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Agreement Breach Sample Clauses

Agreement Breach. Loss of service due to suspensions arising from non–payment of invoice is excluded from the definition of Service unavailability and time to repair for the purpose of this SLA.
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Agreement Breach. We reasonably believe the transaction would be in breach of this Agreement, the fees & Limits page of the hi App, or
Sample 1
Agreement Breach. If a Party does not perform its obligations in this Agreement, each Party has the right not to implement its part of the obligations of the Agreement. Also, the Party may request the termination of the Agreement or the fulfillment of the obligation, in addition to indemnification.
Sample 1
Agreement Breach. If you fail to fulfill any of your material obligations under this Agreement, Actify and/or its licensors may pursue all available legal remedies to enforce this Agreement, and Actify may, at any time after your default of this Agreement, terminate this Agreement and all licenses and rights granted to you under this Agreement. You agree that Actify's licensors referenced in the Software are third-party beneficiaries of this Agreement, and may enforce this Agreement as it relates to their intellectual property. You further agree that, if Actify terminates this Agreement for your default, you will, within thirty (30) days after any such termination, deliver to Actify or render unusable all Software originally provided to you hereunder and any copies thereof embodied in any medium.
Sample 1
Agreement Breach. ‌ If either party suspects a breach within the lifespan of the data sharing agreement, they can call the data sharing contract and spawn a voting contract to investigate the breach. The breach can occur due to a multiple of reasons. Some of the reasons include not receiving payment, receiving incomplete data, receiving tampered data, data coming from an invalid source, invalid keys, misuse of data, etc. When submitting a voting request, the breach victim writes a description of what they suspect the breach to be, and the compensation that they are seeking for this breach. This payment amount can be specified either when the breach contract is being created, or default to the agreed upon breach penalty in the initial legal agreement. We leave this parameter variable to account for the different severity of possible breaches. The CongressFactory smart contract provides all necessary functions for the individual data sharing contracts to call to spawn voting contracts, should a breach ever occur. The CongressFactory takes in as parameters a list of arbiter account addresses, the time voting should be open for, the monetary compensation to be paid to the victim should a breach have indeed occurred, and a description provided by the victim on why they suspect a breach. The CongressFactory will be called by the data sharing contract to spawn a Vote Contract, as shown in Figure 4. After a vote contract is generated and automatically de- ployed to the blockchain, a request to vote is sent out to all arbiters listed in the vote contract. The arbiters then have until the voting deadline to vote on whether or not a breach has occurred by the checking the blockchain log based on the description of the breach provided by the breach victim. Once the voting deadline has closed, the votes are tallied. Depending on the decision of the breach, a penalty will then be charged to the violator and the violators deposit will be transferred to the victims account. The victim will also receive the deposit put into smart contract by itself prior to participating in the smart contract. This completes the Breach Contract/Vote Contract. Once the Breach Contract reveals its decision, it will destroy itself since its purpose is fulfilled and its existence would only be using address space. If another breach is detected within the time period defined by the contract, then another breach contract can be spawned, voting can be redone and the decision can be dispatched again. The voters are...
Sample 1
Agreement Breach. In the event Talent claims Manager has committed a breach of this Agreement, Talent shall specify to Manager, in writing, the facts constituting such breach. Such specification shall be given to Manager within 10 calendar days of the date Talent learns of the purported breach. Manager shall have a period of 30 days following receipt of such written specification to cure any alleged breach. Talent’s sole remedy against Manager for loss or damage arising out of the performance or non-performance under this Agreement is proven direct, actual damages. Manager is not liable for any indirect, incidental, reliance, special, punitive or consequential damages arising out of its performance or non-performance under this Agreement, whether or not either party has been advised of the possibility of such damages.
Sample 1
Agreement Breach. Neither Party will be deemed to be in breach of this Agreement, nor will be liable to the other, for delays or failure to perform any of its non-monetary obligations under this Agreement to the extent that such failure results from a Force Majeure Event.
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Agreement Breach. Breach of this Agreement prior to the Festival date will result in the cancellation of participation in the event. Breach of this Agreement on the day of the festival will be grounds for removal from the festival. The MSF reserves the right to remove any participant who violates the terms of this Agreement.
Sample 1

Related to Agreement Breach

  • Seller’s Breach Upon discovery by a Responsible Officer of the Master Servicer, the Securities Administrator or the Trustee or notice to the Master Servicer, the Securities Administrator or the Trustee of any defective or missing document (as described in the related Sale Agreement) in a Trustee Mortgage Loan File, or of any breach by any Seller of any representation, warranty or covenant under the related Sale Agreement, which defect or breach materially and adversely affects the value of any Mortgage Loan or the interest of the Trust therein (it being understood that any such defect or breach shall be deemed to have materially and adversely affected the value of the related Mortgage Loan or the interest of the Trust therein if the Trust incurs a loss as a result of such defect or breach),the parties discovering or receiving notice of such defect or breach shall notify the Securities Administrator. Upon discovering or receipt of notice of such breach, the Securities Administrator shall promptly request that such Seller cure such breach and, if such Seller does not cure such defect or breach in all material respects by the end of the cure period specified in such Sale Agreement and any extension of the cure period granted as permitted by such Sale Agreement, shall enforce such Seller’s obligation under such Sale Agreement to purchase such Mortgage Loan from the Trustee. In the event any Servicer has breached a representation or warranty under the related Servicing Agreement that is substantially identical to a representation or warranty breached by a Seller, the Securities Administrator shall first proceed against such Servicer. If such Servicer does not within 60 days (or such other period provided in the related Servicing Agreement) after notification of the breach, either take steps to cure such breach (which may be evidenced by a certificate asking for an extension of time in which to effectuate a cure) or complete the purchase of the Mortgage Loan, then (i) the Securities Administrator, shall enforce the obligations of the Seller under the related Sale Agreement to cure such breach or to purchase the Mortgage Loan from the Trust, and (ii) such Seller shall succeed to the rights of the Securities Administrator to enforce the obligations of the Servicer to cure such breach or repurchase such Mortgage Loan under the Servicing Agreement with respect to such Mortgage Loan. Notwithstanding the foregoing, however, if any breach of a representation or warranty by the Servicer or of a Seller is a Qualification Defect, a cure or purchase must take place within 75 days of the Defect Discovery Date.

  • Material Breach A material breach for purposes of this Agreement shall include, but not be limited to: (a) Failure to timely furnish the documents described in Section 6 or the information requested by GO-Biz or the FTB relating to Taxpayer’s compliance with this Agreement. (b) Material misstatements in any information provided to GO-Biz as part of the application process and/or after this Agreement is signed. (c) Failure to materially satisfy applicable Milestones as set forth in Exhibit A, materiality of which shall be determined by GO-Biz, by the end of the last taxable year identified in Exhibit A. (d) Failure to maintain one or more Milestones for a minimum of three (3) subsequent taxable years after achieving the Milestone(s).

  • Data Breach In the event of an unauthorized release, disclosure or acquisition of Student Data that compromises the security, confidentiality or integrity of the Student Data maintained by the Provider the Provider shall provide notification to LEA within seventy-two (72) hours of confirmation of the incident, unless notification within this time limit would disrupt investigation of the incident by law enforcement. In such an event, notification shall be made within a reasonable time after the incident. Provider shall follow the following process: (1) The security breach notification described above shall include, at a minimum, the following information to the extent known by the Provider and as it becomes available: i. The name and contact information of the reporting LEA subject to this section. ii. A list of the types of personal information that were or are reasonably believed to have been the subject of a breach. iii. If the information is possible to determine at the time the notice is provided, then either (1) the date of the breach, (2) the estimated date of the breach, or (3) the date range within which the breach occurred. The notification shall also include the date of the notice. iv. Whether the notification was delayed as a result of a law enforcement investigation, if that information is possible to determine at the time the notice is provided; and v. A general description of the breach incident, if that information is possible to determine at the time the notice is provided. (2) Provider agrees to adhere to all federal and state requirements with respect to a data breach related to the Student Data, including, when appropriate or required, the required responsibilities and procedures for notification and mitigation of any such data breach. (3) Provider further acknowledges and agrees to have a written incident response plan that reflects best practices and is consistent with industry standards and federal and state law for responding to a data breach, breach of security, privacy incident or unauthorized acquisition or use of Student Data or any portion thereof, including personally identifiable information and agrees to provide XXX, upon request, with a summary of said written incident response plan. (4) LEA shall provide notice and facts surrounding the breach to the affected students, parents or guardians. (5) In the event of a breach originating from XXX’s use of the Service, Provider shall cooperate with XXX to the extent necessary to expeditiously secure Student Data.

  • Covenant Breaches The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to (i) perform or observe any covenant contained in Section 5.02(a), Section 5.03, Section 5.06(e), Section 5.09, Section 5.12, or Article VI of this Agreement or (ii) fail to perform or observe any other term or covenant set forth in this Agreement or in any other Loan Document which is not covered by clause (i) above or any other provision of this Section 7.01 if such failure shall remain unremedied for 30 days after the occurrence of such breach or failure;

  • Default; Breach A “Default” is defined as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A “Breach” is defined as the occurrence of one or more of the following Defaults, and the failure of Lessee to cure such Default within any applicable grace period:

  • Material Breach of Contract In the event Contractor fails to deliver the product and services as contracted for herein, to the satisfaction of the City of Sparks or otherwise fails to perform any provisions of this Contract, the City, after providing five (5) days written notice and Contractor’s failure to cure such breach within the time specified in the notice, may without waiving any other remedy, make good the deficiencies and deduct the actual cost of providing alternative products and/or services from payment due the Contractor. Non-performance after the first notice of non-performance shall be considered a material breach of contract.

  • Breach A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12.

  • No Conflict, Breach, Violation or Default The execution, delivery and performance of the Transaction Documents by the Company and the issuance and sale of the Securities will not conflict with or result in a breach or violation of any of the terms and provisions of, or constitute a default under (i) the Company’s Articles of Incorporation or the Company’s Bylaws, both as in effect on the date hereof (true and complete copies of which have been made available to the Investor through the XXXXX system), or (ii)(a) any statute, rule, regulation or order of any governmental agency or body or any court, domestic or foreign, having jurisdiction over the Company, any Subsidiary or any of their respective assets or properties, or (b) any agreement or instrument to which the Company or any Subsidiary is a party or by which the Company or a Subsidiary is bound or to which any of their respective assets or properties is subject.

  • TERMINATION AND BREACH 9.1 Either party may terminate the Licence upon giving the other not less than 3 months written notice served so as to expire on any anniversary of the Commencement Date. 9.2 If the Licensee commits any material breach of any of the provisions of this Licence and remains in breach fourteen (14) days after receiving notice to remedy such breach (where the breach is remediable) then CLA, without prejudice to any of its other rights, may by notice either terminate the Licence or suspend the Licence until CLA shall be satisfied such breaches will not recur. 9.3 Either party may terminate the Licence by notice in writing to the other if and when a supervisor, receiver, administrator, administrative receiver or other encumbrancer takes possession of, or is appointed over, the whole or any substantial part of the other party’s assets or if and when the other party enters into any arrangement or composition with or for the benefit of its creditors (including any voluntary arrangement under the Insolvency Act 1986) or if and when a petition is presented for the purpose of the making of an administration order or the winding-up of the other party which is not discharged within seven (7) days of the presentation of such a petition or if the other party is placed into liquidation or administration or if the other party is dissolved or if a resolution for the winding-up of the other party is passed (other than a voluntary liquidation for the purpose of reconstruction in which all creditors’ claims will be discharged in full) or if a bankruptcy petition is presented against the other party which is not discharged within seven (7) days of its presentation.

  • Data Breaches Contractor shall notify the School District in writing as soon as commercially practicable, however no later than forty-eight (48) hours, after Contractor has either actual or constructive knowledge of a breach which affects the School District’s Data (an “Incident”) unless it is determined by law enforcement that such notification would impede or delay their investigation. Contractor shall have actual or constructive knowledge of an Incident if Contractor actually knows there has been an Incident or if Contractor has reasonable basis in facts or circumstances, whether acts or omissions, for its belief that an Incident has occurred. The notification required by this section shall be made as soon as commercially practicable after the law enforcement agency determines that notification will not impede or compromise the investigation. Contractor shall cooperate with law enforcement in accordance with applicable law provided however, that such cooperation shall not result in or cause an undue delay to remediation of the Incident. Contractor shall promptly take appropriate action to mitigate such risk or potential problem at Contractor’s or OPERATOR’s expense. In the event of an Incident, Contractor shall, at its sole cost and expense, restore the Confidential Information, to as close its original state as practical, including, without limitation any and all Data, and institute appropriate measures to prevent any recurrence of the problem as soon as is commercially practicable. Contractor will conduct periodic risk assessments and remediate any identified security vulnerabilities in a timely manner. Contractor will also have a written incident response plan, to include prompt notification of the District in the event of a security or privacy incident, as well as best practices for responding to a breach of PII.

Most Referenced Clauses

Most Referenced Definitions