Events of Default and Termination. LESSOR shall have the right to cancel or terminate this Contract without need of legal or judicial action or order upon the occurrence of any of the following events by giving written notice to LESSEE:
(a) LESSEE shall have failed to return and surrender the Leased Premises upon expiration of the Lease Term or upon the termination or cancellation of this lease;
(b) the Leased Premises shall be closed, deserted or unoccupied for a continuous period of five (5) calendar days;
(c) LESSEE shall fail to pay for at least one (1) month its share of electric, emergency power, water, sewerage or other public utility or Common Area Charges accruing in connection with or allocated to the Leased Premises or shall fail to pay the rent or any other amount due hereunder on the date specified herein for its payment and LESSEE fails to rectify or remedy the failure within thirty (30) days from written demand of the LESSOR, provided however that LESSEE shall not be in default if the utility charges or fees are being disputed by LESSEE as provided under Article 6.2 or if the dispute is not resolved due to the act or omission of LESSOR or if the delay in payment continues despite best efforts are made by the LESSEE to resolve such dispute; WNS Global Services Philippines, Inc._Techno Plaza II_5th and 6th Floors
(d) LESSEE fails to observe or perform any of its covenants provided hereunder or LESSEE commits a breach of any of its obligations and undertakings under this Contract, such as but not limited to the use of the Leased Premises for any purpose other than as herein agreed upon, violation of any other provision of this Contract relating to the use and occupancy of the Leased Premises, violation of the Building Rules, violation of any law, rule, regulation or ordinance of the national and/or city government regarding the use, occupancy, security and sanitation of the Leased Premises, or sublease or transfer of rights over the Leased Premises without securing LESSOR’s approval;
(e) any of LESSEE’s representations and warranties as specified hereunder shall prove false in any material respect when made and LESSEE fails to rectify or remedy the breach within thirty (30) days from written demand of LESSOR;
(f) LESSEE’s franchise shall have been revoked, if applicable;
(g) LESSEE, if a natural person, shall have died;
(h) LESSEE’s corporate existence, if a juridical entity, shall have ceased;
(i) LESSEE shall have become insolvent or be unable to pay its debts when due or shal...
Events of Default and Termination. 13.1 If:
(a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non-performance;
(b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given;
(c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services;
(d) any Force Majeure Event prevents RBCIS from providing FX Services for a period of more than fourteen (14) consecutive days;
(e) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or (v) is dissolved; or (vi) any procedure equivalent to any of the above occurs in any jurisdiction in respect of the Customer. The foregoing shall not apply during any period in which a regulatory agency having supervisory responsibility over a party is in control of that party or of its assets, pursuant to the laws of the jurisdiction applicable to that party.
(f) RBCIS is the Custodian and either RBCIS or the Customer gives notice to the other to terminate the custodian agreement between them, then RBCIS may exercise its rights under Section 13.2 below, except that, if so specified by RBCIS in writing in the case of the occurrence of any Event of Default specified in paragraph (e) of this Section (each a “Bankruptcy Default”), the provisions of Section 13.3 shall apply.
13.2 Subject to Section 13.3 below, at any time following the occurrence of an Event of Default, RBCIS may, by notice to the Customer, specify a day (the “Early Termination Date”) for the termination and liquidation of the FX Transactions in accordance with the provisions of Section 13.4 below.
13.3 Unless RBCIS specifies otherwise, the date of the occurrence of any Bankruptcy Default shall automatically constitute an Early Termination Date without the need for fur...
Events of Default and Termination. 10.1 The Parties may terminate this Agreement at any time by mutual written consent.
10.2 In addition, Sandstorm shall have the right to terminate this Agreement, effective upon ten days’ prior written notice to Entrée (save and except as provided in section 10.2(16) below) if, any of the following shall occur (each, an “Entrée Event of Default”):
(1) Entrée defaults in any material respect in the performance of any of its covenants or obligations contained in this Agreement or the Finance Security Interest (except as otherwise provided for in this Section 10.2) and such default is not remedied within:
(a) 90 days after receipt of written notice of such default by Entrée from Sandstorm; or
(b) [redacted];
(2) upon the occurrence of any Insolvency Event of Entrée or Entrée LLC (with respect to Entrée LLC, subject to the provisions of Article 14, for so long as Entrée LLC has any interest in the Joint Venture, the Property, the Joint Venture Agreement, Entrée’s Share of Production or Entrée’s Joint Venture Interest);
(3) If:
(a) the Finance Security Interest shall, other than as a consequence of acts or omissions of Sandstorm, cease to be a valid, binding and enforceable obligation of Entrée in whole or in material part, in accordance with its terms;
(b) the validity, enforceability or, subject to section 10.2(3)(c), priority of the Finance Security Interest is contested in any manner by Entrée; and/or
(c) subject to the existing Permitted Encumbrances, section 24.2, and Encumbrances arising by operation of law or as previously consented to in writing by Sandstorm, the Finance Security Interest does not constitute a first ranking, priority Encumbrance on the collateral charged thereby;
(4) except as:
(a) permitted by Article 14; or
(b) as a result of an Expropriation Event (including during an Expropriation Event Abeyance Period and an Extended Expropriation Event Abeyance Period); Entrée or its Affiliates shall not be the owner of a 100% undivided interest in Entrée’s Joint Venture Interest or Entrée’s Share of Production, free and clear of any and all Encumbrances (except for the Permitted Encumbrances, the Finance Security Interest, any security granted pursuant to a Future Agreement or as permitted pursuant to section 6.6) but the amendment either during or at the end of the Expropriation Event Abeyance Period or the Extended Expropriation Event Abeyance Period by Sandstorm of the Sandstorm Payable Metals in accordance with section 4.7 or section 4.9 sha...
Events of Default and Termination. 13.1 If:
(a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non- performance;
(b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given;
(c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services;
(d) any Force Majeure Event prevents RBCIS from providing FX Services for a period of more than fourteen (14) consecutive days;
(e) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or (v) is dissolved; or (vi) any procedure equivalent to any of the above occurs in any jurisdiction in respect of the Customer. The foregoing shall not apply during any period in which a regulatory agency having supervisory responsibility over a party is in control of that party or of its assets, pursuant to the laws of the jurisdiction applicable to that party.
(f) RBCIS is the Custodian and either RBCIS or the Customer gives notice to the other to terminate the custodian agreement between them, then RBCIS may exercise its rights under Section 13.2 below, except that, if so specified by RBCIS in writing in the case of the occurrence of any Event of Default specified in paragraph (e) of this Section (each a “Bankruptcy Default”), the provisions of Section 13.3 shall apply.
13.2 Subject to Section 13.3 below, at any time following the occurrence of an Event of Default, RBCIS may, by notice to the Customer, specify a day (the “Early Termination Date”) for the termination and liquidation of the FX Transactions in accordance with the provisions of Section 13.4 below.
13.3 Unless RBCIS specifies otherwise, the date of the occurrence of any Bankruptcy Default shall automatically constitute an Early Termination Date without the need for fu...
Events of Default and Termination. 15.1 If:
(a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non- performance;
(b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given;
(c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services;
(d) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or
Events of Default and Termination. 9.1 The Company may terminate this Agreement if, by the Target Go-Live Date, the Service Provider’s Providing Unit has not completed its Performance Milestones, or commenced provision of Contracted Services.
9.2 The following events or circumstances shall be Events of Default:
9.2.1 the Service Provider ceasing to be a signatory to the Trading and Settlement Code to the extent that the Service Provider is a party to the Trading and Settlement Code, otherwise than due to the Trading and Settlement Code being terminated; or
9.2.2 the Connection Agreement or Interface Agreement (as applicable) being terminated in accordance with their respective terms provided always that, where this Agreement relates to the provision of the Contracted Services from more than one of the Service Provider’s Providing Units the Event of Default shall be limited to the Contracted Services to be provided from the Service Provider’s Providing Units for which the relevant Connection Agreement or Interface Agreement (as applicable) has terminated; or
9.2.3 the Use of System Agreement being terminated in accordance with its terms to the extent that the Providing Unit is connected to the Transmission System; or
9.2.4 revocation or withdrawal of the Generation Licence and/or Supply Licence (as applicable) granted to the Service Provider or any replacement thereof by a Competent Authority; or
9.2.5 the occurrence of any of the circumstances set out in Clause 4.1.5 (a) to (e) inclusive of this Agreement; or
9.2.6 the Service Provider failing to comply with or failing to operate in conformity with any provisions of this Agreement or the Grid Code where such failure is a material breach of this Agreement (being one which materially affects the Service Provider’s ability to perform its obligations under this Agreement) or the Grid Code, as the case may be, and, either:
9.2.7 any grounds for exclusion set out in Regulation 57 of the European Union (Award of Public Authority Contracts) Regulations 2016 applying to the Service Provider; or
(i) the breach is not capable of remedy; or
(ii) if such failure is capable of remedy but remains unremedied for any period provided for in this Agreement or, if none is provided for in this Agreement, then forty (40) Business Days following the date on which the Service Provider and, where applicable, its Funder is given written notice of the breach by the Company; or
9.2.8 any grounds for exclusion set out in Regulation 57 of the European Union (Award of Pu...
Events of Default and Termination a. This Agreement shall terminate automatically upon the earliest to occur of the following:
i. Licensee voluntarily files a petition, or has a involuntary petition filed against it, under the Bankruptcy Act; or enters into any voluntary assignment for the benefit of its creditors; or appoints, or has appointed on its behalf, a receiver, liquidator or trustee of or with respect to substantially all of its property or assets, which petition, assignment or appointment is not dismissed, terminated or resolved within ninety (90) days following the commencement thereof;
ii. The expiration of the Term (as may be extended from time-to-time in accordance with Section 4 above); or
iii. The termination of this Agreement due to an Event of Default as more particularly specified in this Section 10 below.
b. The following shall be considered an “Event of Default” by Licensee:
i. Licensee’s third (3rd) failure to pay the Minimum Payment (to the extent applicable) due within 15 business days of the due date;
ii. Without regard to the Minimum Payment due for a particular Reporting Period, Licensee’s failure to pay to Licensor during a particular Reporting Period an amount equal to at least the sum of the Royalty fees due for such Reporting Period within fifteen (15) business days of the due date;
iii. Licensee’s failure to deliver to Licensor the Royalty Report due for a Reporting Period within 15 business days of the due date;
iv. Licensee’s assignment of this Agreement in violation of the terms set forth in Section 16.l below;
v. Licensee’s failure to maintain appropriate insurance pursuant to the terms set forth in Section 9;
vi. Licensee’s material breach of any other provision of this Agreement.
c. The following shall be considered an “Event of Default” by Licensor:
i. Licensor’s grant of a license of the Intellectual Property to a third party in the Field of Use in the Territory during the Term;
ii. Licensor’s loss of Patent Rights under any litigation proceeding;
iii. The termination of the Ioteq Master License Agreement;
iv. Licensor’s failure to pay any necessary fees for the continuation of the Patent Rights, or any patents granted pursuant to the U.S. Patent Applications related to the Intellectual Property;
v. Licensor voluntarily files a petition, or has a involuntary petition filed against it, under the Bankruptcy Act; or enters into any voluntary assignment for the benefit of its creditors; or appoints, or has appointed on its behalf, a receiver, liquidator...
Events of Default and Termination. 9.01 There shall be an Event of Default if in the opinion of the Institution:
a) The Manufacturer/Supplier fails to deliver the Goods as per delivery schedule agreed under this Agreement;
b) Any representation or warranty made or deemed to be made or repeated by the Manufacturer/ Supplier in or pursuant to the Principal Documents or in any document delivered under this Agreement is found to be incorrect;
c) Any Indebtedness of the Manufacturer/Supplier in excess of Rs (Rupees
d) Any authority of or registration with governmental or public bodies or courts required by the Manufacturer/Supplier in connection with the execution, delivery, performance, validity, enforceability or admissibility in evidence of the Principal Documents are modified in a manner unacceptable to the Institution or is not granted or is revoked or otherwise ceases to be in full force and effect;
e) The total interruption or cessation of the business activities of the Manufacturer/Supplier;
f) Any costs, charges and expenses under the Principal Documents shall remain unpaid for a period
9.02 Notwithstanding anything contained herein, the Institution may without prejudice to any of its other rights, at any time after the happening of an Event of Default by notice to the Manufacturer/ Supplier declare that:
a) The obligation of the Institution to take delivery of the Goods from the Manufacturer/Supplier and pay the Contract Price to the Manufacturer/Supplier shall be terminated, forthwith; and/or
b) The entire amount of the Contract Price or such part thereof against which the Goods have not been delivered to the Institution by the Manufacturer/Supplier along with all other costs, charges, expenses and damages etc. and any other amounts paid to the Manufacturer/Supplier under this Agreement shall forthwith become due and refundable.
Events of Default and Termination. A. The occurrence of any or more of the following events shall constitute a material breach of and default under the Contract. The City reserves the right to terminate the whole or any part of the Contract due to Contractor’s failure to fully comply with any term or condition herein.
i) Any failure by Contractor to pay funds or furnish materials, services and/or goods that fail to conform to any requirement of this Contract or provide personnel that do not meet Contract requirements;
ii) Any failure by Contractor to observe, perform or undertake any provision, covenant or condition of this Contract to be observed or performed by Contractor herein, including but not limited to failing to submit any report required herein;
iii) Any failure to make progress in the performance required pursuant to the Contract and/or gives the City reason to believe that Contractor cannot or will not perform to the requirements of the Contract; or,
iv) Any failure of Contractor to commence construction, work or services within the time specified herein, and to diligently undertake Contractor’s work to completion.
B. Upon and during the continuance of an event of default, the City, at its option and in addition to any other remedies available by law or in equity, without further notice or demand of any kind to Contractor, may do the following:
i) Terminate the Contract;
ii) Pursue and/or reserve any and all rights for claims to damages for breach or default of the Contract; and/or,
iii) Recover any and all monies due from Contractor, including but not limited to, the detriment proximately caused by Contractor’s failure to perform its obligations under the Contract, or which in the ordinary course would likely result there from, including, any and all costs and expenses incurred by the City in: (a) maintaining, repairing, altering and/or preserving the premises (if any) of the Project; (b) costs incurred in selecting and retaining substitute Contractor for the purchase of services, materials and/or work from another source; and/or (c) attorneys’ fees and costs in pursuing any remedies under the Contract and/or arising there from.
C. The exercise of any one of the City’s remedies as set forth herein shall not preclude subsequent or concurrent exercise of further or additional remedies. In addition, the City shall be entitled to terminate this Contract at any time, in its discretion. The City may terminate this Contract for default, non- performance, breach or convenience, or purs...
Events of Default and Termination. 8.1. The following events shall each constitute an “Event of Default” by the Company and PSDF upon such Event of Default shall be entitled to forthwith terminate this Agreement without any notice:
i. If the Company fails to timely complete the Services or fails to provide the products within the stipulated timeframes.
ii. If the Company fails to disclose any situation of actual or potential conflict that impacts its capacity to serve the best interest of PSDF, or that may reasonably be perceived as having such effect.
iii. If the Company violates or breaches, or materially fails to fully and completely observe, keep, satisfy, perform and comply with, any agreement, term, covenant, condition, requirement, restriction or provision of this Agreement and does not cure such violation, breach or failure within thirty (30) days after PSDF gives the Company written notice of such violation, breach or failure, or, if such violation, breach or failure can be cured but not within thirty (30) days with the use of diligent efforts, if the Company does not commence to cure such violation, breach or failure within such thirty (30) days period.
iv. If the Services provided do not conform to any requirements of PSDF and subject to the same being informed to the Company in writing the same is not replaced and/or rectified within 30 days of such intimation and/or notification.
8.2. PSDF reserves the right to terminate the Agreement, in whole or in part, at any point in time without assigning any reasons whatsoever with a one-month notice.
