Termination of Agreement Contract Clauses (676)

Termination of Agreement. (a) Termination of Agreement. You shall have the right to terminate this Agreement at any time prior to the Closing Date if any of the conditions in Section 7(b) hereof have not been satisfied or otherwise waived by you, or if any of the events listed in Section 7(i) hereof occurs. If you elect to terminate the agreement as provided in this Section 10, you shall notify the Company promptly in writing. You shall have no liability to the Company pursuant to this Agreement or otherwise as a result ...of any such termination. 22 (b) Result of Termination. (i) If: (A) you should terminate this Agreement upon the breach by the Company of any material term of this Agreement; (B) the Offering fails to close by November 13, 2015, for reasons within the control of the Company (it being understood that to the extent the Company used reasonable good faith efforts to respond to comments on the Registration Statement from the Commission and any other applicable regulatory body, then the Offering shall not be deemed in accordance with this Agreement to have failed for reasons within the control of the Company); (C) the Offering fails to close by November 13, 2015 due to reasons beyond the control of the Company or you (other than your inability to sell the Units due to adverse market conditions or as a result of any factor referenced in Section 7(i) of this Agreement); or (D) the Company abandons the Offering, then in addition to its obligations with respect to expenses as set forth in Section 6, the Company will reimburse you on demand for all your reasonable out-of-pocket expenses and disbursements (including the fees and expenses of your counsel) actually incurred by you in reviewing the Registration Statement and the Prospectus, and in investigating and making preparations for the marketing of the Units up to a maximum of $100,000. Notwithstanding any other provision of this Agreement, the amount reimbursable shall not exceed the amount of out-of-pocket accountable expenses actually incurred by you in compliance with applicable FINRA rules. (ii) If the sale of the Units provided for herein is not consummated for any other reason, the Company shall pay expenses as required by Section 6, and neither party shall have any additional liability to the other except for such liabilities, if any, as may exist or thereafter arise under Section 8. (iii) For purposes of clarification, if the closing of the Offering is not completed by November 13, 2015, this Agreement will expire and the Company will have no further obligation or liability hereunder except as set forth in Sections 6, 8, and 10 hereof and you will have no further obligation or liability hereunder except as set forth in Section 8 hereof. View More

Termination of Agreement. This Agreement may be terminated at any time, with or without cause, by either party by thirty (30) days prior written notification. In addition, this Agreement shall terminate immediately upon the death of Contractor. Upon termination, Contractor shall be entitled to receive compensation, as provided in paragraph 2, only to the date of termination, which compensation shall be paid at the time and in the manner provided in paragraph 2.

Termination of Agreement. 3.1 Termination Events. This Agreement shall terminate and have no further force or effect upon the earlier of: (a) the liquidation, dissolution or indefinite cessation of the business operations of the Company; (b) the execution by the Company of a general assignment for the benefit of creditors or the appointment of a receiver or trustee to take possession of the property and assets of the Company; (c) the consummation of a transaction or series of related transactions deemed to be a liquidati...on, dissolution or winding up of the Company pursuant to the Restated Certificate. View More

Termination of Agreement. 20.1. This Agreement may be terminated and the transactions contemplated hereby may be abandoned at any time prior to the Closing, by written notice from the party terminating the Agreement to the other party, as follows: (i) By Mutual Consent. By the mutual written consent of Janel Group and Alpha Group. (ii) By Either Party. At any time before the Closing, by Janel Group or Alpha Group, (a) in the event of a material breach hereof by the non-terminating party if such non-terminating party fail...s to cure such breach within five business days following written notification thereof by the terminating party, or (b) in the event one or more of the conditions precedent to such party's obligation to close the transactions pursuant to this Agreement, as set forth in Section 10 or 11, as the case may be but subject to the condition set forth in the next sentence, have not been satisfied as required pursuant to the terms hereof. 20.2. In the event of termination of this Agreement pursuant to this Section 20, or if the Closing shall not have occurred on or before the Closing Date, all obligations of the parties hereto shall terminate, except the obligations of the parties set forth in this Section 20 and except for the provisions of Sections 8.1, 9.1, 18, 23, 24, 25, 26, and 27. If the Closing shall not have occurred on or before the Closing Date, nothing herein shall prejudice the ability of the non-terminating party from seeking damages from any other party for any willful breach of this Agreement, including reasonable attorneys' fees and the right to pursue any remedy at law or in equity. View More

Termination of Agreement. Except as provided in Section 21, this Agreement shall terminate automatically and become null and void upon any termination of Employee's employment with Employer other than a termination of employment which results in MainStreet's payment obligation under Section 2 above. Following any such termination of this Agreement except as provided in Section 21, it shall be of no further force or effect and Employee shall have no further rights hereunder.

Termination of Agreement. This Agreement shall expire one (1) year from its Commencement Date without the necessity of a formal notice by either party, unless the Company and Executive elect to extend the Term of the Agreement, on the same or different terms, upon mutual written agreement of the parties.

Termination of Agreement. (a) For purposes of this Section 8, the terms "Change in Control" and "Separation from Service" shall have the meanings given to those respective terms in that certain Supplemental Executive Retirement Benefits Agreement entered into between the Insured and the Bank effective as of January 1, 2016 (the "SERP"). (b) Prior to a Change in Control, this Agreement shall terminate immediately upon the first to occur of the following: (i) the distribution of the death benefit proceeds in accordance wit...h Section 6 above; (ii) the termination of the Insured's employment with the Bank prior to attaining age 65 for any reason other than death; provided, however, if the Insured becomes Substantially Disabled (as defined in the SERP) while employed by the Bank, then, for purposes of this Agreement the Insured shall be treated as remaining in full-time employment with the Bank through to the earlier of (A) the date on which the Insured ceases to be Substantially Disabled or (B) the date on which the Insured attains age 65 3 (iii) the surrender or termination of the Policy by the Bank; provided, however, the Bank shall not surrender or otherwise terminate he Policy unless such surrender or termination is required by law or pursuant to any applicable bank regulatory order; or (iv) the Insured attaining age 80. The Insured acknowledges and agrees that the termination of this Agreement pursuant to Subsections (b)(ii), (b)(iii) or (b)(iv) above shall terminate any rights of the Insured and the Insured's beneficiaries to receive any death proceeds of the Policy under this Agreement, and such termination shall not give rise to any liability of any nature against the Bank. (c) Following a Change in Control that occurs before the Insured experiences a Separation from Service with the Bank or an affiliate thereof, this Agreement shall remain in effect until the earlier of (i) the distribution of the death benefit proceeds in accordance with Section 6 above or (ii) the Insured attaining age 80, unless the Insured consents in writing to an earlier termination of the Agreement. View More

Termination of Agreement. This Agreement shall terminate, and the Option granted hereby shall expire automatically and without further notice on the following date: a. Upon expiration of the Exercise Period. Notwithstanding anything to the contrary in this Agreement or in the Plan, including Section 5(i) of the Plan, should the Grantee's employment with the Company terminate for any reason other than death, Disability or Cause, this Option shall remain exercisable in accordance with its terms for the duration of the Exer...cise Period. b. This Agreement shall not be exercisable for any number of Option Shares in excess of the number of Option Shares for which this Agreement is then exercisable, pursuant to Section 3 hereof, on the date of termination of employment or other service. For the purposes of this Agreement, the continuous employment or other service of the Grantee with the Company shall not be deemed to have been interrupted, and the Grantee shall not be deemed to have ceased to be an employee of the Company, by reason of the transfer of his or her employment among the Company and its Subsidiaries or a leave of absence of not more than thirty (30) days unless otherwise approved by the Board. View More

Termination of Agreement. This Agreement shall terminate and have no further force or effect upon a Liquidation Transaction, as that term is defined in the Restated Certificate.

Termination of Agreement. This Agreement shall terminate and have no further force or effect upon the consummation of a transaction or series of related transactions deemed to be a liquidation, dissolution or winding up of the Company pursuant to the Restated Certificate, pursuant to which the Investors receive cash and/or marketable securities.