Calculations and Payment Date upon Early Termination. The parties acknowledge and agree that in calculating Loss pursuant to [Section 6] of the Agreement Dealer may (but need not) determine losses without reference to actual losses incurred but based on expected losses assuming a commercially reasonable (including without limitation with regard to reasonable legal and regulatory guidelines) risk bid were used to determine loss to avoid awaiting the delay associated with closing out any hedge or related trading position in a commercially reasonable manner prior to or soon following the designation of an Early Termination Date. Notwithstanding anything to the contrary or in [Section 6(d)(ii)] of the Agreement, all amounts calculated as being due in respect of an Early Termination Date in respect of a Transaction under [Section 6(e)] of the Agreement will be payable on the day that notice of the amount payable is effective; provided that if Counterparty elects to receive Shares or Alternative Delivery Property in accordance with [Section 14], such Shares or Alternative Delivery Property shall be delivered on a date selected by Dealer as promptly as practicable.

#​ Right of Termination. ​ may terminate this Agreement for any reason and at any time prior to the Expiration Date on not less than thirty (30) days’ prior written notice to Seller (or such longer period as required under any applicable Third Party Service Provider Contract). ​ and the ​ shall be solely responsible for any termination fee payable by Seller or its Affiliates under any Third Party Service Provider Contract due to such early termination and shall promptly pay or reimburse Seller, as applicable, for any such fee following receipt of written notice thereof.

Early Termination. In the event that an Early Termination Date (whether as a result of an Event of Default or a Termination Event) occurs or is designated with respect to any Transaction (except as a result of a Merger Event in which the consideration or proceeds to be paid to holders of Shares consists solely of cash), if either party would owe any amount to the other party pursuant to [Section 6(d)(ii)] of the Agreement (any such amount, a “Payment Amount”), then the following provisions shall apply. If such Payment Amount is owed by Dealer, then in lieu of any payment of such Payment Amount, such Payment Amount shall be satisfied through the delivery of a number of Shares (or, in the case of a Merger Event, a number of units, each comprising the number or amount of the securities or property that a hypothetical holder of one Share would receive in such Merger Event (each such unit, an “Alternative Delivery Unit” and, the securities or property comprising such unit, “Alternative Delivery Property”)) with a value equal to the Payment Amount, as determined by the Calculation Agent (and the parties agree that, in making such determination of value, the Calculation Agent may take into account a number of factors, including the market price of the Shares or Alternative Delivery Property on the date of early termination and the prices at which Dealer purchases Shares or Alternative Delivery Property to fulfill its delivery obligations under this [Section 14]), unless Counterparty, no later than such Early Termination Date or the date on which such Transaction is terminated, elects for Dealer to satisfy its obligation to pay the Payment Amount in cash; provided that in determining the composition of any Alternative Delivery Unit, if the relevant Merger Event involves a choice of consideration to be received by holders, such holder shall be deemed to have elected to receive the maximum possible amount of cash. If such Payment Amount is owed by Counterparty, [Annex A] shall apply except that the Settlement Method Election Date and the Cash Settlement Payment Date shall be the Early Termination Date, the Forward Cash Settlement Amount shall be zero (0) minus the Payment Amount owed by Counterparty (and, for the avoidance of doubt, the definitions of Settlement Price and Settlement Valuation Period shall not apply) and, in the case of a Merger Event, references to “Shares” shall be references to “Alternative Delivery Units.”

Early Termination. The Transactions may be early terminated in terms of the Master Agreement for any breach of this Global Agreement or the corresponding Guarantee Agreement.

Without prejudice to any legal or other rights or remedies of the party who asks for termination of this Agreement, any party has the right to terminate this Agreement immediately with written notice to the other party in the event the other party materially breaches this Agreement including without limitation [Section 6.1, 6.2 and 6.3]3]3] of this Agreement and fails to cure its breach within 30 days from the date it receives written notice of its breach from the non-breaching party.

“Early Termination Date” means the date of an Early Termination Notice for purposes of determining the Early Termination Payment.

Termination Date. "Termination Date" means # if Executive's employment is terminated for Cause, the date of receipt of the Notice of Termination or any later date specified therein; # if Executive's employment is terminated by the Company without Cause, the date on which the Company notifies Executive of such termination in the notice of termination or any later date specified therein; # if Executive's employment is terminated by reason of death or Disability, the date of death of Executive or the Disability determination, as the case may be; # if Executive's employment is terminated by reason of non-renewal of this Agreement, the date of such expiration; # if Executive resigns employment with Good Reason or without Good Reason the date provided by Executive in the Notice of Termination (which date shall not be less than thirty (30) days after the giving of such notice by Executive).

Termination Date. "Termination Date" means the date on which the Employee's employment with the Company is terminated.

Termination Date. For purposes of this Agreement, “Termination Date” means, in the case of the Executive’s death, the date of the Executive’s death, and in all other cases, the date specified in the Notice of Termination subject to the following:

Termination Date. [[Organization A:Organization]] date upon which Employee’s termination of employment with [[Organization A:Organization]] is effective is [[Organization A:Organization]] “Termination Date.” For purposes of Sections 6.1 or 6.2 only, with respect to [[Organization A:Organization]] timing of [[Organization A:Organization]] Pre-CIC Severance Payments or [[Organization A:Organization]] Post-CIC Severance Payment (as applicable) and [[Organization A:Organization]] Pre-CIC Benefits Continuation Payments or [[Organization A:Organization]] Post-CIC Benefits Continuation Payments (as applicable), [[Organization A:Organization]] Termination Date means [[Organization A:Organization]] date on which a “separation from service” has occurred for purposes of Section 409A of [[Organization A:Organization]] Internal Revenue Code, as amended, and [[Organization A:Organization]] regulations and guidance thereunder ([[Organization A:Organization]] “Code”).

Termination Date. “Termination Date” shall mean the effective date of any notice of termination delivered by one party to the other hereunder.

Section # Late Payments by the Corporation. The amount of all or any portion of any Tax Benefit Payment, Early Termination Payment or other payment under this Agreement not made to the TRA Parties when due under the terms of this Agreement shall be payable together with any interest thereon, computed at the Default Rate and commencing from the date on which such Tax Benefit Payment, Early Termination Payment or other payment was due and payable.

Early Termination by Borrowers. Borrowers have the option, at any time upon ten days prior written notice to Agent, to repay all of the Obligations in full and terminate the Commitments. The foregoing notwithstanding, # Borrowers may rescind termination notices relative to proposed payments in full of the Obligations with the proceeds of third party Indebtedness if the closing for such issuance or incurrence does not happen on or before the date of the proposed termination (in which case, a new notice shall be required to be sent in connection with any subsequent termination), and # Borrowers may extend the date of termination at any time with the consent of Agent (which consent shall not be unreasonably withheld, conditioned or delayed).

Payment Upon Exercise. Common Stock purchased upon the exercise of an Option granted under the Plan shall be paid for as follows:

Payment Upon Death. Within a reasonable period of time following the death of a Participant, the amount credited to the Participant's Deferred Compensation Account and the Shares credited to the Participant's Share Account shall be paid by the Company in a lump sum to the Participant's Beneficiary. For purposes of this [subsection 8.3], the amount credited to the Participant's Deferred Compensation Account and the number of Shares credited to the Participant's Share Account shall be determined as of the later of the date of death or the last Business Day of the month prior to the month in which the payment occurs.

Until the date of Early Termination or the Termination Date, Abrams shall: