Contractor Breach. Institution shall notify Contractor in writing of a Breach.
(1) In event of a Breach by Contractor, the Institution shall have available the remedy of actual damages and any other remedy available at law or equity.
(2) Liquidated Damages— [INCLUDE THIS SECTION ONLY IF APPLICABLE AND ADD ATTACHMENT AS DESCRIBED BELOW] In the event of a Breach, the Institution may assess Liquidated Damages. The Institution shall notify the Contractor of amounts to be assessed as Liquidated Damages. The parties agree that due to the complicated nature of the Contractor’s obligations under this Contract it would be difficult to specifically designate a monetary amount for a Breach by Contractor as the amounts are likely to be uncertain and not easily proven. Contractor hereby represents and covenants it has carefully reviewed the Liquidated Damages provisions contained in the above referenced, Attachment [NUMBER] and agrees that the amounts represent a reasonable relationship between the amount and what might reasonably be expected in the event of Breach, and are a reasonable estimate of the damages that would occur from a Breach. It is hereby agreed between the parties that the Liquidated Damages represent solely the damages and injuries sustained by the Institution in losing the benefit of the bargain with Contractor and do not include any injury or damage sustained by a third party. The Contractor agrees that the liquidated damage amount is in addition to any amounts Contractor may owe the Institution pursuant to the indemnity provision or other section of this Contract. The Institution may continue to withhold the Liquidated Damages or a portion thereof until the Contractor cures the Breach, the Institution exercises its option to declare a Partial Default, or the Institution terminates the Contract. The Institution is not obligated to assess Liquidated Damages before availing itself of any other remedy. The Institution may choose to discontinue Liquidated Damages and avail itself of any other remedy available under this Contract or at law or in equity; provided, however, Contractor shall receive a credit for Liquidated Damages previously withheld except in the event of a Partial Default.
Contractor Breach. Each of the following shall constitute a Breach of Contract on the part of CONTRACTOR:
10.2.1. A material failure to keep, observe, perform, meet, or comply with any covenant, agreement, term, or provision of this Contract to be kept, observed, met, performed, or complied with by CONTRACTOR hereunder, which such failure continues for a period of twenty (20) days, or such longer time as may be granted pursuant to Section 10.4, after CONTRACTOR has written notice thereof;
10.2.2. A material failure to meet or comply with any court order, ACA Standards, or federal or state requirement of law, which such failure continues for a period of twenty (20) days after CONTRACTOR has written notice thereof;
10.2.3. A failure to maintain ACA accreditation in accordance with Section 5.21;
10.2.4. CONTRACTOR shall (i) admit in writing its inability to pay its debts; (ii) make a general assignment for the benefit of creditors; (iii) suffer a decree or order appointing a receiver or trustee for all or substantially all of its property to be entered and, if entered without its consent, not to be stayed or discharged within sixty (60) days; (iv) suffer proceedings under any law relating to bankruptcy, insolvency. or the reorganization or relief of debtors to be instituted by or against it and, if contested by it, not to be dismissed or stayed within sixty (60) days; or (v) suffer any judgment, writ of attachment or execution, or any similar process to be issued or levied against a substantial part of its property which is not released, stayed, bonded, or vacated within sixty (60) days after issue or levy; or
10.2.5. Any other action by CONTRACTOR which would be considered a breach of this Contract at common law.
Contractor Breach. 10.1 If for any reason any procedure or standard set out in, or in connection with, this schedule is not adhered to by the Contractor or the Contractor has reason to be concerned that such procedure or standard could be breached it shall immediately notify the Authority.
Contractor Breach. 31.15.1 If the Contractor fails to comply with its obligations under Clauses 31.4, 31.5 or 31.8.1 and an employee to whom such breach relates is involved in any incident the result of which is that such employee is successfully prosecuted for an offence which would cause the Authority concern, acting reasonably, as regards any Access Employee then (unless the Contractor has remedied the breach prior to the occurrence of the incident but only where that breach relates to the submission of copies of checks within a time period of 5 days as specified in Clause 31.4.2) the Authority may give notice to the Contractor requiring the Contractor to terminate the FM Agreement and within 12 weeks of receipt of such notice the Contractor shall terminate the FM Agreement and procure the performance of the Services by another person who is not an Affiliate of the FM Contractor whose appointment has been terminated.
31.15.2 If the Contractor fails to comply with its obligations under Clauses 31.9, 31.10 or 31.11 then on the occurrence of such failure by the Contractor, the Authority may serve a notice on the Contractor requiring rectification of such failure. If the Contractor fails to remedy such breach within 2 Business Days of receipt of such notice, the Contractor shall be in breach of this Clause 31.15.2 and the Authority may serve a further notice on the Contractor requiring rectification of such breach. The Contractor shall remedy such breach within 2 Business Days receipt of the Authority’s notice relating thereto, failing which the Authority may serve a further notice or notices on the Contractor until the breach is remedied. Each notice served under this Clause shall be as a separate breach for the purposes of Clause 31.15.3.
31.15.3 If the Contractor fails to comply with its obligations under Clauses 31.9, 31.10 or 31.11 or breaches Clause 31.15.2 or any of them on 3 or more occasions in any rolling period of 10 years then the Authority may give notice to the Contractor requiring the Contractor to terminate the FM Agreement and within 12 weeks of receipt of such notice the Contractor shall terminate the FM Agreement and procure the performance of the Services by another person who is not an Affiliate of the FM Contractor.
31.15.4 If the Authority discovers that the Contractor has failed to comply with its obligations under Clauses 31.4, 31.5, 31.8.1 or 31.12 and such failure recurs more than 3 times in any rolling period of 10 years from the date of the first ...
Contractor Breach. 31.15.1 If the Contractor fails to comply with its obligations under Clauses 31.4, 31.5, 31.8.1 or 31.12 and an employee to whom such breach relates is involved in any incident the result of which is that such employee is successfully prosecuted for an offence which would cause the Authority concern, acting reasonably, as regards any Access Employee then the Authority may give notice to the Contractor requiring the Contractor to terminate the FM Agreement and within 12 weeks of receipt of such notice the Contractor shall terminate the FM Agreement and procure the performance of the Services by another person who is not an Affiliate of the FM Contractor.
Contractor Breach. 34.7.1 If the Contractor is in breach of the provisions of clauses 34.1, 34.3, 34.5, 34.6.1, 34.6.2.2 and/or 34.11, the Lead Authority, having first notified the Contractor, may pay any premiums required to keep such insurance in force or itself procure such insurance and may in either case recover such amounts and any expenses incurred in respect of such breach from the Contractor on written demand.
34.7.2 The Lead Authority shall not exercise its powers under clause 34.7.1 without providing the Contractor with advance written notice of their intention to pay premiums or procure insurances under clause 34.
7.1. Such notice must give the Contractor reasonable time in the circumstances to remedy any breach of clauses 34.1, 34.3, 34.5, 34.6.1, 34.6.2.2, and/or
Contractor Breach. Any of the following acts or omissions constitute a breach by the Contractor:
(i) Revocation, termination, or surrender of the Contractor’s Certificate of Necessity.
(ii) Revocation, termination, or surrender, of insurance (including Worker’s compensation and occupational disease) required by law, and as required by ARS Chapter 21.1, Article 2, Section 36-2237, and Arizona Administrative Code Title 9, Chapter 25, Article 9, Section R9-25-909.
(iii) Initiation of any proceedings by or against the Contractor under Chapter 7, U.S. Bankruptcy Code (Title 11, U.S.C.).
(iv) The filing by the Contractor of a petition for relief from creditors under Chapter 11, Bankruptcy Code (Title 11, U.S.C.).
(v) Failure to comply with reasonable requests for response to any allegation of failure to maintain standards of personnel or equipment, brought by the ADHS/BEMS.
(vi) Willful falsification of data supplied to the District during the course of operations, including but not limited to, dispatch, patient report, response time and financial data, or willful downgrading of calls triaged to enhance the Contractor’s performance.
(vii) The failure by Contractor to comply with or meet any material term, condition, duty or obligation set forth herein, following a thirty (30) day period in which to cure such default.
Contractor Breach. Contractor is in breach if Company determines that Contractor: (i) performed Services improperly or provided defective or nonconforming Products; (ii) failed to complete, re-perform, repair, or replace nonconforming Products or Services; (iii) delayed performance; (iv) failed to comply with a reasonable and lawful Company instruction; (v) lacks the financial stability Company deems necessary; (vi) is involved in a labor issue that, in Company’s opinion, unacceptably hinders performance; (vii) breached a Contract representation, warranty, or covenant; (viii) subcontracted or assigned the Contract or this Agreement (in whole or in part) without Company consent; (ix) failed or is unable to perform its obligations to Company’s reasonable satisfaction; (x) lost or damaged Products or property; or (xi) otherwise failed to meet a material Contract obligation (each a “Default”). If Contractor is in Default, Company may elect to: (a) give written notice per Section 10.3 specifying the Default, and, if cure is possible, requesting cure by a date specified; (b) withhold payment per Payment Withheld (Section 5.3.A); (c) itself or through a third party, at Contractor’s expense, perform, correct, or replace the subject Services, Product, or damage; (d) accept nonconforming Products or Services and reduce Contract Price accordingly; or (e) terminate the Contract without penalty and, in addition to any amount due per Damages for Breach below, require Contractor to refund any applicable Contract Price previously paid, but unearned.
Contractor Breach. Each of the following shall constitute a Breach of Contract on the part of CONTRACTOR:
11.2.1. A material failure to keep, observe, perform, meet, or comply with any covenant, agreement, term, or provision of this Contract to be kept, observed, met, performed, or complied with by CONTRACTOR hereunder.
11.2.2. A material failure to meet or comply with any court order, ACA Standards, or federal or state requirement of law.
11.2.3. A failure to maintain ACA accreditation in accordance with Section 5.11;
11.2.4. CONTRACTOR (i) admits in writing its inability to pay its debts; (ii) makes a general assignment for the benefit of creditors; (iii) suffers a decree or order appointing a receiver or trustee for all or substantially all of its property to be entered and, if entered without its consent, not to be stayed or discharged within sixty (60) days; (iv) suffers proceedings under any law relating to bankruptcy, insolvency, or the reorganization or relief of debtors to be instituted by or against it and, if contested by it, not to be dismissed or stayed within sixty (60) days; or (v) suffers any judgment, writ of attachment or execution, or any similar process to be issued or levied against a substantial part of its property which is not released, stayed, bonded, or vacated within sixty (60) days after issue or levy; or
11.2.5. Any other action by CONTRACTOR which would be considered a breach of this Contract at common law.
Contractor Breach. In event of a Breach by Contractor, the state shall have available the following remedies as described further herein:
i. Actual Damages and any other remedy available at law or equity;
