Common use of Consequences of Breach Clause in Contracts

Consequences of Breach. 7.1 Without prejudice to HESA Services' rights under clause 8, the Authorised User acknowledges and agrees that any material breach of this Agreement by the Authorised User shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 Suspension of the Authorised User's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.4, have been taken to prevent another similar breach in the future; 7.1.2 The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.4; 7.1.3 HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 Where HESA Services determines that the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in future.

Consequences of Breach. 7.1 Without prejudice 12.1 Where HESA reasonably considers that the Provider is or may be in breach of clauses 2.5, 2.12, 6.5 or 7, it may: 12.1.1 suspend the Provider's rights of access to HESA Services' rights systems (including the HESA Identity System); and/or 12.1.2 suspend any Collection Cycle in respect of the Provider and the Provider Data Submission. 12.2 Before taking action under 12.1 HESA will warn and consult with the Provider, unless the circumstances are such that it is not reasonably possible for HESA to do so. Where HESA takes action under clause 812.1, it shall investigate the Authorised User acknowledges and agrees that any breach or potential breach as quickly as reasonably possible in order to determine whether the circumstances constitute a material breach and what action, if any, HESA wishes to take under clause 13 below. 12.3 Where HESA concludes that a breach has taken place but this is not material, it shall notify the Provider of this Agreement by any actions it requires the Authorised User Provider to take to remedy the breach or to avoid similar breaches in the future and the Provider shall have comply with any such of reasonable request. 12.4 Where the following consequences as Provider fails to submit the Provider Data Submission, or any Required Data Collection within it, on time or in compliance with clauses 2.8 and 2.9, HESA Services shall may, in its absolute discretion determine to be appropriate in the circumstancesdiscretion: 7.1.1 Suspension 12.4.1 refuse to accept late delivery of the Authorised User's access Provider Data Submission or part thereof, in which case the Provider’s late data shall not be included in any composite datasets, reports or analysis created by HESA. In these circumstances, the Provider shall not be entitled to Xxxxx Plus any refund of the Subscription Fees or any other payment previously made to HESA by the Provider; or 12.4.2 subject to consultation with the Primary Regulator/Funder, permit the Provider to make a late supply of the Provider Data Submission or part thereof. HESA may acting reasonably charge a Late Submission Fee; or 12.4.3 permit the Provider to make a Fixed Database Submission in respect of the Provider Data Submission or part thereof. Use of this facility is only available to a Provider with the express authorisation of the Primary Regulator/Funder and subject to payment by the Provider of the Fixed Database Submission Fee. 12.5 Where the Provider Data Submission, or any Required Data Collection within it, contains a material error or omission or fails to pass either HESA or the Primary Regulator/Funder’s quality assurance processes or has not been submitted in accordance with clauses 2.8 and 2.9: 12.5.1 HESA shall be entitled to delete the Provider Data Submission or any part thereof from its systems entirely and/or exclude it from the data delivered to the Primary Regulator/Funder and other Statutory Customers; and 12.5.2 on the request of the Primary Regulator/Funder HESA may process a Fixed Database Submission for the Provider to replace the Provider Data Submission. The processing of a Fixed Database Submission for the Provider shall be subject to payment by the Provider of the Fixed Database Submission Fee; or 12.5.3 the Provider may request HESA to process a Fixed Database Submission, provided that use of the Fixed Database on this basis is only available to a Provider with the express authorisation of the Primary Regulator/Funder and subject to payment by the Provider of the Fixed Database Submission Fee. 12.6 Notwithstanding clauses 12.4.2 and 12.5.2 due to the later availability of the Fixed Database HESA publications and information provision for All Permitted Purposes may not be based on the corrected version of the Provider Data Submission until such time as either the Fixed Database is closed and HESA Services determines is able to take the necessary operational measures to use the corrected data. HESA is not under any obligation to update its publications or information supplies which have been published or supplied prior to the operational measures having been put in place. 12.7 For the avoidance of doubt, the provisions in clauses 12.4 and 12.5 for HESA to accept late Provider Data Submissions or operate a Fixed Database in relation to a Provider Data Submission are subject to the discretion and permission of HESA and the Primary Regulator/Funder as described in those clauses. The Provider acknowledges and accepts that where clause 12.4 and/or 12.5 applies, it will exercise its has breached clauses 2.8 and 2.9 of this Agreement and, where clause 12.4.1 or 12.1.1 applies, the Provider may then be in breach of the requirements of the Primary Regulator/Funder. The provisions of clause 12.4 and 12.5 are without prejudice to HESA's rights under clause 8 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.4, have been taken to prevent another similar breach in the future; 7.1.2 The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.4; 7.1.3 HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach 13 of this Agreement; and 7.1.4.2 any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 Where HESA Services determines that 12.8 Clauses 12.1 to 12.7 are without prejudice to any action which may be taken by the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in futurePrimary Regulator/Funder.

Consequences of Breach. 7.1 7.1. Without prejudice to HESA Services' rights under clause 8, the Authorised User acknowledges and agrees that any material breach of this Agreement by the Authorised User shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 7.1.1. Suspension of the Authorised User's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 8.1 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.4, have been taken to prevent another similar breach in the future; 7.1.2 7.1.2. The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.4; 7.1.3 7.1.3. HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 7.1.4. HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 7.1.4.1. any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 7.1.4.2. any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 7.1.5. HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 7.2. Where HESA Services determines that the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in future.

Consequences of Breach. 7.1 8.1. Without prejudice to HESA Services' rights under clause 89, the Authorised User acknowledges and agrees that any material breach of this Agreement by the Authorised User shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 8.1.1. Suspension of the Authorised User's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 9.1 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.47.4, have been taken to prevent another similar breach in the future; 7.1.2 8.1.2. The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.47.4; 7.1.3 8.1.3. HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 8.1.4. HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 8.1.4.1. any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 8.1.4.2. any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 8.1.5. HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 8.2. Where HESA Services determines that the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 9.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in future.

Consequences of Breach. 7.1 8.1 Without prejudice to HESA Services' rights under clause 89, the Authorised User Lead Contact acknowledges and agrees that any material breach of this Agreement by the Authorised User Lead Contact shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 8.1.1 Suspension of the Authorised UserLead Contact's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 9 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.47.4, have been taken to prevent another similar breach in the future; 7.1.2 8.1.2 The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.47.4; 7.1.3 8.1.3 HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 8.1.4 HESA Services imposing a requirement on the Authorised User Lead Contact to immediately and permanently delete or destroy: 7.1.4.1 8.1.4.1 any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 8.1.4.2 any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised UserLead Contact's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 8.1.5 HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 8.2 Where HESA Services determines that the Authorised User Lead Contact is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 9.2 and to refuse the Authorised User Lead Contact future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User Lead Contact will comply with the terms of the Agreement in future.

Consequences of Breach. 7.1 Without prejudice 12.1 Where HESA reasonably considers that the Provider is or may be in breach of clauses 2.5, 2.12, 6.5 or 7, it may: 12.1.1 suspend the Provider's rights of access to HESA Services' rights systems (including the HESA Identity System); and/or 12.1.2 suspend any Collection Cycle in respect of the Provider and the Provider Data Submission. 12.2 Before taking action under 12.1 HESA will warn and consult with the Provider, unless the circumstances are such that it is not reasonably possible for HESA to do so. Where HESA takes action under clause 812.1, it shall investigate the Authorised User acknowledges and agrees that any breach or potential breach as quickly as reasonably possible in order to determine whether the circumstances constitute a material breach and what action, if any, HESA wishes to take under clause 13 below. 12.3 Where HESA concludes that a breach has taken place but this is not material, it shall notify the Provider of this Agreement by any actions it requires the Authorised User Provider to take to remedy the breach or to avoid similar breaches in the future and the Provider shall have comply with any such of reasonable request. 12.4 Where the following consequences as Provider fails to submit the Provider Data Submission, or any Required Data Collection within it, on time or in compliance with clauses 2.8 and 2.9, HESA Services shall may, in its absolute discretion determine to be appropriate in the circumstancesdiscretion: 7.1.1 Suspension 12.4.1 refuse to accept late delivery of the Authorised User's access Provider Data Submission or part thereof, in which case the Provider’s late data shall not be included in any composite datasets, reports or analysis created by XXXX. In these circumstances, the Provider shall not be entitled to Xxxxx Plus any refund of the Subscription Fees or any other payment previously made to HESA by the Provider; or 12.4.2 subject to consultation with the Primary Regulator/Funder, permit the Provider to make a late supply of the Provider Data Submission or part thereof. HESA may acting reasonably charge a Late Submission Fee; or 12.4.3 permit the Provider to make a Fixed Database Submission in respect of the Provider Data Submission or part thereof. Use of this facility is only available to a Provider with the express authorisation of the Primary Regulator/Funder and subject to payment by the Provider of the Fixed Database Submission Fee. 12.5 Where the Provider Data Submission, or any Required Data Collection within it, contains a material error or omission or fails to pass either HESA or the Primary Regulator/Funder’s quality assurance processes or has not been submitted in accordance with clauses 2.8 and 2.9: 12.5.1 HESA shall be entitled to delete the Provider Data Submission or any part thereof from its systems entirely and/or exclude it from the data delivered to the Primary Regulator/Funder and other Statutory Customers; and 12.5.2 on the request of the Primary Regulator/Funder HESA may process a Fixed Database Submission for the Provider to replace the Provider Data Submission. The processing of a Fixed Database Submission for the Provider shall be subject to payment by the Provider of the Fixed Database Submission Fee; or 12.5.3 the Provider may request HESA to process a Fixed Database Submission, provided that use of the Fixed Database on this basis is only available to a Provider with the express authorisation of the Primary Regulator/Funder and subject to payment by the Provider of the Fixed Database Submission Fee. 12.6 Notwithstanding clauses 12.4.2 and 12.5.2 due to the later availability of the Fixed Database HESA publications and information provision for All Permitted Purposes may not be based on the corrected version of the Provider Data Submission until such time as either the Fixed Database is closed and HESA Services determines is able to take the necessary operational measures to use the corrected data. HESA is not under any obligation to update its publications or information supplies which have been published or supplied prior to the operational measures having been put in place. 12.7 For the avoidance of doubt, the provisions in clauses 12.4 and 12.5 for HESA to accept late Provider Data Submissions or operate a Fixed Database in relation to a Provider Data Submission are subject to the discretion and permission of HESA and the Primary Regulator/Funder as described in those clauses. The Provider acknowledges and accepts that where clause 12.4 and/or 12.5 applies, it will exercise its has breached clauses 2.8 and 2.9 of this Agreement and, where clause 12.4.1 or 12.1.1 applies, the Provider may then be in breach of the requirements of the Primary Regulator/Funder. The provisions of clause 12.4 and 12.5 are without prejudice to HESA's rights under clause 8 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.4, have been taken to prevent another similar breach in the future; 7.1.2 The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.4; 7.1.3 HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach 13 of this Agreement; and 7.1.4.2 any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 Where HESA Services determines that 12.8 Clauses 12.1 to 12.7 are without prejudice to any action which may be taken by the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in futurePrimary Regulator/Funder.

Consequences of Breach. 7.1 8.1. Without prejudice to HESA Services' rights under clause 89, the Authorised User Lead Contact acknowledges and agrees that any material breach of this Agreement by the Authorised User Lead Contact shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 8.1.1. Suspension of the Authorised UserLead Contact's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 9.1 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.47.4, have been taken to prevent another similar breach in the future; 7.1.2 8.1.2. The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.47.4; 7.1.3 8.1.3. HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 8.1.4. HESA Services imposing a requirement on the Authorised User Lead Contact to immediately and permanently delete or destroy: 7.1.4.1 8.1.4.1 any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 8.1.4.2 any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised UserLead Contact's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 8.1.5. HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 8.2. Where HESA Services determines that the Authorised User Lead Contact is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 9.2 and to refuse the Authorised User Lead Contact future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User Lead Contact will comply with the terms of the Agreement in future.

Consequences of Breach. 7.1 7.1. Without prejudice to HESA Services' rights under clause 8, the Authorised User acknowledges and agrees that any material breach of this Agreement by the Authorised User shall have such of the following consequences as HESA Services shall in its absolute discretion determine to be appropriate in the circumstances: 7.1.1 7.1.1. Suspension of the Authorised User's access to Xxxxx Plus until such time as either HESA Services determines that it will exercise its rights under clause 8 8.1 or HESA Services is satisfied that the breach has ended and been remedied as far as possible, and that all reasonable steps, including any steps specified under clause 6.4, have been taken to prevent another similar breach in the future; 7.1.2 7.1.2. The specification by HESA Services of any other steps to remedy or mitigate a breach as provided for in clause 6.4; 7.1.3 7.1.3. HESA Services seeking an injunction to prevent any improper access to Xxxxx Plus or use of Xxxxx Plus Data; 7.1.4 7.1.4. HESA Services imposing a requirement on the Authorised User to immediately and permanently delete or destroy: 7.1.4.1 7.1.4.1. any Xxxxx Plus Data which HESA Services reasonably identifies as having been obtained in breach of this Agreement; and 7.1.4.2 7.1.4.2. any Unrounded Data relating to individuals to the extent that HESA Services determines in its absolute discretion that this is appropriate having regard to the nature of the breach and the nature of the data in the Authorised User's possession; whether such data is held in hard copy or electronic form outside of Xxxxx Plus; and 7.1.5 7.1.5. HESA Services taking other legal action to secure an appropriate remedy, including compensation, for the breach. 7.2 7.2. Where HESA Services determines that the Authorised User is or has been in breach of this Agreement, HESA Services reserves the right to terminate this Agreement under clause 8.2 and to refuse the Authorised User future access to Xxxxx Plus if, in HESA Services' sole discretion, it is not satisfied that the Authorised User will comply with the terms of the Agreement in future.