Term Contract Clauses (29,607)

Term. (a) This Agreement will remain in effect for a period of 120 60 days from its date (the "Term"). Darbie will have the right to terminate this Agreement immediately upon five days' prior written notice to the Issuer. The Issuer will not have the right to terminate this Agreement unless there has been a breach by Darbie of a material term of this Agreement, and the Issuer has provided Darbie with written notice of such breach; provided, however, Darbie will have the right to cure such breach... within 10 days of the date of the notice sent by the Issuer. Notwithstanding termination of this Agreement, Darbie will be entitled to receive compensation under section 3 in the event the Issuer and an Introduced Party consummate a Transaction (as defined herein) at any time during the period commencing on the date hereof and ending 12 months from the latter date of introduction of the date of Introduced Party to the termination of this Agreement or the last funding of a Transaction between the Issuer and the Introduced Party. Issuer. Sections 2, 3, 6, 8, and 11 will survive termination of this Agreement. J.H. Darbie & Co. 40 Wall Street New York, NY 10005 Telephone: 212-269-7271 Fax: 212-269-7330 www.jhdarbie.com J H DARBIE & CO., INC. GBT Technologies, Inc. October 14, 2021 Page 2 1 (b) If: (i) during the 12 months following termination or expiration of this Agreement, any Introduced Party purchases equity or debt securities from the Issuer; Issuer other than through an underwritten public offering; or (ii) during the Term, an Introduced Party enters into an agreement to purchase securities from the Issuer, which is consummated at any time thereafter; each of the foregoing, a "Transaction," the Issuer will pay Darbie, upon the receipt of the purchase price for the securities or the close of the Transaction, a Finder's Fee in the amount that would otherwise have been payable to Darbie in accordance with this Agreement had such Transaction occurred during the Term. View More

Term. (a) This Agreement will remain in effect for a period of 120 30 days from its date (the "Term"). Darbie will have the right to terminate this Agreement immediately upon five days' prior written notice to the Issuer. The Issuer will not have the right to terminate this Agreement unless there has been a breach by Darbie of a material term of this Agreement, and the Issuer has provided Darbie with written notice of such breach; provided, however, Darbie will have the right to cure such breach... within 10 days of the date of the notice sent by the Issuer. Notwithstanding termination of this Agreement, Darbie will be entitled to receive compensation under section 3 in the event the Issuer and an Introduced Party consummate a Transaction (as defined herein) at any time tune during the period Term, commencing on the date hereof and ending 12 months from the latter of the date of the termination of this Agreement or the last funding of a Transaction between the Issuer and the Introduced Party. Sections 2, 3, 6, 8, 3,6,8, and 11 will survive termination of this Agreement. J.H. Darbie & Co. 40 Wall Street New York, NY 10005 Telephone: 212-269-7271 Fax: 212-269-7330 www.jhdarbie.com J H DARBIE & CO., INC. GBT Technologies, Inc. October 14, 2021 Page 2 (b) If: (i) during the 12 months following termination or expiration of this Agreement, any Introduced Party purchases equity or debt securities from the Issuer; or (ii) If during the Term, an Introduced Party enters into an agreement to purchase securities from the Issuer, which is consummated at at: any time thereafter; each of the foregoing, a "Transaction," "Transaction." the Issuer will pay Darbie, upon the receipt of the purchase price for the securities or the close of the Transaction, a Finder's Fee in the amount that would otherwise have been payable to Darbie in accordance with this Agreement had such Transaction occurred during the Term. View More

Term. (a) This Agreement will remain in effect for a period of 120 days from its date (the "Term"). Darbie will Both Parties shall have the right to terminate this Agreement immediately upon ten days written notice to the Issuer. The Issuer will not have the right to terminate this Agreement unless there has been a breach by Darbie of a material term of this Agreement, and the Issuer has provided Darbie with written notice of such breach; provided, however, Darbie will have the right to cure such... breach within 10 days of the date of the notice sent by the Issuer. notice. Notwithstanding termination of this Agreement, Darbie will be entitled to receive compensation under section 3 in the event the Issuer and an Introduced Party consummate a Transaction (as defined herein) at any time during the period commencing on the date hereof and ending 12 months from the latter of the date of the termination terminations of this Agreement or the last funding of a Transaction between the Issuer and the Introduced Party. Sections 2, 3, 6, 8, and 11 will survive termination of this Agreement. J.H. Darbie & Co. 40 Wall Street New York, NY 10005 Telephone: 212-269-7271 Fax: 212-269-7330 www.jhdarbie.com J H DARBIE & CO., INC. GBT Technologies, Inc. GZ6G Technologies Corp. October 14, 5, 2021 Page 2 (b) If: (i) during the 12 months following termination or expiration of this Agreement, any Introduced Party purchases equity or debt securities from the Issuer; or (ii) during the Term, an Introduced Party enters into an agreement to purchase securities from the Issuer, which is consummated at any time thereafter; each of the foregoing, a "Transaction," the Issuer will pay Darbie, upon the receipt of the purchase price for the securities or the close of the Transaction, a Finder's Fee in the amount that would otherwise have been payable to Darbie in accordance with this Agreement had such Transaction occurred during the Term. View More

Term. The term of this 3.1 Term. This Agreement (the "Term") shall commence on the date hereof Effective Date and shall continue until terminated by either pursuant to Section 3.2 (Termination) of this Agreement. 3.2 Termination. 3.2.1 Each party shall have the right to terminate this Agreement at any time with or without cause on ten (10) days' written notice to the other party, such termination to become effective ten (10) days from the date of the notice; party; provided, however, that this... Agreement may be terminated by the Company on such shorter notice as may be required for the Company to comply with applicable law, Applicable Law, regulations, the requirements of any financial institution with a security or other interest in the Aircraft, insurance requirements, or in the event the insurance required hereunder is not in full force and effect. This effect.3.2.2 In the event that the Executive no longer serves as Chief Executive Officer of the General Partner, the Agreement also shall terminate automatically on concurrent with the date Executive ceases to serve as Company's Executive's departure from the role of Chief Executive Officer. Officer of the General Partner.3.2.3 Notwithstanding the foregoing, any provisions directly or indirectly related to the Executive's payment obligations for flights completed prior to the date of termination and the limitation of liability provisions in Section 9 20 (Limitation of Liability) shall survive the termination of this Agreement. View More

Term. The term of this Agreement (the "Term") shall commence on the date hereof and shall continue until terminated by either party on written notice to the other party, such termination to become effective ten (10) 30 days from the date of the notice; provided, however, notice, provided that this Agreement may be terminated by Company Operator on such shorter notice as may be required for Company Operator to comply with applicable law, regulations, the requirements of any financial institution with... a security or other interest in the Aircraft, insurance requirements, or in the event the insurance required hereunder is not in full force and effect. This Agreement also shall terminate automatically on the date Executive ceases to serve as Company's Chief Executive Officer. Notwithstanding the foregoing, any provisions directly or indirectly related to Executive's User's payment obligations for flights completed prior to the date of termination and the limitation of liability provisions in Section 9 shall survive the termination of this Agreement. View More

Term. The term of this Agreement (the "Term") shall commence on the date hereof and shall continue until terminated by either party on written notice to the other party, such termination to become effective ten (10) 30 days from the date of the notice; provided, however, notice, provided that this Agreement may be terminated by Company on such shorter notice as may be required for Company to comply with applicable law, regulations, the requirements of any financial institution with a security or... other interest in the Aircraft, insurance requirements, or in the event the insurance required hereunder is not in full force and effect. This Agreement also shall terminate automatically on immediately in the date Executive ceases to serve as Company's event that User is no longer the Chief Executive Officer. Officer of American Express Company. Notwithstanding the foregoing, any provisions directly or indirectly related to Executive's User's payment obligations for flights completed prior to the date of termination and the limitation of liability provisions in Section 9 10 shall survive the termination of this Agreement. View More

Term. The Purchase Price will be paid by Buyer as follows: a) Within three (3) five (5) business days of the Effective Date of this Agreement, Buyer will deposit $40,000 $100,000 (the "Earnest Money") into an interest-bearing account with First American Title Insurance Company, 1125 17th Street, Denver, Colorado, 80202, Attn: Jordan Dunn; phone number: (303) 876-1152; email: [email protected] (the "Closing Agent" or "Title Company"). Upon expiration of the Review Period (as defined below), Earnest... Money shall become non-refundable. non-refundable except in the event of a default hereunder by Seller or as otherwise provided in this Agreement. The Earnest Money shall 6 Applebee's - Crawfordsville, IN be credited against the Purchase Price when and if escrow closes and the sale is completed. The Earnest Money shall be returned to Buyer upon request if Buyer fails to close for any of the following reasons: (a) a failure of performance by Seller of any of its obligations hereunder, (b) if this Agreement is terminated by Buyer pursuant 7 Applebee's - Fishers, IN to the provisions of Sections 6 or 8 hereof, or (c) any of the matters in Section 13 to be performed by Seller prior to or at Closing have not occurred. b) Buyer will deposit the balance of the Purchase Price into escrow in sufficient time to allow escrow to close on the Closing Date. View More

Term. The Purchase Price will be paid by Buyer as follows: a) Within three (3) business days of the Effective Date of this Agreement, Buyer will deposit $40,000 $100,000 (the "Earnest Money") into in an interest-bearing account with First American Title Insurance Company, 1125 17th Street, Denver, Colorado, 80202, Attn: Jordan Dunn; phone number: (303) 876-1152; email: [email protected] (the "Closing Agent" or "Title Company"). Upon expiration of the Review Period (as defined below), Earnest Money... shall become non-refundable. non-refundable, except in the event of Seller's default, or in the event of a casualty or condemnation, subject to the provisions of Section 16. The Earnest Money shall 6 Applebee's - Crawfordsville, IN be credited against the Purchase Price when and if escrow closes and the sale is completed. 7 Red Robin - Colorado Springs, CO b) Buyer will deposit the balance of the Purchase Price into escrow in sufficient time to allow escrow to close on the Closing Date. closing date. View More

Term. This Agreement is effective as of January 1, 2022 October 31, 2016 and will expire on December October 31, 2024 2019 (the "Initial Three Year Term"); provided that on and after January November 1, 2023, 2018, the Initial Three Year Term shall be automatically extended by one (1) day on each day that passes while you are employed pursuant to this Agreement (including any day after the end of the Initial Three Year Term) so that there will always be two (2) years one year remaining in the term of... this Agreement (the Initial Three Year Term and any extended term of this Agreement is referred to as the "Employment Period"). In the event of the termination of your employment for any reason after January November 1, 2023 2018 when the automatic one-day extensions begin, the automatic one-day extensions shall cease as of your last day of employment pursuant to this Agreement. At any time on or after January November 1, 2023, 2018, the Company Bank may give you written notice that the Employment Period will not be extended on a daily basis ("Nonrenewal Notice"), in which case this Agreement will terminate two (2) years one year after the date of the Nonrenewal Notice, but not before the completion of the Initial Three Year Term, or such later date as may be specified in the Nonrenewal Notice. Notwithstanding anything in this Agreement to the contrary, this Agreement and the Employment Period will automatically terminate on the first day of the month immediately following the month in which you turn sixty-seven (67). seventy (70). The last day of the Employment Period is sometimes referred to in this Agreement as the "Expiration Date." View More

Term. (a) The term of Executive's employment under this Agreement shall be effective on July 1, 2020 the Closing (the "Effective Date"), and shall continue until June 30, 2023 the third (3rd) anniversary thereof (the "Initial Expiration Date"), provided that on the Initial Expiration Date and each subsequent anniversary of the Initial Expiration Date, the term of Executive's employment under this Agreement shall be automatically extended for one additional year unless either party provides written... notice to the other party at .at least 180 ninety (90) days prior to the Initial Expiration Date (or any such anniversary, as applicable) that Executive's employment hereunder shall not be so extended (in which case Executive's employment and this Agreement shall terminate on the Initial Expiration Date or expiration of the extended term, as applicable); provided, however, that Executive's employment and this Agreement may be terminated earlier at any time pursuant to the provisions of Section 4. 4; provided, further, that this Agreement shall be null and void ab initio and of no further force or effect if the Merger Agreement is terminated prior to the Closing or if the Closing does not occur. The period of time from the Effective Date through the termination of this Agreement and Executive's employment hereunder pursuant to its terms is herein referred to as the "Term"; and the date on which the Term is scheduled to expire (i.e., the Initial Expiration Date or the scheduled expiration of the extended term, if applicable) is herein referred to as the "Expiration Date". (b) Executive agrees and acknowledges that the Company has no obligation to extend the Term or to continue Executive's employment following the Expiration Date, and Executive expressly acknowledges that no promises or understandings to the contrary have been made or reached. Executive Executive. also agrees and acknowledges that, should Executive and the Company choose to continue Executive's employment for any period of time following the Expiration Date without extending the term of Executive's employment under this Agreement or entering into a new written employment agreement, Executive's employment with the Company shall be "at will", such that the Company may terminate Executive's employment at any time, with or without reason and with or without notice, and Executive may resign at any time, with or without reason and with or without notice. (c) For purposes of this Agreement, the following terms, as used herein, shall have the definitions set forth below. "Affiliate" means, with respect to any specified Person, any other Person that directly or indirectly, through one or more intermediaries, Controls, is Controlled by, or is under common Control with, such specified Person, provided that, in any event, any business in which the Company has any direct or indirect ownership interest shall be treated as an Affiliate of the Company. "Change in Control" has the meaning set forth in the Plan. "Control" (including, with correlative meanings, the terms "Controlled by" and "under common Control with"), as used with respect to any Person, means the direct or indirect possession of the power to direct or cause the direction of the management or policies of such Person, whether through the ownership of voting securities, by contract or otherwise. "Governmental Entity" means any national, state, county, local, municipal or other government or any court of competent jurisdiction, administrative agency or commission or other governmental authority or instrumentality. "Person" means any individual, firm, corporation, partnership, limited liability company, trust, joint join venture, association, Governmental Entity, unincorporated entity or other entity. "Plan" means the Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan. View More

Term. (a) The term of Executive's employment under this Agreement shall be effective commence on July December 1, 2020 2017 (the "Effective Date"), subject to Executive reporting to work on such date, and shall continue until June 30, 2023 December 31, 2020 (the "Initial Expiration Date"), provided that on the Initial Expiration Date and each subsequent anniversary of the Initial Expiration Date, the term of Executive's employment under this Agreement shall be automatically extended for one... additional year unless either party provides written notice to the other party at least 180 days prior to the Initial Expiration Date (or any such anniversary, as applicable) that Executive's employment hereunder shall not be so extended (in which case Executive's employment and this Agreement shall terminate on the Initial Expiration Date or expiration of the extended term, as applicable); "Expiration Date"); provided, however, that Executive's employment and under this Agreement may be terminated at any time pursuant to the provisions of Section 4. The period of time from the Effective Date through the termination of this Agreement and Executive's employment hereunder pursuant to its terms is herein referred to as the "Term"; and "Term." If, prior to the date on which Expiration Date, the Term is scheduled Company delivers notice to expire (i.e., the Initial Expiration Date or the scheduled expiration Executive of the extended term, if applicable) is herein referred Company's intent to as negotiate the "Expiration Date". renewal of this Agreement, Executive agrees to negotiate with the Company on an exclusive, good-faith basis concerning such renewal until the thirty-day anniversary of Executive's receipt of such notice. (b) Executive agrees and acknowledges that the Company has no obligation to extend the Term or to continue Executive's employment following the Expiration Date, and Executive expressly acknowledges that no promises or understandings to the contrary have been made or reached. Executive also agrees and acknowledges that, should Executive and the Company choose to continue Executive's employment for any period of time following the Expiration Date without extending the term of Executive's employment under this Agreement or entering into a new written employment agreement, Executive's employment with the Company shall be "at will", such that the Company may terminate Executive's employment at any time, with or without reason and with or without notice, and Executive may resign at any time, with or without reason and with or without notice. (c) For purposes of this Agreement, the following terms, as used herein, shall have the definitions set forth below. "Affiliate" means, with respect to any specified Person, any other Person that directly or indirectly, through one or more intermediaries, Controls, is Controlled by, or is under common Control with, such specified Person, provided that, in any event, any business in which the Company has any direct or indirect ownership interest shall be treated as an Affiliate of the Company. "Change in Control" has the meaning set forth in the Plan. "Control" (including, with correlative meanings, the terms "Controlled by" and "under common Control with"), as used with respect to any Person, means the direct or indirect possession of the power to direct or cause the direction of the management or policies of such Person, whether through the ownership of voting securities, by contract or otherwise. "Governmental Entity" means any national, state, county, local, municipal or other government or any court of competent jurisdiction, administrative agency or commission or other governmental authority or instrumentality. "Person" means any individual, firm, corporation, partnership, limited liability company, trust, joint venture, association, Governmental Entity, unincorporated entity or other entity. "Plan" means the Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan. View More

Term. The term of this Agreement shall commence on the Effective Date and shall end on November 22, March 5, 2022 (the "Term End Date"), unless terminated earlier pursuant to the provisions of Section 6 or extended in accordance with Section 6(e)(v) (as applicable, the "Term").

Term. Subject to earlier termination as hereafter provided, the Executive shall be employed hereunder for a term commencing on the Effective Date and ending one (1) year five (5) years thereafter, there which term shall only be an option for two (2) additional 1 year terms subject to the extended by written agreement of the parties; it being agreed, however, that neither party is obligated to agree to an extension. The term of the Executive's employment under this Agreement, including any mutually... agreed upon extension, is hereafter referred to as "the term of this Agreement" or "the term hereof." The date of termination of the Executive's employment hereunder is hereinafter referred to as the "Date of Termination." View More

Term. Subject to earlier termination as hereafter provided, the Executive shall be employed hereunder for a term commencing on the Effective Date and ending one (1) year three (3) years thereafter, there which term shall only be an option for two (2) additional 1 year terms subject to the extended by written agreement of the parties; it being agreed, however, that neither party is obligated to agree to an extension. The term of the Executive's employment under this Agreement, including any mutually... agreed upon extension, is hereafter referred to as "the term of this Agreement" or "the term hereof." The date of termination of the Executive's employment hereunder is hereinafter referred to as the "Date of Termination." View More

Term. This Agreement shall commence on the Effective Date and shall continue until three (3) years following the consummation of the initial Public Offering, subject Subject to earlier termination as set forth in Section 5 below ("Initial Term"). The Agreement will hereafter provided, the Executive's employment shall be for a term of one (1) year, commencing on the Effective Date, and shall automatically renew, subject to earlier termination as herein provided, renew thereafter for successive terms... of one (1) year periods (the "Additional Terms"), each, unless either Executive or party provides notice to the Company provide notice of non-renewal other at least forty-five (45) thirty (30) days prior to the expiration of the Initial Term original or the then Additional Term, whichever any successive term that this Agreement is applicable. not to be renewed. The Initial Term and any Additional Term(s) shall be term of this Agreement, as from time to time extended or renewed, is hereafter referred to collectively as the "Term." 3. Capacity If the Executive's employment terminates upon the expiration of the Term or thereafter, then the Company shall pay to the Executive the Final Compensation and Performance. 3.1 During the Term, Final Bonus (as defined in Section 5(a) below) and the Company shall have no further obligation to the Executive hereunder, provided, that if such expiration occurs as a result of notice of nonrenewal given by the Company, as permitted by this Section 2, then the Company will be deemed to have terminated this Agreement other than for Cause, and the Executive shall serve have the right to receive, and the Company as its shall pay, the additional amounts in Section 5(d) below. The Chief Financial Officer and shall report directly to the Chief Executive Officer. (b) During the Term, the Executive shall be employed by the Company on a full-time basis and shall perform such duties and responsibilities, responsibilities consistent and customary with the position of Chief Financial Officer, Officer on behalf of the Company and its Affiliates as may reasonably be designated from time to time by the Chief Executive Officer. 3.2 Officer ("CEO") or the Board. (c) During his employment with the Company, the Executive shall devote his full business time and commercially reasonable his best efforts, business judgment, skill, skill and knowledge exclusively to the advancement of the business and interests of the Company and its Affiliates and to the discharge of his duties and responsibilities hereunder. The Executive shall not engage in 3 any other competitive business activity or serve in any competitive industry, trade, professional, governmental, governmental or academic position during his employment with the Company, except as may be expressly approved by the CEO or Board in writing. The foregoing shall not limit the Executive's right to: (a) serve on civic or charitable boards or committees or up to two corporate boards that are not engaged in business competition with the Company; (b) engage in such activities as are reasonably necessary to monitor and protect his interests as a minority stockholder in other companies, to the extent a reasonably prudent minority stockholder of a corporation would be expected to engage in such activities; and (c) invest Executive's personal assets in such manner as will not require any material services by Executive in the operation of the entities in which such investments are made, to the extent such activities do not individually or in the aggregate interfere with the discharge of Executive's duties hereunder in a matter so that such activities will not prevent Executive from fulfilling Executive's obligations to the Company hereunder. activities. View More

Term. This agreement shall be effective as of the date of this agreement and shall be for a multi-year term commencing on such effective date and expiring on December 31, 2018. This agreement will automatically renew for one-year periods annually thereafter, unless either party gives the other party thirty (30) days written notice in advance of the relevant expiration date of its intention not to renew the agreement. Upon expiration or earlier termination of this employment relationship, the parties provisions of this agreement will be relieved survive in accordance with their terms or as otherwise necessary to fulfill their intended purposes. For avoidance of their duties and obligations under this agreement, except that doubt, the rights and obligations of Unilife under Section 6 below shall remain in full force and effect until all appropriate payments due to him have been made to Ryan and the rights and obligations of Ryan set forth in Sections 7 and 8 below shall remain in full force and effect and shall survive the expiration or termination of this agreement, regardless of the reason(s) for termination. View More

Term. The Company hereby employs the Executive, and the Executive hereby accepts such employment, for an initial term commencing as of the Effective Date March 21, 2017 (the "Commencement Date") and continuing for a term of five years, through September 16, 2019 (the "Termination Date") four (4) year period, unless sooner terminated in accordance with the provisions of Section 5 hereof (the "Initial Term"), 4 or Section 5; with such employment to continue for successive one-year (1) periods in... accordance with the terms of this Agreement (subject to termination as aforesaid) unless either Party the Company notifies the other Party Executive of non-renewal in writing six (6) months prior to three months before the expiration of the initial term and each annual renewal, as applicable. (The applicable (the period during which the Executive is employed hereunder being hereinafter referred to as the "Term"). View More

Term. The Company hereby employs the Executive, and the Executive hereby accepts such employment, for an initial term commencing as of the Effective Date and continuing for a term of five years, through September 16, 2019 January 31, 2022 (the "Termination Date") unless sooner terminated in accordance with the provisions of Section 5 hereof (the "Initial Term"), with such employment to continue for successive one-year periods in accordance with the terms of this Agreement (subject to termination as... aforesaid) unless either Party notifies the other Party of non-renewal in writing prior to three months before the expiration of the initial term and each annual renewal, as applicable. (The period during which the Executive is employed hereunder being hereinafter referred to as the "Term"). View More

Term. The Company hereby employs continues to employ the Executive, and the Executive hereby accepts such continued employment, for an initial a term commencing as of the Effective Date and continuing for a term of five years, through September 16, 2019 (the "Termination Date") three-year period, unless sooner terminated in accordance with the provisions of Section 5 hereof (the "Initial Term"), 4 or Section 5; with such employment to continue for successive one-year periods in accordance with the... terms of this Agreement (subject to termination as aforesaid) unless either Party party notifies the other Party party of non-renewal in writing prior to three months at least 30 days before the expiration of the initial term and each or any annual renewal, renewal term, as applicable. (The applicable (the period during which the Executive is employed hereunder being hereinafter referred to as the "Term"). View More