Termination in Full Clause Samples

Termination in Full. Merck may terminate this Agreement, for any reason or no reason, effective January 1, 2003 or at any later date upon 90 days prior written notice to Medco. In the event such termination occurs mid-year, Medco shall furnish a final invoice to Merck within 60 days following the effective date of termination. The final invoice shall be calculated in accordance with Schedule 3.1, including a true-up against prior estimated payments, except that the actual performance data shall be calculated as of the effective date of termination, and the fees payable shall be pro rated for the number of months from January 1 of the year of termination to the effective date of termination.
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Termination in Full. Concurrently with any reduction of the Total Commitment to zero, the Company shall pay all accrued interest, fees and other amounts payable hereunder and Cash Collateralize all outstanding Letters of Credit.
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Termination in Full. Notwithstanding the foregoing provisions of this Section 2.07, the Borrower shall be permitted to make a sale of Loans not subject to the restrictions set forth above provided the Borrower repays all Obligations in full, pays any related Optional Prepayment Penalty payable in respect of such termination and repayment and terminates this Agreement in accordance with Section 2.18(b).
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Termination in Full. In the event of termination of this Agreement in its entirety for any reason: (a) except as set forth in this Section 11.6.1 or Section 11.8, all rights and licenses granted herein shall terminate in full with respect to a termination of this Agreement; (b) except as set forth in this Section 11.6.1 or Section 11.8, all obligations of Editas and Juno hereunder shall terminate; (c) each Party shall return or destroy all Confidential Information of the other Party as required by ARTICLE 8 (other than joint Confidential Information), except as reasonably necessary to exercise any surviving rights and except for one copy of which may be retained for archival purposes (which shall remain subject to the confidentiality and non-use provisions of ARTICLE 8); and (d) notwithstanding the foregoing provisions of this Section 11.6, the licenses granted to Juno hereunder shall survive for twelve (12) months following the effective date of termination in order for Juno (and its Affiliates, Sublicensees and Distributors), at Juno’s discretion, during the twelve (12)-month period immediately following the effective date of termination, to (i) finish or otherwise wind-down any ongoing Clinical Trials with respect to any Licensed Products hereunder; and (ii) finish and sell any work-in-progress and any Licensed Products remaining in inventory; provided that Juno shall pay royalties on Annual Product Net Sales of such Licensed Products sold by Juno during such period, to the extent during the applicable Royalty Term, as and to the extent Juno would otherwise be required to pay such royalties as set forth in Section 6.2; provided, however, that Juno shall have no obligation to undertake such activities, in each case of (i) and (ii), as and to the extent determined by Juno.
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Termination in Full. (a) This Agreement shall terminate in full as provided in Section 6.1 hereof. (b) At any time, upon ninety (90) days' prior notice to Xoma, Pfizer shall have the right, without cause at Pfizer's sole discretion, to terminate in full this Agreement, whereupon this Agreement together with the License Agreement and Supply Agreement shall terminate ninety (90) days after the date of such notice. (c) If either Pfizer or Xoma materially breaches or defaults in the performance or observance of any of the provisions of this Agreement and such breach or default is not cured within ninety (90) days or, in the case of failure to pay any amounts due hereunder, sixty (60) days after the giving of notice by the other party specifying such breach or default, the other party shall have the right to terminate this Agreement in full upon a further thirty (30) days' notice. (d) Upon any termination under Section 10.3(b) hereof or Section 9.02 of the License Agreement, Pfizer shall be responsible for all Development Costs incurred by Xoma with respect to Subject Products during the ninety (90) day period following the date of notice of termination as well as reasonable termination costs incurred by Xoma thereafter (including reasonable severance payments and reasonable buy-outs of preexisting contracts reasonably entered into); provided, however, Xoma shall use best efforts to mitigate and control such termination costs. (e) In the event of termination in full of this Agreement under Sections 6.1 or 10.3 hereof, subject to Section 9.05 of the License Agreement Pfizer will have no rights and Xoma will have no further obligations under this Agreement, the License Agreement, or the Supply Agreement (except for obligations under Section 8.2 and 9.1 hereof or under the Security Agreement), and Pfizer will immediately return to Xoma all Technical Information.
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Termination in Full. Upon and in consideration for the payment of the Unwind Payment on the Settlement Date pursuant to Section 4 below, (1) the Base Convertible Bond Hedge Confirmation and all remaining Options thereunder, representing [_____] Options (the “Terminated Base Options”), shall be shall be terminated in full; (2) the Additional Convertible Bond Hedge Confirmation and all Options thereunder, representing [_____] Options (the “Terminated Additional Options” and together with the Terminated Base Options, the “Terminated Options”) shall be terminated in full; (3) all of the respective rights and obligations of the parties under the Base Convertible Bond Hedge Confirmation and all of the respective rights and obligations of the parties under the Additional Convertible Bond Hedge Confirmation with respect to the Terminated Base Options shall be cancelled and terminated; and (4) each party shall be released and discharged by the other party, and agrees not to make any claim with respect to any obligations of the other party, in connection with the Terminated Options; provided that the representations and warranties contained or incorporated by reference in the Convertible Bond Hedge Confirmations, and any indemnification or contribution obligations contained therein arising as a result of events occurring on or prior to the Settlement Date, shall survive such terminations.
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Related to Termination in Full

  • Termination In the event that either Party seeks to terminate this DPA, they may do so by mutual written consent so long as the Service Agreement has lapsed or has been terminated. Either party may terminate this DPA and any service agreement or contract if the other party breaches any terms of this DPA.

  • Termination in General If Executive’s employment with the Company terminates for any reason, the Company will pay or provide to Executive: (i) any unpaid Salary through the date of employment termination, (ii) any unpaid Annual Bonus for the fiscal year prior to the fiscal year in which the termination occurs (payable at the time the bonuses are paid to employees generally), (iii) any accrued but unused vacation or paid time off in accordance with the Company’s policy, (iv) reimbursement for any unreimbursed business expenses incurred through the termination date, to the extent reimbursable in accordance with Section 3, and (v) all other payments or benefits (if any) to which Executive is entitled under the terms of any benefit plan or arrangement.

  • Obligations Following Termination If a Non-Defaulting Party terminates this Agreement pursuant to this Section 13(b), then following such termination, Seller shall, at the sole cost and expense of the Defaulting Party, remove the equipment (except for mounting pads and support structures) constituting the System. The Non-Defaulting Party shall take all commercially reasonable efforts to mitigate its damages as the result of a Default Event.

  • Release Upon Payment in Full Upon Payment in Full, the Administrative Agent, at the written request and expense of the Borrower, will promptly release, reassign and transfer the Collateral to the Loan Parties.

  • Payment in Full Subject to Clause 16.2.3 and except as otherwise provided in this contract, where any amount contained in an invoice in accordance with Schedule 7 is in dispute under Clause 16.2.1: (a) the Train Operator shall pay the full amount of the invoice, including the disputed amount, in accordance with the terms of the invoice; (b) payment of the disputed amount shall be without prejudice to the determination of whether such amount is properly due or not; and (c) Clause 16.3.2 shall apply.