Grouped Into 3 Collections of Similar Clauses From Business Contracts
This page contains Termination Events clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Termination Events. The occurrence of any one or more of the following events shall constitute a termination event (hereinafter, a "Termination Event") under this Forbearance: (a) the failure of the Borrower to cause PFG's Obligations to be repaid as and when required by the Loan Agreement, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; (b) the filing of a petition for relief by or against Borrower under the United States Bankruptcy Code; (c) the failure of the Borrower to promptly, punctua...lly, or faithfully perform any other material term, condition, or covenant of this Forbearance or any of the other documents executed and delivered in connection with this Forbearance (the "Forbearance Documents") as and when due, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; (d) the occurrence of any Default or Event of Default (other than the Continuing Defaults and for the periods specified within said definition) under the Loan Agreement, any other Loan Document or any Forbearance Document; (e) any recital, representation or warranty made herein, in any Forbearance Document, or in any report, certificate, financial statement or other instrument or document previously, now or hereafter furnished by or on behalf of Borrower in connection with this Forbearance or any Forbearance Document, shall prove to have been false, incomplete or misleading in any material respect on the date as of which it was made; (f) the failure of Borrower to make the Special Permitted Payments upon consummation of the Notified Financing or to make the payments in amounts materially higher from the dollar amounts set forth within the definition of Special Permitted Payments; (g) the failure or abandonment of the Notified Financing; or (h) a material impairment in the perfection or priority of PFG's security interest in the Collateral or in the value of such Collateral taken as a whole occurs.View More
Termination Events. The occurrence of any one or more of the following events shall constitute a termination event (hereinafter, a "Termination Event") under this Forbearance: Forbearance Extension: (a) the failure of the Borrower to cause PFG's Obligations to be repaid as and when required by the Loan Agreement, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; (b) the filing of a petition for relief by or against Borrower under the United States Bankruptcy Code; (c) the failure of the Borrow...er to promptly, punctually, or faithfully perform any other material term, condition, or covenant of this Forbearance Extension or any of the other documents executed and delivered in connection with this Forbearance Extension (the "Forbearance Extension Documents") as and when due, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; (d) the occurrence of any Default or Event of Default (other than the Continuing Defaults and for the periods specified within said definition) under the Loan Agreement, any other Loan Document or any Forbearance Document; (e) any recital, representation or warranty made herein, in any Forbearance Document, or in any report, certificate, financial statement or other instrument or document previously, now or hereafter furnished by or on behalf of Borrower in connection with this Forbearance Extension or any Forbearance Document, shall prove to have been false, incomplete or misleading in any material respect on the date as of which it was made; (f) the failure of Borrower to make the making Special Permitted Payments upon consummation materially in excess of the amounts notified to PFG in connection with this Forbearance Extension or failing to pay third party costs incurred in connection with the Notified Financing or Financing, except to make the payments in amounts materially higher from extent of any such costs that are the dollar amounts set forth within the definition subject of Special Permitted Payments; a good faith and reasonable dispute; (g) Borrower shall fail to provide written notice to PFG evidencing the failure or abandonment of the Notified Financing; or (h) a material impairment in the perfection or priority of PFG's security interest in the Collateral or in the value of such Collateral taken as a whole occurs. -4- 8. Rights Upon Termination. Upon the earlier of (i) the occurrence of any Termination Event or (ii) the expiration of the Extension Forbearance Period, all of the Obligations shall, without notice or demand, become immediately due and payable in full and at the sole discretion of PFG and PFG shall be entitled to immediately pursue any and all remedies available under applicable law or pursuant to the Existing Loan Documents. View More
Termination Events. The occurrence of any one or more of the following events shall constitute a termination event (hereinafter, a "Termination Event") under this Forbearance: Agreement: (a) the The failure of the Borrower to cause the PFG's Obligations to be repaid as and when required by the Loan Agreement, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; ESSENCE. (b) the The filing of a petition for relief by or against Borrower under the United States Bankruptcy Code; Code. (c) the The fa...ilure of the Borrower to promptly, punctually, or faithfully perform any other material term, condition, or covenant of this Forbearance Agreement or any of the other documents executed and delivered in connection with this Forbearance Agreement (the "Forbearance Documents") as and when due, it being expressly acknowledged and agreed that TIME IS OF THE ESSENCE; ESSENCE. (d) the The occurrence of any Default further default or Event of Default (other than the Continuing Defaults and for the periods specified within said definition) Existing Event of Default) under the Loan Agreement, any other Loan Document or any Forbearance Document; Document. (e) any recital, representation or warranty made herein, in any document Forbearance Document, or in any report, certificate, financial statement or other instrument or document previously, now or hereafter furnished by or on behalf of Borrower in connection with this Forbearance Agreement or any Forbearance Document, shall prove to have been false, incomplete or misleading in any material respect on the date as of which it was made; and (f) the failure of Borrower to make the Special Permitted Payments upon consummation of the Notified Financing or to make the payments in amounts materially higher from the dollar amounts set forth within the definition of Special Permitted Payments; (g) the failure or abandonment of the Notified Financing; or (h) a material impairment in the perfection or priority of PFG's security interest in the Collateral or in the value of such Collateral taken as a whole occurs. View More
Termination Events. Your employment with the Company will continue until terminated upon the occurrence of any of the following events: a. Your death; b. Your Permanent Disability; c. Your written notice of your termination of your employment to the CEO; d. The termination of your employment by the Company at any time Without Cause (as defined in below) with the termination to take effect as determined by the Company; or e. The termination of your employment by the Company For Cause (as defined in below), with the ...termination to take effect immediately upon written notice by the Company to the Employee or upon a date determined by the Company.View More
Termination Events. Your employment with the Company will continue until terminated upon the occurrence of any of the following events: a. 1 (a) Your death; b. (b) Your Permanent Disability; c. (c) Your written notice of your termination of your employment to the CEO; d. Board of Directors; (d) The termination of your employment by the Company at any time Without Cause (as defined in below) paragraph10) with the termination to take effect as determined by the Company; or e. (e) The termination of your employment by... the Company For Cause (as defined in below), paragraph 10), with the termination to take effect immediately upon written notice by the Company to the Employee or upon a date determined by the Company. View More
Termination Events. Your employment with the Company will continue until terminated upon the occurrence of any of the following events: (a) Your death; (b) Your Permanent Disability; (c) Your written notice of your termination of your employment to the CEO; (d) The termination of your employment by the Company at any time Without Cause (as defined in paragraph 9) with the termination to take effect as determined by the Company; or (e) The termination of your employment by the Company For Cause (as defined in paragr...aph 9), with the termination to take effect immediately upon written notice by the Company to the Employee or upon a date determined by the Company. 7 7. Consequences of Termination. (a) Compensation upon Termination by Company – For Cause. Upon the termination of your employment For Cause, you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive any Base Salary that has accrued but is unpaid, any reimbursable expenses that have been incurred but are unpaid, and any unused vacation days that have accrued under the Company's vacation policy, as of your Termination Date, which will be paid in accordance with Company's usual payroll procedures. (collectively, the "Accrued Amounts"). (b) Compensation upon Termination by Company – Not For Cause. (i) Upon the termination Without Cause of your employment provided for in paragraph 6(d), you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts and Annual Performance Bonus on a prorata temporis basis. (ii) So long as you are complying with the non-compete and other applicable obligations set forth in this agreement, the Company shall continue to pay you Severance Pay in an amount equal to twelve (12) months of Base Salary at a rate in effect on the date of termination, reduced by any required federal, state and local taxes and any other applicable withholdings or deductions, with the Company's payment of such salary continuation payable in periodic installments in accordance with the Company payroll practices. You agree and acknowledge that the Company may condition the receipt of any Severance Pay due to you pursuant to this paragraph upon: (i) you entering into a full release of claims in favour of the Company, its affiliates and subsidiaries and their respective officers and directors and separation agreement in such form as to be provided by the Company and (ii) such general release becomes effective within twenty-one (21) business days after the day it is provided to you for execution, and is not thereafter revoked by you, and provided further that you comply with all terms and conditions of this separation agreement, you will receive the benefit to which you are entitled. In the event the Company invokes its non-compete option as provided for in paragraph 8(b), your severance payment will end and the other terms and conditions of this separation agreement will continue. (c) Compensation upon Termination – By You. Upon your voluntary termination of your employment provided for in paragraph 6(c), you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts. 7 (d) Compensation Upon Termination – Death or Permanent Disability. In the event your employment is terminated because of death or Permanent Disability, you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts. In the event your employment is terminated as a result of your death, your spouse or, if you are not married at the time of your death, your estate will be entitled to the Accrued Amounts.View More
Termination Events. Your employment with the Company will continue until terminated upon the occurrence of any of the following events: (a) Your death; (b) Your Permanent Disability; (c) Your written notice of your termination of your employment to the CEO; (d) The termination of your employment by the Company at any time Without Cause (as defined in paragraph 9) with the termination to take effect as determined by the Company; or (e) The termination of your employment by the Company For Cause (as defined in paragr...aph 9), with the termination to take effect immediately upon written notice by the Company to the Employee or upon a date determined by the Company. 7 6 7. Consequences of Termination. (a) Compensation upon Termination by Company – For Company—For Cause. Upon the termination of your employment For Cause, you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive any Base Salary that has accrued but is unpaid, any reimbursable expenses that have been incurred but are unpaid, and any unused vacation days that have accrued under the Company's vacation policy, unpaid as of your Termination Date, which will be paid in accordance with Company's usual payroll procedures. (collectively, the "Accrued Amounts"). (b) Compensation upon Termination by Company – Not Company—Not For Cause. (i) Upon the termination Without Cause of your employment provided for in paragraph 6(d), you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts and Annual Performance Bonus on a prorata temporis basis. (ii) So long as you are complying with the non-compete and other applicable obligations set forth in this agreement, the Company shall continue to pay you Severance Pay in an amount equal to twelve (12) months of Base Salary at a rate in effect on the date of termination, reduced by any required federal, state and local taxes and any other applicable withholdings or deductions, with the Company's payment of such salary continuation payable in periodic installments in accordance with the Company payroll practices. You agree and acknowledge that the Company may condition the receipt of any Severance Pay due to you pursuant to this paragraph upon: (i) you entering into a full release of claims in favour of the Company, its affiliates and subsidiaries and their respective officers and directors and separation agreement in such form as to be provided by the Company and (ii) such general release becomes effective within twenty-one (21) business days after the day it is provided to you for execution, and is not thereafter revoked by you, and provided further that you comply with all terms and conditions of this separation agreement, you will receive the benefit to which you are entitled. In the event the Company invokes its non-compete option as provided for in paragraph 8(b), your severance payment will end and the other terms and conditions of this separation agreement will continue. (c) Compensation upon Termination – By Termination—By You. Upon your voluntary termination of your employment provided for in paragraph 6(c), you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts. 7 (d) Compensation Upon Termination – Death Termination—Death or Permanent Disability. In the event your employment is terminated because of death or Permanent Disability, you will cease to have any rights to Base Salary, bonus awards, expense reimbursements, fringe benefits or any other compensation or benefits of any nature, except that you will be entitled to receive the Accrued Amounts. In the event your employment is terminated as a result of your death, your spouse or, if you are not married at the time of your death, your estate will be entitled to the Accrued Amounts. View More
