Substantial Breach definition

Substantial Breach means the following:
Substantial Breach means a breach of any of clauses 3.8, 3.9, 4.1, 4.2, 5.1(c)(i) to 5.1(c)(xii) (inclusive), 13.1, 13.2, 26.2 or 26.7(c) of this Agreement;
Substantial Breach. As used herein, “Substantial Breach” shall mean the Company’s material breach of this Agreement, including but not limited to, without the Executive’s consent, the assignment to the Executive of positions or duties materially inconsistent with the provisions of this Agreement, a material diminution of the Executive’s position, authority, responsibilities or benefits to which he is then entitled hereunder, any reduction of the compensation provided for in Section 2.1 and 2.2 hereof, the relocation of corporate headquarters further than a fifty mile radius from the present headquarters, or the Company’s common stock no longer being publicly traded under The Nasdaq Stock Market or a national stock exchange. In the event that the Executive wishes to terminate the Employment Term due to a Substantial Breach by the Company, the Executive shall send a written notice to the Company notifying the Company of the breach within one hundred twenty (120) days of such breach. If such breach is not corrected within thirty (30) days after receipt of such notice, then the Executive may, in his sole discretion, elect to terminate the Employment Term by giving written notice of such election to the Company, and upon receipt by the Company of such an election, the Employment Term shall terminate. Upon such termination, the Executive shall have no further duties hereunder (except as set forth in Section 7 hereof) and the obligations, duties and liabilities of the Company to the Executive shall solely be as set forth in section 5.6.3 hereof.

Examples of Substantial Breach in a sentence

  • Any use of incorrect fuel types is a Substantial Breach of this Agreement.

  • In the event of an accident in which there is Loss or Damage to the Vehicle, the availability of a replacement Vehicle is not guaranteed and its provision is subject to availability, Your location, remaining hire duration and whether the accident was the result of a Substantial Breach.

  • Apollo may take possession of the Vehicle without prior demand to You, and at Your expense, if there has been a Substantial Breach of this Agreement.

  • Use of bio-diesel, ethanol or any organic hybrid fuel is strictly considered the wrong fuel type and constitutes a Substantial Breach of this Agreement.

  • Where the Principal has committed a Substantial Breach, the Supplier may suspend the performance of its obligations under the Contract by giving written notice to this effect to the Principal.


More Definitions of Substantial Breach

Substantial Breach means, without Employee’s prior consent, (1) a substantial reduction in the nature or status of Employee’s responsibilities hereunder; provided, that it shall not be deemed to be a Substantial Breach if Employee’s duties are revised so long as he remains in a position of at least a senior manager within the Company; (2) a reduction by the Company in the Base Salary of Employee except to the extent permitted under Section 4(a) hereof; (3) the failure by the Company to allow Employee to participate to the full extent in all plans, programs or benefits in accordance with Sections 4(b) to (d), inclusive, thereof; and (4) the failure by the Company to pay, distribute or grant any amounts of cash, stock or other compensation to Employee to which he is entitled. A Substantial Breach shall be deemed to occur only if such Substantial Breach has not been corrected by the Company within two weeks of receipt of written notice from Employee of the occurrence of such Substantial Breach, which notice shall specifically set forth the nature of the Substantial Breach and be delivered no later than thirty (30) days following the event giving rise to the Substantial Breach notice.
Substantial Breach means any material breach by the Company of its obligations hereunder consisting of (i.) any material breach of the terms of Section 3 above; (ii) a material reduction in the Employee's title or responsibilities; or (iii) the failure of any successor to all or substantially all of the business and/or assets of the company to assume this Agreement; provided, however, that the term "Substantial Breach" shall not include a termination of the employee's employment pursuant to Section 6(a) or (b) above. The Employee's resignation without Good Reason shall not end the parties' respective continuing rights and responsibilities under this Agreement including but not limited to those enumerated in Sections 8, 9, 10, 12 and 15. Notwithstanding anything contained in this Agreement to the contrary, the terms and provisions of this Section 7 shall not apply to any shares of capital stock issued by the Company to the Employee in consideration for the Employee's sale to the Company of shares of capital stock of Digital Descriptor Systems, Inc.
Substantial Breach means either (i) the Employee's demotion, without his consent to a position or duties materially inconsistent with or inferior to those specified in Section 3; or (ii) the failure by the Company to provide compensation and other vested benefits to the Employee in accordance with Section 4, and the failure of the Company to correct such breach within thirty days after written notice from the Employee of its occurrence.
Substantial Breach means the Company's material breach of this Agreement, including but not limited to, without Executive's consent, the assignment to Executive of positions or duties materially inconsistent with the provisions of this Agreement, a material diminution of Executive's position, authority, responsibilities or benefits to which he is then entitled hereunder, any reduction of the compensation provided for in Section 2.1 and 2.2 hereof, the relocation of corporate headquarters further than a fifty mile radius from the present headquarters, or the Company's common stock no longer being publicly traded under The Nasdaq Stock Market or a national stock exchange. In the event of a Substantial Breach by the Company, Executive may send a written notice to the Company notifying the Company of the breach within one hundred twenty (120) days of such breach. If such breach is not corrected within thirty (30) days after receipt of such notice, then Executive may, in his sole discretion, elect to terminate the Employment Term by giving written notice of such election to the Company, and upon receipt by the Company of such an election, the Employment Term shall terminate. Upon such termination, Executive shall have no further duties hereunder (except as set forth in Section 7 hereof) and the obligations, duties and liabilities of the Company to Executive shall solely be as set forth in section 5.6.3 hereof.
Substantial Breach means failing to observe and apply to the clause stated within this Agreement and to the rental condition of the hire schedule in Rental Agreement Part A. Substantial Breaches is an exclusion to all levels of any Liability Reduction Option that may have been purchased. In the event of a Substantial Breach, there is no indemnity extended to any You or any other third party involved.
Substantial Breach means (1) a substantial reduction in the nature or status of Executive's responsibilities hereunder; provided, that it shall not be deemed to be a Substantial Breach if Executive's duties are revised so that he remains an officer but is removed or not reelected as Senior Vice President Sales; (2) a reduction by the Company in the Base Salary of Executive except to the extent permitted under Section 4(a) hereof; (3) the failure by the Company to allow Executive to participate to the full extent in all plans, programs or benefits in accordance with Sections 4(b) to (d), inclusive, thereof; and (4) the failure by the Company to pay, distribute or grant any amounts of cash, stock or other compensation to Executive to which he is entitled. A Substantial Breach shall be deemed to occur only if such Substantial Breach has not been corrected by the Company within two weeks of receipt of notice from Executive of the occurrence of such Substantial Breach, which notice shall specifically set forth the nature of the Substantial Breach.
Substantial Breach means any substantial or repeated failure to comply with the Service Specification and the conditions specified in this Agreement (except for the Service Specification).