Termination After Closing Sample Clauses
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Termination After Closing. The Agreement may be terminated unilaterally without applying to the respective dispute resolving institution by a prior 10 business days’ written notice to the other Party:
11.3.1. by the Buyer:
(a) within a time period of 5 (five) years as of the Closing Date in case of failure of commercialization of the Products, i.e. if the business targets set out in the business plan attached under the Appendix 8 are not reached, by serving a written notice to the Seller;
(b) if technology transfer to the Buyer with respect to MiOXSYS Analysers fails or becomes commercially unreasonable for the Buyer; or
(c) if technology transfer to the Buyer or additional CMO with respect to MiOXSYS Sensors fails or becomes commercially unreasonable for the Buyer under the respective Ancillary Agreement.
11.3.2. by the Seller, if the payment obligations of the Buyer under this Agreement are overdue for more than 60 days.
Termination After Closing. If the Closing occurs, this Agreement shall continue to remain in full force and effect unless the Parties mutually agree in writing to terminate this Agreement.
Termination After Closing. (a) KnowFat may terminate this Agreement after the Closing by giving written notice to GFVentures in the event that GFVentures is in breach of any of its material obligations under this Agreement and such breach is not cured within 30 days following delivery by KnowFat to GFVentures of written notice of such breach.
(b) GFVentures may terminate this Agreement after the Closing by giving written notice to KnowFat in the event that KnowFat is in breach of any of its material obligations under this Agreement or the License Agreement and such breach is not cured (i) within five (5) business days following delivery by GFVentures to KnowFat of written notice of such a breach pertaining to KnowFat’s payment or Share issuance obligations hereunder or (ii) within 30 days following delivery by GFVentures to KnowFat of written notice of such a breach pertaining to any of KnowFat’s other obligations hereunder or thereunder.
Termination After Closing. (a) This Agreement may be terminated by Block at any time during the fourteen (14) month period after the Closing Date as follows:
(i) upon providing written notice to Access of Access' default or breach of Section 3.1 of this Agreement. In the event that such default or breach is irreparable or Access fails to cure such default or breach within thirty (30) days after receipt of written notice thereof from Block, this Agreement shall immediately terminate; or
(ii) if Access (A) shall file in any court pursuant to any statute of any government in any country a petition in bankruptcy or insolvency or for reorganization or for an arrangement or for the appointment of a receiver or trustee of Access or its assets; (B) proposes a written agreement of composition for extension of its debts; (C) shall be served with an involuntary petition against it, filed in any insolvency proceeding, and such petition shall not be dismissed within sixty (60) days after filing thereof; (D) shall be a party to any dissolution or liquidation; or (E) shall make a general assignment for the benefit of its creditors. In the event that this Agreement is terminated pursuant to this Section 14.1(a), Block shall have the right, without notice to or consent by Access, to implement and record the transfer and assignment of all rights, title and interest in and to the Purchased Assets back to Block. Notwithstanding anything in this Agreement to the contrary and except as set forth in the next sentence, if Block terminates this Agreement pursuant to this Section 14.1(a), such termination shall constitute Block's sole remedy upon the occurrence of any event listed in this Section 14.1(a) upon which such termination is based, as the case may be, and Block shall not be entitled to receive any additional damages from Access or make any claim for the payment of any additional damages. Notwithstanding the foregoing, Block shall also be entitled to seek reimbursement for any costs and expenses (including, without limitation, attorneys' fees) incurred in terminating this Agreement pursuant to this Section 14.1(a). Further, nothing contained in this Section 14.1(a) shall be construed as limiting or restricting in any way any remedies which may be available to Block and/or its Affiliates at law and equity in the event of a breach by Access of any material term(s) of this Agreement, other than a breach of Section 3.1.
(b) Upon termination of this Agreement pursuant to this Section 14.1, Block shall ha...
Termination After Closing. If Buyer elects to terminate its development, marketing, commercialization or sale of the Product, it shall notify Seller, and thereafter either party shall have the right to terminate this Agreement on thirty (30) days’ notice to the other.
Termination After Closing. None of the Parties may terminate or rescind (for any reason or under any law or legal theory) this Agreement after the Closing.
Termination After Closing. If the Closing occurs, this Agreement may not be terminated, by any of the Parties, with or without good cause, at any time or under any circumstance.
Termination After Closing. If the Agreement is terminated pursuant to this section of the Agreement after closing and prior to completion of the project, the Developer shall retain the Property. If the default is cured, then no default shall exist and the noticing Party shall take no further action. The remedies provided in this section are cumulative and not exclusive.
Termination After Closing. This Agreement may be terminated after the Closing:
(a) By the mutual consent of IceWEB, Propster, DevElements and the Shareholders;
(b) In the event of any such termination, each party shall bear their own expenses.
Termination After Closing. If the Closing occurs, this Agreement shall continue to remain in full force and effect until (i) the Parties mutually agree in writing to terminate this Agreement, or (ii) the Company is dissolved in accordance with the terms of the LLC Agreement. In addition, except as otherwise expressly provided in Section 10.3, (A) the rights and obligations of a Party hereunder shall be terminated at the time such Party shall no longer beneficially own, whether by itself or through the Initial Member or one or more Permitted Transferees, any Interests in the Company, and (B) the rights and obligations of any Person as a Member of the Company shall terminate when such Person shall have ceased to be a Member of the Company.