Termination of the Terminated Agreements Sample Clauses

The 'Termination of the Terminated Agreements' clause formally ends certain specified agreements between the parties as of a particular date or event. It typically lists which agreements are being terminated and may outline any surviving obligations or rights, such as confidentiality or payment for services already rendered. This clause ensures that both parties are clear about which prior agreements are no longer in effect, thereby preventing future disputes or confusion regarding ongoing obligations.
Termination of the Terminated Agreements. Immediately prior to, and conditioned upon, the closing of the Financing, each of the Terminated Agreements shall be terminated in their entirety and of no further force or effect; provided, that Sections 8.14 and 9.15 of the Purchase Agreement, Section 9 of the Stockholders’ Agreement, the second to last paragraph of the Management Rights Letter and Section 4 of the Management Agreement shall each survive such termination.
Termination of the Terminated Agreements. Each of the Parties hereby agrees to terminate each Terminated Agreement in its entirety effective immediately, and each of the Parties agrees that the amounts described in this Section 1 is fully satisfactory to it and constitutes valid consideration in exchange for the releases set forth in this Agreement. Upon Closing (as defined in the Purchase Agreement), Java Franchise shall effect an aggregate payment to Java Universe in the amount of Five Hundred Fifty Thousand Dollars ($550,000), payable in shares of common stock, $.001 par value, of Java Detour (“Common Stock”) valued at $1.00 per share, or Five Hundred Fifty Thousand (550,000) shares of Common Stock, such shares to be issued to cover any and all amounts due to Java Universe under the Terminated Agreements. All shares of Common Stock to be issued to Java Universe under this Section 1 shall be subject to Section 6 of that certain Agency, Co-Occupancy and Operating Agreement dated of even date herewith by and among JDCO, Java Universe, ▇▇▇▇▇▇ Foods, Inc. and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇.
Termination of the Terminated Agreements. Subject to the terms and conditions of this Agreement, the Terminated Agreements and all the rights and obligations of the Parties thereunder shall be cancelled and terminated and of no further force or effect as of December 31, 2019 (the “Termination Date”).
Termination of the Terminated Agreements. (a) SNBL and Transcept hereby agree that, as of the Effective Date: (i) the Device Transfer Agreement has terminated according to its terms and is null and void and of no further force or effect; excepting, however, Articles 4 and 7 of the Device Transfer Agreement; (ii) the DHE Feasibility Agreement is hereby terminated, null and void and of no further force or effect; (iii) the License Agreement is hereby terminated, null and void and of no further force or effect; excepting, however, Articles 1 (Definitions), 8 (Confidential Information) (for the period set forth therein), 10.2 (Disclaimer of Warranty/Limitation of Liability), 11 (Indemnification), 12.6.1 (Reversion of Rights), 13 (Dispute Resolution) and 14 (Miscellaneous) of the License Agreement; (iv) the Master Services Agreement and any and all Project Addenda thereunder are hereby terminated, null and void and of no further force or effect; excepting, however, Article 5 of the Master Services Agreement; (v) all rights of SNBL (or any SNBL Releasing Parties) and of Transcept (or any Transcept Releasing Parties) under the Terminated Agreements (including any such rights that, by their terms, would apply before, upon or after a termination thereof) shall, upon the Effective Date, be automatically waived by SNBL (on behalf of itself and the SNBL Releasing Parties) and by Transcept (on behalf of itself and the Transcept Releasing Parties) and deemed satisfied in full, except as otherwise expressly provided herein; (vi) all rights and licenses granted by SNBL to Transcept under the Terminated Agreements (including without limitation to Licensed Technology) shall terminate immediately upon the Effective Date and shall revert to SNBL; and (vii) the foregoing termination of the Terminated Agreements shall be deemed to be termination mutually agreed upon by and between the Parties, and no Party shall have any responsibility or liability as a result of such termination. The Parties hereby waive all rights to notice of termination as may be otherwise provided under the Terminated Agreements or applicable laws.
Termination of the Terminated Agreements 

Related to Termination of the Terminated Agreements

  • Agreement Termination In the event Contractor is unable to fulfill its responsibilities under this Agreement for any reason whatsoever, including circumstances beyond its control, County may terminate this Agreement in whole or in part in the same manner as for breach hereof.

  • Term; Termination of Agreement This Agreement shall continue in force for a period of one year from the date hereof, subject to an unlimited number of successive one-year renewals upon mutual consent of the parties. It is the duty of the Independent Directors to evaluate the performance of the Advisor annually before renewing the Agreement, and each such renewal shall be for a term of no more than one year.

  • Termination of the Agreement In the event of failure by the participant to perform any of the obligations arising from the agreement, and regardless of the consequences provided for under the applicable law, the institution is legally entitled to terminate or cancel the agreement without any further legal formality where no action is taken by the participant within one month of receiving notification by registered letter. If the participant terminates the agreement before its agreement ends or if he/she fails to follow the agreement in accordance with the rules, he/she shall have to refund the amount of the grant already paid, except if agreed differently with the sending organisation. In case of termination by the participant due to "force majeure", i.e. an unforeseeable exceptional situation or event beyond the participant's control and not attributable to error or negligence on his/her part, the participant shall be entitled to receive at least the amount of the grant corresponding to the actual duration of the mobility period. Any remaining funds shall have to be refunded, except if agreed differently with the sending organisation.

  • Term Termination 10.1. This Agreement shall be effective as of the date hereof and shall continue in force until terminated in accordance with the provisions herein. 10.2. This Agreement shall terminate in accordance with the following provisions: (a) At the option of the Company or the Trust at any time from the date hereof upon 180 days’ notice, unless a shorter time is agreed to by the parties; (b) At the option of the Company or the Trust, if Fund shares are not reasonably available to meet the requirements of the Variable Contracts. Prompt notice of election to terminate shall be furnished by the Company. The termination will be effective ten days after receipt of notice unless the Trust makes available a sufficient number of Fund shares to reasonably meet the requirements of the Variable Contracts within the ten-day period; (c) At the option of the Company, upon the institution of formal proceedings against the Trust, the Distributor or Adviser by the SEC, FINRA, or any other regulatory body, the expected or anticipated ruling, judgment or outcome of which would, in the Company’s reasonable judgment, materially impair the Trust’s, the Distributor’s or the Adviser’s ability to meet and perform their respective obligations and duties hereunder. Prompt notice of election to terminate shall be furnished by the Company with said termination to be effective upon receipt of notice; (d) At the option of the Trust, the Distributor or the Adviser, upon the institution of formal proceedings against the Company by the SEC, FINRA, or any other regulatory body, the expected or anticipated ruling, judgment or outcome of which would, in Trust’s reasonable judgment, materially impair the Company’s ability to meet and perform its obligations and duties hereunder. Prompt notice of election to terminate shall be furnished by Trust with said termination to be effective upon receipt of notice; (e) At the option of the Company, in the event the Trust’s shares are not registered, issued or sold in accordance with applicable state or federal law, or such law precludes the use of such shares as the underlying investment medium of Variable Contracts issued or to be issued by the Company. Termination shall be effective immediately upon notice to the Trust; (f) At the option of the Trust if the Variable Contracts cease to qualify as annuity contracts or life insurance contracts, as applicable, under the Code, or if the Trust reasonably believes that the Variable Contracts may fail to so qualify. Termination shall be effective upon receipt of notice by the Company; (g) At the option of the Company, upon the Trust’s breach of any material provision of this Agreement, which breach has not been cured to the satisfaction of the Company within ten days after written notice of such breach is delivered to the Trust; (h) At the option of the Trust, upon the Company’s breach of any material provision of this Agreement, which breach has not been cured to the satisfaction of the Trust within ten days after written notice of such breach is delivered to the Company; (i) At the option of the Trust, if the Variable Contracts are not registered, issued or sold in accordance with applicable federal and/or state law. Termination shall be effective immediately upon such occurrence without notice to the Company; (j) At the option of the Company in the event that any Fund ceases to qualify as a Regulated Investment Company under Subchapter M of the Code or under any successor or similar provision, or if the Company reasonably believes that any Fund may fail to so qualify. Termination shall be effective immediately upon notice to the Trust; (k) At the option of the Company in the event that any Fund fails to meet the diversification requirements specified in Article II hereof or if the Company reasonably believes that any Fund may fail to meet such diversification requirements. Termination shall be effective immediately upon notice to the Trust; and (l) In the event this Agreement is assigned without the prior written consent of the Company, the Trust, the Distributor and the Adviser, termination shall be effective immediately upon such occurrence without notice. 10.3. Notwithstanding any termination of this Agreement pursuant to Section 10.2 hereof, the Trust shall, at the option of the Company, continue to make available additional Fund shares, as provided below, for so long as the Company desires pursuant to the terms and conditions of this Agreement, for all Variable Contracts in effect on the effective date of termination of this Agreement (“Existing Contracts”). Specifically, without limitation, if the Company so elects to make additional Fund shares available, the owners of the Existing Contracts or the Company, whichever shall have legal authority to do so, shall be permitted to reallocate investments in the Trust, redeem investments in the Trust and/or invest in the Trust upon the payment of additional premiums under the Existing Contracts. In the event of a termination of this Agreement, the Company, as promptly as is practicable under the circumstances, shall notify the Trust, the Distributor and the Adviser whether the Company elects to continue to make Fund shares available after such termination. If Fund shares continue to be made available after such termination, the provisions of this Agreement shall remain in effect. 10.4. Except as necessary to implement Variable Contract owner initiated transactions, or as required by state insurance laws or regulations, the Company shall not redeem the shares attributable to the Variable Contracts (as opposed to the shares attributable to the Company’s assets held in the Separate Accounts or invested directly), and the Company shall not prevent Variable Contract owners from allocating payments to a Fund that was otherwise available under the Variable Contracts, until thirty (30) days after the Company shall have notified the Trust of its intention to do so.

  • Termination of Agreement If this Agreement is terminated by the Representatives in accordance with the provisions of Section 5 or Section 9(a)(i) hereof, the Company shall reimburse the Underwriters for all of their out-of-pocket expenses, including the reasonable fees and disbursements of counsel for the Underwriters.