Termination by Agency for cause. Without limiting other rights under this Agreement or at law, the Agency may terminate this Agreement with immediate effect by giving notice to the Recipient, if:
Termination by Agency for cause. Without limiting other rights under this Agreement or at law, the Agency may terminate this Agreement with immediate effect by giving notice to the Recipient, if: (Breach capable of remedy) the Recipient breaches a provision of this Agreement and fails to remedy the breach within twenty (20) Business Days following receipt of a notice requiring the Recipient to do so (or such longer period as determined by the Agency); (Breach not capable of remedy) the Recipient breaches a provision of this Agreement and, in the Agency’s reasonable opinion, the breach is incapable of remedy; (Inappropriate conduct) in the Agency’s reasonable opinion, the Recipient’s actions will cause damage to the reputation of the Agency or its Funding Program; (Change in Control) there is a Change in Control of the Recipient that, in the Agency’s reasonable opinion, renders the Recipient no longer eligible to receive the Funding. Termination by Agency without cause Without limiting other rights under this Agreement or at law, but subject to the terms of this clause 15.2 (Termination by Agency without cause) the Agency may terminate this Agreement without cause (and without the need to give reasons) by giving at least twenty (20) Business Days’ notice to the Recipient. If the Agency terminates this Agreement without cause under this clause 15.2 (Termination by Agency without cause) the Agency will pay the Recipient’s reasonable, substantiated costs (other than loss of profit or income) necessarily and directly incurred as a result of the termination (“Early Termination Costs”), provided that: the Recipient uses its best efforts to minimise its Early Termination Costs; and the total amount of Early Termination Costs payable will not exceed the total amount of unpaid Funding forfeited through termination under this clause 15.2 (Termination by Agency without cause). On termination Unless otherwise agreed, the Recipient must, within ten (10) Business Days of termination: (Return unspent Funding) repay to the Agency, in accordance with its direction, any unspent Funding; (Provide Reports and other Material) provide to the Agency: any Reports due to, or otherwise reasonably requested by, the Agency; and any Activity Material which is owned by, or licensed to, the Agency under this Agreement, in a format, and with associated explanatory material, which permit the Agency to exercise its IP rights in respect of that Activity Material; (Return Confidential Information) return any Confidential Inf...
Termination by Agency for cause. Agency shall have the right to terminate this Agreement at any time with cause. For purposes of this Section 2.02, “cause” shall mean the occurrence of any one or more of the following events: (1) cessation on the part of Manager to do business or, if required by law, to qualify to do business; (2) failure of Manager to deal with and account for Agency funds in a commercially reasonable and honest manner; (3) the occurrence of any default in the performance of any material covenant or agreement of Manager contained herein, if such default continues for a period of thirty (30) days after written notice thereof is given by Agency to Manager; provided however, that if a default is curable only within a period of time longer than thirty (30) days, then “cause” shall not have occurred hereunder unless Manager fails to commence to cure the default with due diligence within the thirty (30) day period or thereafter fails to complete the cure with due diligence within a reasonable period of time; (4) the performance by Manager of any act with respect to the Property which is materially detrimental to Agency and outside the scope of Manager’s rights or obligations hereunder, unless authorized by Agency. An event of cause described in subsections (1), (2) or
