Wednesday, August 19, 2020
Terminus was the Roman deity answerable for boundaries. On the finish of the previous 12 months, Romans would have fun the competition of Terminalia in his honor. The English phrase “terminate” is derived from this historic god’s identify.
“Terminate” is a time period that’s typically utilized in contracts to refer the tip of a contract. Contracts, nonetheless, can finish in some ways. They might merely expire or they might be reduce brief by one or each of the events. This may result in the query of whether or not is whether or not permitting a contract to run out by its personal phrases is similar as terminating the settlement.
Oakland-Alameda County Coliseum Authority v. Golden State Warriors, LLC, Cal. Ct. App. Case No. A157688 (Aug. 18, 2020), concerned a license settlement that the next provision:
“If Licensee [the Golden State Warriors] terminates this License Settlement for any motive previous to June 30, 2027 and there’s a principal stability remaining on the Venture Debt and, in any 12 months after the expiration of this License Settlement and previous to June 30, 2027 through which Licensor [the Coliseum Authority] is working the New Enviornment . . . , the distinction between Internet New Enviornment Revenues . . . and the New Enviornment Working Bills just isn’t ample to pay Scheduled Debt Service, then Licensee shall pay to Licensor an quantity equal to the surplus of Scheduled Debt Service over such distinction.”
The Golden State Warriors didn’t train its renewal possibility below the license settlement on the finish of its time period. In searching for to keep away from persevering with servicing the debt, the Warriors argued that the license settlement had expired, not terminated. An arbitrator disagreed, the trial court docket confirmed the arbitrator’s resolution and the First District Courtroom of Attraction affirmed the trial court docket’s resolution.
The Courtroom of Attraction’s resolution shouldn’t be thought-about as holding that “terminates” at all times contains “expire”. The Courtroom of Attraction discovered the contractual language to be ambiguous and its resolution was based mostly on the circumstances main as much as the license settlement and the proof adduced.
“Expire” can also be of Latin derivation. Ex means “out of” and spirare means “to breathe”. Thus, to run out is actually your final breath.
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