Common use of Termination Under Certain Circumstances Clause in Contracts

Termination Under Certain Circumstances. (a) If, during any 12 month period commencing on any anniversary of the Effective Date on or after the second anniversary of the Effective Date, ▇▇▇▇▇ Systems does not provide TenFold the opportunity to sign Qualified Contracts with a Qualified Value equal to 50% of the applicable Target Amount, then either Party may terminate this Agreement by delivering to the other Party a termination notice setting forth the date of termination, which date will be at least six months after the date the termination notice is delivered to such Party. (b) After the third anniversary of the Effective Date, either Party may terminate Sections 2.5, 2.6, 2.7 and 6.6 of this Agreement after a Change of Control Event. For purposes of this Agreement, a "Change of Control Event" means TenFold's sale of all or a majority of its assets to, acquisition by, or consolidation or merger with or into any entity (the "acquiring entity") that prior to the consummation of such transaction is not an Affiliate of TenFold. A Change of Control Event does not include an initial public offering of TenFold's securities or any transaction in which a majority of TenFold's board of directors has a continuing role as a director or similar position with the acquiring entity or its Affiliates after the consummation of the change of control transaction.

Appears in 1 contract

Sources: Strategic Alliance Agreement (Tenfold Corp /Ut)

Termination Under Certain Circumstances. (a) If, during any 12 month period commencing on any anniversary of the Effective Date May 1, 1999, on or after the second anniversary of the Effective DateMay 1, 1999,, ▇▇▇▇▇ Systems does not provide TenFold the opportunity to sign Qualified Contracts with a Qualified Value equal to 50% of the applicable Target Amount, then either Party may terminate this Agreement by delivering to the other Party a termination notice setting forth the date of termination, which date will be at least six months after the date the termination notice is delivered to such Party. (b) After the third anniversary of the Effective DateMay 1, 1999,, either Party may terminate Sections 2.5, 2.6, 2.7 and 6.6 of this Agreement after a Change of Control Event. For purposes of this Agreement, a "Change of Control Event" means TenFold's sale of all or a majority of its assets to, acquisition by, or consolidation or merger with or into any entity (the "acquiring entity") that prior to the consummation of such transaction is not an Affiliate of TenFold. A Change of Control Event does not include an initial public offering of TenFold's securities or any transaction in which a majority of TenFold's board of directors has a continuing role as a director or similar position with the acquiring entity or its Affiliates after the consummation of the change of control transaction.

Appears in 1 contract

Sources: Strategic Alliance Agreement (Tenfold Corp /Ut)

Termination Under Certain Circumstances. (a) If, during any 12 month period commencing on any anniversary of the Effective Date on or after the second anniversary of the Effective Date, ▇▇▇▇▇ Systems does not provide TenFold the opportunity to sign Qualified Contracts with a Qualified Value equal to 50% [XXXXX]% of the applicable Target Amount, then either Party may terminate this Agreement by delivering to the other Party a termination notice setting forth the date of termination, which date will be at least six months after the date the termination notice is delivered to such Party. (b) After the third anniversary of the Effective Date, either Party may terminate Sections 2.5, 2.6, 2.7 and 6.6 of this Agreement after a Change of Control Event. For purposes of this Agreement, a "Change of Control Event" means TenFold's sale of all or a majority of its assets to, acquisition by, or consolidation or merger with or into any entity (the "acquiring entity") that prior to the consummation of such transaction is not an Affiliate of TenFold. A Change of Control Event does not include an initial public offering of TenFold's securities or any transaction in which a majority of TenFold's board of directors has a continuing role as a director or similar position with the acquiring entity or its Affiliates after the consummation of the change of control transaction.

Appears in 1 contract

Sources: Strategic Alliance Agreement (Tenfold Corp /Ut)