TERMINATION 84 Clause Samples

TERMINATION 84. Section 7.1 Termination 84 Section 7.2 Effect of Termination 85 Article 8 ALTERNATIVE TRANSACTION 85 Section 8.1 Alternative Transaction 85 Section 9.1 Non-Survival 86 Section 9.2 Entire Agreement; Assignment 86 Section 9.3 Amendment 86 Section 9.4 Notices 87 Section 9.5 Governing Law 88 Section 9.6 Fees and Expenses 88 Section 9.7 Construction; Interpretation 88 Section 9.8 Exhibits and Schedules 89 Section 9.9 Parties in Interest 89 Section 9.10 Severability 89 Section 9.11 Counterparts; Electronic Signatures 90 Section 9.12 Knowledge of Company; Knowledge of SOAC 90 Section 9.13 No Recourse 90 Section 9.14 Extension; Waiver 91 Section 9.15 Waiver of Jury Trial 91 Section 9.16 Submission to Jurisdiction 91 Section 9.17 Remedies 92 Section 9.18 Trust Account Waiver 92 Annex A Supporting Company Shareholders Exhibit A Company Arrangement Resolution Exhibit B Plan of Arrangement Exhibit C Form of PIPE Subscription Agreement Exhibit D Form of Individual PIPE Subscription Agreement Exhibit E Form of Registration Rights Agreement Exhibit F Form of Transaction Support Agreement Exhibit G Form of SOAC Notice of Articles Exhibit H Form of SOAC Articles Exhibit I Form of Incentive Equity Plan This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of March 4, 2021, is made by and among Sustainable Opportunities Acquisition Corp., a Cayman Islands exempted company, 1291924 B.C. Unlimited Liability Company, an unlimited liability company existing under the laws of British Columbia, Canada (“NewCo Sub”), and DeepGreen Metals Inc., a company existing under the laws of British Columbia, Canada (the “Company”). SOAC, NewCo Sub and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
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Related to TERMINATION 84

  • Termination Period This Option shall be exercisable for three (3) months after Participant ceases to be a Service Provider, unless such termination is due to Participant’s death or Disability, in which case this Option shall be exercisable for twelve (12) months after Participant ceases to be a Service Provider. Notwithstanding the foregoing sentence, in no event may this Option be exercised after the Term/Expiration Date as provided above and this Option may be subject to earlier termination as provided in Section 13 of the Plan.

  • On Termination In the event this Agreement is terminated for any reason prior to the expiration of its original term or any renewal term, Owner shall indemnify, protect, defend, save and hold Manager and all of the other Indemnified Parties harmless from and against any and all claims, causes of action, demands, suits, proceedings, loss, judgments, damage, awards, liens, fines, costs, attorney's fees and expenses, of every kind and nature whatsoever (collectively, "Losses"), that may be imposed on or incurred by Manager by reason of the willful misconduct, gross negligence and/or unlawful acts (such unlawfulness having been adjudicated by a court of proper jurisdiction) of Owner.

  • Survival; Termination The representations, warranties, and covenants of the respective parties shall survive the Closing Date and the consummation of the transactions herein contemplated for a period of two years.

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be eff ected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity an d up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of t he ESC Region 8 and TIPS. Does vendor agree? Yes

  • Term; Termination; Rights on Termination The term of this Agreement shall begin on the date hereof and continue for three (3) years, and, unless terminated sooner as herein provided, shall continue thereafter on a year-to-year basis on the same terms and conditions contained herein in effect as of the time of renewal (such initial three year period and any extensions thereof being referred to herein as the "Term"). This Agreement and Employee's employment may be terminated in any one of the following ways: