Culpable Breach Sample Clauses

A Culpable Breach clause defines the circumstances under which a party is considered to have materially violated the terms of an agreement due to intentional or negligent misconduct. This clause typically applies when a party's actions go beyond mere oversight or error and involve a failure to meet contractual obligations through willful or reckless behavior. For example, if a party knowingly disregards safety protocols or deliberately fails to deliver goods as agreed, such actions may be deemed a culpable breach. The core function of this clause is to distinguish between minor, excusable breaches and serious, blameworthy violations, thereby allocating responsibility and potential remedies more appropriately.
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Culpable Breach. If a warranty of Seller becomes untrue as a result of the actions or omissions of Seller, or, to Seller's actual knowledge, was untrue when made (or updated in the case of Sections 4.1.8, 4.1.9 and 4.