Default; Dispute Resolution. If any Party defaults in its obligations under the terms of this Agreement, a non-defaulting Party may give the defaulting Party written notice specifying the nature of the default. If the defaulting Party has not cured the default within thirty (30) days, or, for a default reasonably requiring more than thirty (30) days to effect a cure, has not commenced a cure within thirty (30) days and pursued it with diligence, the non- defaulting Party may terminate this Agreement—provided that, if there is any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or invalidity thereof, the Parties agree to attempt to resolve the dispute informally before terminating the Agreement. Accordingly, the Parties will first elevate the disputed issues to senior administration, and if the matters are not resolved, the Parties may then engage in mediation or other non-binding dispute resolution methods. The Parties agree that in the event of a breach of this Agreement by any Party, that is not resolved through the means described in this section, the non-breaching Party or Parties shall be entitled to pursue any available legal or equitable remedies, including but not limited to injunctive relief or specific performance. In any dispute between the Parties, each Party will bear its own attorney’s fees and costs.
Default; Dispute Resolution a. The parties will attempt in good faith to resolve through negotiation any disputes, alleged breaches, claims, or disagreements which may arise between them with respect to the interpretation of any provision of this Agreement or with respect to performance under this Agreement (each, a "Dispute"). Either party may initiate negotiations by sending to the other party a notice describing the Dispute in detail (the "Non-Compliance Notice") and setting forth the relief requested. The receiving party shall have a period of five (5) Business Days after its receipt of the Non-Compliance Notice to respond to the allegations set forth in the Non-Compliance Notice with a written statement of its position on, and recommended solution to, the Dispute. In the event the Dispute has not then been resolved, the representatives of each party with full settlement authority shall, within ten (10) Business Days after the date of the Non-Compliance Notice commence good faith efforts to resolve the Dispute. If the Dispute is not resolved by these negotiations, which shall in all respects be treated as Confidential Information under this Agreement, the matter will be submitted to JAMS/ENDISPUTE for mediation in accordance with following procedures:
(i) Any and all Disputes not resolved by negotiation as described above, shall be submitted to JAMS/ENDISPUTE for mediation. Any mediator shall be bound by the express terms of this Agreement and shall not change or modify any terms of this Agreement or make any award of damages in excess of the amount set forth in this Agreement or grant any relief not expressly set forth herein.
(ii) Either party may commence mediation by providing to JAMS/ENDISPUTE and the other party a written request for mediation, setting forth the subject of the Dispute and the relief requested. The parties will cooperate with JAMS/ENDISPUTE and with one another in selecting a mediator from JAMS/ENDISPUTE's panel of neutrals, and in scheduling the mediation proceedings. The parties covenant that they shall participate in the mediation in good faith, and that they shall share equally in its costs. All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, experts and attorneys, and by the mediator or any JAMS/ENDISPUTE employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any proceeding involving the parties, provided th...
Default; Dispute Resolution. 7.1 A Party will be in default under this Agreement upon the occurrence of any of the following events:
(a) A material breach of any term of this Agreement, if such breach shall continue for thirty (30) days after receipt of written notice thereof from the non-breaching Party;
(b) Voluntary liquidation or dissolution or the approval by management, board of directors, stockholders, or owners of a Party of any plan or arrangement for the voluntary liquidation or dissolution of the Party;
(c) A final order by the Federal Communications Commission ("FCC") revoking or denying renewal of CMRS licenses or permits granted to such Party which, individually or in the aggregate, are material to the business of such Party;
(d) Such Party (i) filing, pursuant to a statute of the United States or of any state, a petition for bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee for all or a portion of such Party's property, (ii) has filed against it, pursuant to a statute of the United States or of any state, a petition for bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee for all or a portion of such Party's property, provided that within sixty (60) days after the filing of any such petition such Party fails to obtain a discharge thereof, or (iii) making an assignment for the benefit of creditors or petitioning for, or voluntarily entering into, an arrangement of similar nature, and provided that such filing, petition, or appointment is still continuing; or
(e) Any termination or expiration of the Affiliation Agreement; provided however that if the Affiliation Agreement is terminated for any reason prior to the fifth anniversary of its effective date (the "Five Year Date"), Xxxxxx agrees that AirTouch may, if it so elects in its sole discretion, continue any or all of this Agreement until the Five Year Date. Xxxxxx further agrees that if Xxxxxx proposes to effect a Transfer (as defined in the Affiliation Agreement) prior to the Five Year Date that would result in a Change of Control of Operator's System (each as defined in the Affiliation Agreement), if AirTouch so elects in its-sole discretion, such Transfer will be subject to the condition (which may not be waived) that the transferee assume and agree to perform any or all of Xxxxxx'x obligations under this Agreement and that this Agreement continue until the Five Year Date notwithstanding any termination of the Affiliation Agreemen...
Default; Dispute Resolution. Failure or unreasonable delay by either party to perform any term or provision of this Agreement for a period of ten (10) days after written notice thereof from the other party shall constitute a default under this Agreement. If the default is of a nature, which is not capable of being cured within ten (10) working days, the cure shall be commenced within such period, and diligently pursued to completion. The written notice shall specify the nature of the alleged default and the manner in which the default may be satisfactorily cured. In the event of a default hereunder by any party, the non-defaulting party shall be entitled to all remedies at both law and in equity, including, without limitation, specific performance. To xxxxxx cooperation by the parties, the CITY and RCGI each shall designate and appoint a representative to act as a liaison between the CITY and its various departments and RCGI. The initial representative for the City shall be its Project Manager (Xxx Xxxxxxx) and the initial representative for RCGI shall be its Project Manager (Xxx Xxxxxx). The parties’ representatives shall be available at all reasonable times to discuss and review the performance of the parties under this Agreement. If a dispute between the parties arising out of this Agreement cannot be resolved by the parties, the CITY and RCGI agree to attempt resolution through mediation before resorting to arbitration, litigation or some other dispute resolution procedure. In the event that the parties cannot agree upon the selection of a mediator within seven (7) business days, either party may request the Presiding Judge of the Pinal County Superior Court to assign a mediator from a list of mediators maintained by the Arizona Municipal Risk Retention Pool.
Default; Dispute Resolution. If Purchaser defaults in the performance of any of the obligations to be performed by Purchaser, Seller shall retain all sums paid and agreed to be paid hereunder, together with any accrued interest thereon as liquidated and agreed upon damages, whereupon Purchaser and Seller shall be relieved of all obligations under this Agreement. Seller and Purchaser have agreed that Seller’s actual damages in the event of default by Purchaser would be extremely difficult or impossible to determine; therefore, by signing this Agreement, the parties acknowledge that the deposit(s) paid and agreed to be paid by Purchaser, with any interest actually accrued thereon, is (are) agreed upon, after negotiation, as the parties’ reasonable estimate of Seller’s liquidated damages in the event of a breach of this Agreement by Purchaser. Following such default, if Purchaser desires to close the purchase of the Unit and Seller elects to set another date for closing, Purchaser shall pay to Seller a charge of $75.00 per day for each day of delay following the original closing date, unless otherwise agreed to in writing by Seller. Seller may not xxx Purchaser for specific performance of this Agreement. If Seller fails to perform its obligations under this Agreement, and such default continues for a period of sixty (60) days after notice sent by Purchaser to Seller, Purchaser shall have the right to (i) demand return of the deposit(s) paid hereunder, plus any accrued interest earned thereon or (ii) seek specific performance. Prior to commencement of any litigation or legal action, Seller and Purchaser must attempt to resolve the dispute by mediation. If mediation fails to resolve all disputes, litigation or legal action may be initiated by either Seller or Purchaser. If any litigation or legal action arises out of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs. Nothing contained herein shall be deemed to restrict Purchaser’s remedies if Purchaser shall be entitled to such remedies under applicable law.
Default; Dispute Resolution. If any party defaults in its obligations under the terms of this Agreement, a non-defaulting party may give the defaulting party written notice specifying the nature of the default. If the defaulting party has not cured the default within thirty (30) days, or, for a default reasonably requiring more than thirty (30) days to effect a cure, has not commenced a cure within thirty (30) days and pursued it with diligence, the non-defaulting party may terminate this Agreement, provided that, if there is any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or invalidity thereof, the parties agree to attempt to resolve the dispute informally before terminating the Agreement. Accordingly, the Parties will first elevate the disputed issues to senior administration, and if the matters are not resolved, the Parties may then engage in mediation or other non-binding dispute resolution methods. The Parties agree that in the event of a breach of this Agreement by either party, except for any breach of the obligations set forth in Section 5(B) herein, the sole remedy of the non-breaching party shall be termination of this Agreement as set forth herein, and neither party shall be liable to the other for any money damages, expenses, costs or attorneys’ fees, and neither party shall be entitled to seek and both Parties agree to waive the right to pursue any equitable remedies, including but not limited to injunctive relief or specific performance.
Default; Dispute Resolution. (1) If either Cowlitz 911 or the Customer fails to perform any act or obligation required to be performed by it hereunder, the other party shall deliver written notice of such failure to the non-performing party. The non-performing party shall have thirty (30) days after its receipt of such notice in which to correct its failure to perform the act or obligation at issue, after which time it shall be in default ("Default") under this Agreement; provided, however, that if the non-performance is of a type that could not reasonably be cured within said thirty (30) day period, then the non-performing party shall not be in Default if it commences cure within said thirty (30) day period and thereafter diligently pursues cure to completion.
(2) In the event a default continues, and/or any dispute arises (for anything other than non-payment) between the Parties, either Party may request in writing that the issue be resolved by mediation. If the parties are unable to resolve the dispute within ninety (90) days, then either party shall have the right to exercise any or all rights and remedies available to it in law or equity as provided in paragraphs P and Q below, unless the parties otherwise agree, in writing, to arbitration and agree upon the terms and conditions of such arbitration.
Default; Dispute Resolution. The City and SCIDpda shall work in good faith to settle any defaults or disputes arising under, or in connection with, this Agreement. The complaining party shall provide the other party with written notice of the complaint and provide that party a reasonable opportunity to cure the problem. Should the parties be unable to resolve such matters between themselves, then the parties shall be entitled to seek damages, specific performance, or any other remedy available at law or in equity.
Default; Dispute Resolution. In the event of default by either party to this Agreement in the performance of any of the terms, covenants and conditions herein, the nondefaulting party shall give written notice to the defaulting party of such default. In the event that the defaulting party does not commence or complete the actions necessary to cure such default within thirty (30) days after such notice is postmarked or personally served on the defaulting party, the Parties shall meet together, face to face, to discuss any issues regarding the default. If, in the opinion of the non-defaulting party, the default is not cured within sixty (60) days after written notice of such default is postmarked or personally served on the defaulting party, the Parties shall submit the dispute to a mediator. The Parties shall select a mediator from the list of certified civil mediators who are located in San Xxxx Obispo County. After selection of the mediator, a mediation conference shall be scheduled as soon thereafter as possible and both parties shall fully and completely present their positions at mediation and shall mediate in good faith. All of the rules applicable to court ordered mediation shall apply to the mediation.
Default; Dispute Resolution
