Termination. Computershare, as Successor Servicer, shall only be terminated in accordance with this subsection and “Servicer Termination Events” shall mean and refer to the following on and after the Assumption Date:
Termination. This Agreement shall be terminated and the Early Call Option Notice shall be rescinded at any time after November 19, 2021 but prior to the consummation of the Early Call Option Closing # at 5:00 p.m. on the second Business Day after the date of delivery by the Class B Member of a Class B Member Termination Notice, but only if the NEP Member does not deliver a Cash Increase Notice prior to such time, or # immediately upon delivery by the NEP Member of a NEP Member Revocation. In the event of any termination of this Agreement pursuant to this paragraph (l), this Agreement and the Early Call Option Notice shall be null and void, the terms of Section 7.02 of the LLC Agreement and the Registration Rights Agreement shall be reinstated in their entirety as in effect immediately prior to the date hereof, without any modification or other effect as a result of this Agreement or otherwise, and, for the avoidance of doubt, NEP Member shall be entitled to exercise the Call Option in accordance with the terms of Section 7.02 of the LLC Agreement as so reinstated, and there shall be no liability on the part of any Party to any other Party and all rights and obligations of any Party shall cease, except that nothing herein shall relieve any Party from liability for any breach of this Agreement.
Termination. This Agreement may be terminated by the Purchaser by written notice to the other party, if the Closing has not been consummated on or before the fifth (5th) Trading Day following the date hereof; provided, however, that no such termination will affect the right of any party to sue for any breach by any other party (or parties).
Termination. The Transaction Parties may, together, terminate the appointment of the Escrow Agent hereunder upon written notice specifying the date upon which such termination shall take effect, which date shall be at least thirty (30) days from the date of such notice. In the event of such termination, the Transaction Parties shall, within thirty (30) days of such notice, jointly appoint a successor escrow agent and the Escrow Agent shall, upon receipt of written instructions signed by each of the Transaction Parties, turn over to such successor escrow agent all of the Escrow Funds; provided, however, that if Transaction Parties fail to appoint a successor escrow agent within such thirty (30) day period, such termination notice shall be null and void and the Escrow Agent shall continue to be bound by all of the provisions hereof. Upon receipt of the Escrow Funds, the successor escrow agent shall become the escrow agent hereunder and shall be bound by all of the provisions hereof and Escrow Agent shall be relieved of all further obligations and released from all liability thereafter arising with respect to the Escrow Funds and under this Agreement.
Termination. This Agreement may be terminated at any time prior to the Closing:
Termination. This Agreement shall terminate, and no party shall have any further obligations or liabilities under this Agreement, upon the earliest of # the Effective Time, # the termination of the Merger Agreement in accordance with its terms, # the time this Agreement is terminated upon the mutual written agreement of BRPA, Merger Sub and the Stockholder, or # the election of the Stockholder in its sole discretion to terminate this Agreement following any modification or amendment to, or the waiver of any provision of, the Merger Agreement, as in effect on the date hereof, that reduces the amount or changes the form of consideration payable to the Stockholder (the earliest such date under clause (i), (ii), (iii) and (iv) being referred to herein as the “Termination Date”); provided, that the provisions set forth in Sections 9 to 23 shall survive the termination of this Agreement; provided further, that termination of this Agreement shall not relieve any party hereto from any liability for any intentional and willful breach of, or actual fraud in connection with, this Agreement prior to such termination.
Termination. The Parties hereby mutually terminate the SPA, effective immediately upon the execution of this Agreement by the Parties, with this Agreement constituting the requisite mutual written consent of the Parties required to terminate the SPA pursuant to [Section 8.1(a)] thereof. Each of the Parties agrees that, notwithstanding anything to the contrary set forth in the SPA, the SPA (including [Section 8.4] thereof) is hereby and forthwith of no further force and effect, except that [Section 4.3(b)] of the SPA shall survive the termination of the SPA pursuant to this Agreement (and for the avoidance of doubt, this Agreement and the Confidentiality Agreement, as amended pursuant to [Section 4.3(b)] of the SPA, shall survive termination of the SPA).
Termination. Notwithstanding anything else contained in this Agreement, Executive’s employment hereunder shall terminate upon the earliest to occur of the following:
Termination. A Restricted Share Unit Award or unearned portion thereof will terminate without the issuance of Shares on the termination date specified on the Date of Grant or upon the termination of employment of the participant during the time period or periods specified by the Committee during which any performance objectives must be met (the “Performance Period”). If a participant’s employment with the Company or its Affiliates terminates by reason of his or her death, disability or retirement, the Committee in its discretion at or after the Date of Grant may determine that the participant (or the heir, legatee or legal representative of the participant’s estate) will receive a distribution of Shares in an amount which is not more than the number of Shares which would have been earned by the participant if 100% of the performance objectives for the current Performance Period had been fully achieved, prorated based on the ratio of the number of months of active employment since the grant date for the Award to the total number of months in the term of the Award. However, with respect to Awards intended to be performance-based compensation (as described in Article 9 of this Plan), unless the Committee determines otherwise, distribution of the Shares shall not be made prior to attainment of the relevant performance objectives.
Termination. Advisor and the Company may terminate this Agreement at will. Any such notice of termination by a party shall be addressed to the other party at the address for such other party shown below or such other address as such other party may notify the terminating party of from time to time in writing and shall be deemed given upon delivery if personally delivered, or forty-eight (48) hours after deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested.
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