3Termination for Cause Sample Clauses
3Termination for Cause. In the event the Contract Administrator, in its sole discretion, determines that the Contractor has failed to comply with the conditions of this Contract in a timely manner or is in material breach, the Contract Administrator has the right to suspend or terminate this Contract, in part or in whole. The Contract Administrator shall notify the Contractor in writing of the need to take corrective action. If corrective action is not taken within thirty (30) calendar days or as otherwise specified by the Contract Administrator, or if such corrective action is deemed by the Contract Administrator to be insufficient, the Contract may be terminated. The Contract Administrator reserves the right to suspend all or part of the Contract, withhold further payments, or prohibit the Contractor from incurring additional obligations of funds during investigation of the alleged breach and pending corrective action by the Contractor or a decision by the Contract Administrator to terminate the Contract. In the event of termination, the Purchasing Activity shall have the right to procure for all Purchasers any replacement materials, supplies, services and/or equipment that are the subject of this Contract on the open market. In addition, the Contractor shall be liable for damages as authorized by law including, but not limited to, any price difference between the original Contract and the replacement or cover Contract and all administrative costs directly related to the replacement Contract, e.g., cost of the competitive bidding, mailing, advertising and staff time. If it is determined that: (1) the Contractor was not in material breach; or (2) failure to perform was outside of Contractor's or its Subcontractor’s control, fault or negligence, the termination shall be deemed to be a "Termination for Convenience". The rights and remedies of the Purchasing Activity and/or the Purchaser provided in this Contract are not exclusive and are in addition to any other rights and remedies provided by law.
3Termination for Cause. (a) The AOC may, by written notice of breach to Contractor, terminate this Agreement in whole or in part if Contractor breaches any of its obligations under this Agreement, and does not cure such breach within thirty (30) days of receipt of a notice of breach stating the AOC’s intent to terminate.
(b) If the AOC terminates this Agreement, in whole or in part, for Contractor’s breach, it may acquire from third parties, under the terms and in the manner the AOC considers appropriate, goods or services similar to those terminated, and Contractor shall be liable to the AOC for any excess costs for those goods or services so long as the AOC has used commercially reasonable efforts to mitigate such costs. However, Contractor shall continue the Services not terminated hereunder.
(c) If this Agreement is terminated by the AOC for Contractor’s breach, in whole or in part, the AOC may require Contractor to transfer title and deliver to the AOC, as directed by the AOC, any (i) completed Deliverables and Developed Works, and (ii) partially completed Deliverables and Developed Works that Contractor has produced or acquired for the terminated portion of this Agreement ((i) and (ii) collectively referred to as, “Materials”), provided that the AOC has paid all undisputed amounts due with respect thereto.
(d) Except as expressly provided in this Section 14.3, the AOC Group and AOC Agents shall incur no liability by virtue of terminating for Contractor’s breach.
(e) The AOC’s failure to perform any of its responsibilities set forth in this Agreement will not be deemed to be grounds for termination by Contractor; provided, however, that Contractor’s nonperformance of its obligations under the Agreement will be excused if and to the extent: (i) such Contractor nonperformance results from the AOC’s failure to perform its responsibilities; and (ii) Contractor provides the AOC with reasonable notice of such nonperformance and uses commercially reasonable efforts to perform notwithstanding the AOC’s failure to perform.
3Termination for Cause. Either the Company or the Lead Broker-Dealer may terminate this Agreement immediately upon written notice to the other party if: (a) The other party materially breaches any provision of this Agreement and fails to cure such breach within fifteen (15) days after receiving written notice thereof; (b) The other party becomes insolvent, files for bankruptcy, or is the subject of an involuntary bankruptcy proceeding; or (c) The Offering Statement is not qualified by the SEC within 365 days after the initial filing.
3Termination for Cause. If the Employee’s employment is terminated by the Company for Cause, or the Employee resigns from his employment hereunder for any reason, the Employee shall be entitled only to the Accrued Obligations through and including the date of termination or resignation. The Employee shall have no further right to receive any other compensation or benefits after such termination or resignation of employment, except as determined in accordance with the terms of the employee benefit plans or programs of the Company.
3Termination for Cause. 10.3.1 Subject to Section 10.3.4, in the event Licensee fails to achieve any Diligence Event by the corresponding Achievement Date (as the same may be extended under this Agreement in accordance with Section 5.8) and does not cure such breach within [*] written notice (or a longer period of up to [*] if the Parties mutually agree that such longer period is necessary and acceptable) to the reasonable satisfaction of Penn, Penn has the right and option to terminate this Agreement on an Indication-by-Indication basis for the Indication in which diligence has not been achieved, upon written notice, with immediate effect.
10.3.2 Subject to Section 10.3.4, in addition to all other remedies available to it, Penn may terminate this Agreement (a) upon [*] written notice if Licensee fails to comply with any Laws that apply to its activities or obligations under this Agreement, which failure(s) can be remedied, and Licensee fails to remedy such lack of compliance within such [*] period, (b) in its entirety, upon written notice, with immediate effect, if Licensee grants a security interest in any Penn Patent Right, Discovery Patent Right or DRG Patent Right, or (c) in its entirety, upon written notice, with immediate effect, if Licensee breaches Section 8.4.1.
10.3.3 Subject to Section 10.3.4, if either Party materially breaches any of its material obligations under this Agreement, the non-breaching Party may give to the breaching Party a written notice specifying the nature of the default, requiring it to cure such breach, and stating its 36 intention to terminate this Agreement. If such breach is not cured within [*] of such notice for non-payment ([*]), and [*] of such notice for all other material breaches, such termination shall become effective upon a notice of termination by the terminating Party thereafter; provided, however, [*]. In addition, [*].
10.3.4 Notwithstanding anything to the contrary, Penn shall not have the right to terminate this Agreement (in its entirety nor on an Indication-by-Indication basis) for an uncured breach by a Specified Sublicensee if (a) [*], and (b) [*].
10.3.5 Either Party may terminate this Agreement, upon written notice, with immediate effect if, at any time, the other Party is unable to pay its debts, including any debts related to exclusive sublicensees, when they come due, or files in any court or agency pursuant to any statute or regulation of any state, country or jurisdiction, a petition for the appointment of a rece...
3Termination for Cause. Neither the Executive nor the Beneficiary shall be entitled to any benefits hereunder if the Bank terminates the Executive’s service with the Bank for Cause.
3Termination for Cause. Either Party may terminate this Agreement by providing the other Party with written notice if the other Party (i) becomes insolvent, executes a general assignment for the benefit of creditors or becomes subject to bankruptcy or receivership proceedings; (ii) breaches its obligations related to the other Party's confidential information; or (iii) commits a material breach of this Agreement that remains uncured for thirty (30) days following delivery of written notice of such breach (including, but not necessarily limited to, a statement of the facts relating to the breach or default, the provisions of this Agreement that are In breach or default and the action required to cure the breach or default). Upon the effective date of such termination, Company shall, at Itron's direction, return or destroy all copies of the Intellectual Property and cease all use thereof.
3Termination for Cause. Either Party may terminate this Agreement immediately upon written notice to the other Party if such other Party materially breaches this Agreement and, after receiving written notice identifying such breach, fails to cure such material breach within thirty (30) days after receipt of such notice. Such notice will include the effective date of termination. 11.
3Termination for Cause. Either Party may terminate the License upon written notice to the other Party: (a) if the other Party breaches or otherwise fails to observe or perform any term or condition of this Agreement and/or the Order Form and, if such breach is capable of being cured, does not cure such failure within ten (10) days after written notice by the non-breaching Party; or (b) if the other Party makes a general assignment for the benefit of creditors or files a voluntary petition in bankruptcy or if a petition in bankruptcy is filed against such other Party and is not dismissed within thirty (30) days after the filing, or if a receiver or trustee is appointed for all or any part of the property or assets of such other Party.
3Termination for Cause. Either Party to this MSA or the SLA may terminate this MSA or the SLA (as the case may be) by providing written notice to the other Party, if the other Party commits a material breach of this MSA or the SLA (as the case may be) that (i) is not capable of cure, or (ii) is capable of cure but that the other Party fails to cure within thirty (30) days after receipt of written notice from the other Party of such breach.