Defaults; Termination Clause Samples
Defaults; Termination. A. The following conditions and occurrences shall constitute "Events of Default" by Licensee:
1. the failure to pay Licensor the full amount due it under any of the provisions of this Agreement by the prescribed date for such payment;
2. the failure to deliver full and accurate reports pursuant to any of the provisions of this Agreement by the prescribed due date therefore;
3. the making or furnishing of a knowingly false statement in connection with or as part of any material aspect of a report, notice or request rendered pursuant to this Agreement;
4. the failure to maintain the insurance required by Article 12;
5. the use of the licensed m▇▇▇ in an unauthorized or unapproved manner;
6. Licensee's use of other trademarks or in association with the Articles, without prior written consent of Licensor;
7. the commencement against Licensee of any proceeding in bankruptcy, or similar law, seeking reorganization, liquidation, dissolution, arrangement, readjustment, discharge of debt, or seeking the appointment of a receiver, trustee or custodian of all or any substantial part of Licensee's property, not dismissed within sixty (60) days, or Licensee's making of an assignment for the benefit of creditors, filing of a bankruptcy petition, its acknowledgment of its insolvency or inability to pay debts, or taking advantage of any other provision of the bankruptcy laws;
8. the material breach of any other material promise or agreement made herein.
B. In the event Licensee fails to cure (i) an Event of Default within thirty (30) days after written notice of default is transmitted to Licensee under Article 14 A.3, A.5, A.6, or A.7; or (ii) Licensee fails to cure any other Event of Default within sixty (60) days after written notice of default is transmitted to Licensee or within such further period as Licensor may allow, this Agreement shall, at Licensor's option, be terminated, on notice to Licensee, and all the prorated Guaranteed Minimum Royalties for the Annual Period as in Article 8 above shall become due, without prejudice to Licensor's right to receive other payments due or owing to Licensor under this Agreement or to any other right of Licensor, including the right to damages and/or equitable relief.
C. Upon the termination of this Agreement, in the event this Agreement is not renewed as provided in Article 4 above, or in the event of the termination or expiration of a renewal term of this Agreement, Licensee, except as specified below, will immediately discon...
Defaults; Termination. 6.14.1 Of the Purchaser:
Defaults; Termination. The Provider will not have the right to optionally terminate the Agreement. Generally, given that the Recipient’s performance under the Agreement will largely be controlled by the Provider, provisions will be included in the Agreement to prevent a termination which results from the Provider failing to cause the Recipient to perform or for events (other than payment defaults) which do not materially and adversely impact the Provider’s ability to provide the Services.
Defaults; Termination. In case of default in payment for more than three months continuously by the MP Power Trading Company Limited, the developer can sell power to the third party.
Defaults; Termination. A. The following conditions and occurrences shall constitute "Events of Default" by Licensee:
1. the failure to pay Licensor the full amount due it under any of the provisions of this Agreement by the prescribed date for such payment; 2. the failure to deliver full and accurate reports pursuant to any of the provisions of this Agreement by the prescribed due date therefore;
Defaults; Termination. If the Developers fail to meet any of the timeframes or satisfy any of the obligations set forth in this Agreement, unless extended pursuant to the other terms of this Agreement, then the City shall have the right to notify the Developers in writing of the default. The Developers shall have a period of thirty (30) days after receipt of such written notice to cure the default (unless the default is of a nature which cannot reasonably be cured within thirty (30) days, in which event the Developers shall commence cure within such 30-day period and complete cure within ninety (90) days after receiving such written notice). If the Developers fail to cure the noticed default within the applicable time period, then the City may make a claim and collect on the Security Instruments (or the portion thereof required to cure the default), or terminate this Agreement by written notice to the Developers stating the City’s intent to terminate and describing those terms and conditions with which the Developers have failed to comply. Upon any default, and pending cure of the same (whether by the Developers or the City drawing on the Security Instruments as provided in Paragraph 4 above), the issuance of subdivision plats and site plan approvals shall cease until the default has been cured to the reasonable satisfaction of the City. This paragraph is not intended to replace any other legal or equitable remedies available to the City under Florida law.
Defaults; Termination. Each of the following events shall constitute an event of default (“Event of Default”) by the Parties and, subject to Section 10.2 above, shall permit the non- defaulting Party to terminate this Agreement and/or pursue all other appropriate remedies:
11.1. The failure or omission by either Party to pay amounts required to be paid hereunder when due, and such failure or omission has continued for thirty (30) days after written notice from the other Party;
11.1.1. Either Party’s failure to observe or perform or cause to be observed or performed any other term, covenant, or agreement under this Agreement, and continuation of this failure for a period of ninety (90) days after written notice from the non-defaulting Party to the defaulting Party specifying the nature of such defaulting Party’s failure shall constitute a default under this Agreement; provided that if the same cannot be cured within ninety (90) days, then within such additional time, if any, as is reasonably necessary to complete such cure, provided that the defaulting Party has commenced such cure within the initial ninety (90) day period and diligently pursues such cure to completion.
11.1.2. A Party files for protection or liquidation under the bankruptcy laws of the United States or any other jurisdiction or has an involuntary petition in bankruptcy or a request for the appointment of a receiver filed against it and such involuntary petition or request is not dismissed within sixty (60) days after filing.
Defaults; Termination. (a) If Seller fails in any material respect to comply with, fulfill or perform any covenant or obligation to be complied with, fulfilled or performed by it under this Agreement, or Seller fails or refuses to consummate the transactions under this Agreement in accordance with the terms and conditions of this Agreement other than by reason of nonfulfillment of any Seller’s Condition, or by reason of a Purchaser’s Default (as defined below) (any such event being herein referred to as a “Seller’s Default”), or if any Purchaser’s Condition described in Section 10 is not fulfilled on or before the Closing Date or waived by Purchaser, then, and in any such event, Purchaser shall have the right, at its election, and in addition to any other rights and remedies it may have under Section 21, to terminate this Agreement by written notice from Purchaser to Seller, in which event all liabilities and obligations of the parties hereunder (except as provided in Section 21 below) shall cease except for those which expressly survive termination of this Agreement, and the Deposit together with all interest earned thereon (except as described in Section 21 below) shall be returned immediately to Purchaser, provided that if the Seller willfully frustrates the sale of the Property or if specific performance is not available, then in addition to the refund of the Deposit, Seller shall reimburse Purchaser for Purchaser’s actual out-of-pocket costs and expenses in connection with its investigation of the Property not to exceed One Hundred Thousand Dollars ($100,000).
(b) If Purchaser fails in any material respect to comply with, fulfill or perform any covenant or obligation to be complied with, fulfilled or performed by it under this Agreement, or Purchaser fails or refuses to consummate the transactions under this Agreement in accordance with the terms and conditions of this Agreement other than by reason of nonfulfillment of any Purchaser’s Condition, or by reason of a Seller’s Default (any such event being herein referred to as a “Purchaser’s Default”), or any Seller’s Condition described in Section 11 is not fulfilled on or before the Closing Date or waived by Seller, then, and in any such event, Seller shall have the right, at its election, and in addition to any other rights and remedies it may have under Section 21, to terminate this Agreement by written notice from Seller to Purchaser, in which event all liabilities and obligations of the parties hereunder (except as provi...
Defaults; Termination