hereof and may be terminated at any time by either Party by giving written notice of such termination to the other Party. Additionally, termination of the BCP Agreement will result in the termination of this Agreement and or the termination of this Agreement will also result in the termination of the BCP Agreement. No assignment, as that term is defined in the Advisers Act, of the Agreement, shall be made by Adviser without the consent of Client.