Express termination clause. 12.1. This Agreement shall be considered as automatically terminated by Agile by operation of law in accordance with Section 1456 of the Italian Civil Code, subject to simple written notice, which may be sent as out in Section 20 below, in the event of breach of the material obligations established under Sections 2 (Scope), 5 (Consent of recipients), 6 (Fee and payment methods) and 15 (Processing of personal data), as well as in the event that the Client goes into liquidation.
12.2. The termination of the Agreement, in the circumstances described above, shall take place automatically by operation of law upon receipt by the Client of the aforementioned notice indicating Agile’s intention to trigger the express termination clause. In any case, Agile reserves the right to demand payment of the fees accrued and not yet collected and/or to enforce the Deposit up to the amount of said fees.
Express termination clause. 15.1. The Data Controller has the right to terminate this Framework Agreement pursuant to article 1456 of the Italian Civil Code by sending a written communication to the Data Processor by certified email, or registered letter with acknowledgement of receipt, in case of breach of the provisions of this Data Processing Agreement. In any case this is without prejudice to compensation for damages.
Express termination clause. In case of failure by the Juventus Official Fan Club to comply with the obligations and conditions, as per articles 5.2.1 (payment of fees), 6 (obligations of the Juventus Official Fan Club), 8 (non-competition agreement), 9 (use of distinctive trademarks), 13 (code of ethics), of this Framework Agreement, Juventus will have the option to demand the Juventus Official Fan Club to comply by sending a communication, by registered letter with acknowledgement of receipt, setting a deadline of no less than 15 (fifteen) days, expressly indicating that the failure to rectify the breach by the set deadline will determine the legal termination of the Framework Agreement. Should the Juventus Official Fan Club not rectify the breach by the given deadline, the Framework Agreement will be considered legally terminated at the expiry of the notice period without need for any further communication.
Express termination clause. Without prejudice to all other remedies established by the Italian Civil Code for all cases of non-fulfilment, the Parties agree that the Contract/Order may be terminated by the Seller, in accordance with and for the purposes of art. 1456 of the Italian Civil Code, by notification to be sent to the Purchaser by registered letter with recorded delivery, in the event of occurrence of one of the following conditions: - failure to perform any warranties which the Purchaser has specifically undertaken to provide to cover the payments or subsequent cessation thereof (e.g. withdrawal of credit lines, credit insurance uncoverage, etc.); - overt insolvency of the Purchaser such as to jeopardize complete fulfilment of the contract, unless a suitable guarantee is provided; - breach by the Purchaser of the provisions of article 18 concerning the ban on transfer of the Contract to third parties; - breach by the Purchaser of any Intellectual Property right of the Seller and in any case breach of the obligations and prohibitions incumbent upon the Purchaser pursuant to art. 9 of this agreement.
Express termination clause. 14.1 Pursuant to article 1456 of the Italian Civil Code, the Supply Agreement may be terminated by the Purchaser by means of simple written notice to the Supplier in case of breach by the Supplier of the following Articles: 4.1 (Technical Information and Intellectual Property Rights: limitation to the use of the Technical Information of the Purchaser), 4.2 (Technical Information and Intellectual Property Rights: confidentiality), 4.4 (Supplier’s warranty for non-infringement); 5 (Trademarks); 8.1 (Quality System), 8.2 (compliance with Specifications), 8.4 (certification of Products), 8.5 (packaging of Products), 8.6 (deliveries’ accompanying documents); 9.1 (Warranty of Quality), 9.4 (corrective measures), 9.6 (security stocks), 9.7 (access to units of the Supplier), 9.8 (Preventive Actions); 10.1 (Product Liability); 11.3 (Force Majeure); 12.2 (confidentiality obligations), 12.4 (Confidential Information’s keeping and handling), 12.5 (return of the Confidential Information); 13 (Data protection); 17 (Assignment of the agreement); 18 sub. b) (Compliance with the provisions of Legislative Decree No. 231 of 8 June 2001); and 18 sub. c) (Compliance with the provisions of the Code of Ethics).
14.2 Pursuant to article 1456 of the Italian Civil Code, the order may be cancelled by the Purchaser by means of simple written notice to the Supplier in case of breach by the Supplier of the provisions under the following Articles: 6.1 (Delivered Quantities); 7.1 (Delivery Terms); 9.1 (Warranty of Quality), 9.4 (corrective measures); 11.3 (Force Majeure).
Express termination clause. Purchaser is entitled to terminate the Agreement, according to art. 1456 Italian Civil Code, as follows: • Supplier’s breach of the Agreement which consists of: delay in the delivery, also if delay concerns only part of Goods/Services or nonconformity with Specifications; • breach of section 13 (Assignment) of these General Terms and Conditions; • breach of section 19 (Confidentiality) of these General Terms and Conditions; • breach of section 20 (Ethical standards and human rights) of these General Terms and Conditions; • breach of section 22 (Sanctions and Exports) of these General Terms and Conditions • breach of section 23 (Data Integrity) of these General Terms and Conditions; • breach of section 24 (GSK anti bribery and corruption requirements) of these General Terms and Conditions. In such case the Purchase Order, in all or in part, will be cancelled, save for Purchaser’s right to damages. When Purchaser has the right to compensation for damages or penalty, the Parties can proceed with compensation between mutual debts and credits. In case of credit resulting from damages, Purchaser will evaluate the damage in bona fide and offset the sum according to art. 1252 Italian Civil Code.
Express termination clause. The Purchaser and the Participant acknowledge that the Organiser will have the right to terminate the Contract immediately, with the right to retain, as a penalty, the sums of money already paid by the Purchaser, without prejudice in any case to the right of the Organiser to compensation for any additional damages, and any other right of law, by simple written notice, to be sent by recorded delivery letter with notice of receipt, in which it declares the intention to invoke this clause in accordance with Art. 1456 of the Italian Civil Code, in the following cases: - in the event of a failure to complete and deliver even just one of the documents indicated in Art. 15.1 above or lack of delivery within any term assigned by the Organiser; - in the circumstances envisaged in Art. 16.10; - if the balance of the Total Price is not paid at the set dates.
Express termination clause. 10.1 The Parties establish that the violation of the terms and methods of payment will result in the legal termination of this contract without the need for any formalities.
Express termination clause. A) The Supply agreement shall be immediately and rightfully terminated pursuant to Article 1456 of the Italian Civil Code by means of a written declaration by SACE, whereby the company states that they want to apply this express termination clause in the event that the Purchaser:
1) fails to pay or delays payment of the amounts due;
2) delays collection or fails to collect the Products within the terms provided for under Article 6; 3) does not observe the confidentiality obligations provided for under Article 3 B). SACE will evaluate and claim consequential damages following the above resolutions.
B) The Agreement shall be terminated in the event that the Purchaser is in liquidation or is subject to any bankruptcy proceedings.
C) In the event that the Purchaser reduces the warranty provided on stipulation of the Agreement or does not provide the warranties envisaged, SACE shall have the faculty to withdraw from the Agreement without prior notice.
Express termination clause. In the event of failure of the Recipient to pay any sums payable pursuant to Schedule 3 hereof by the due date, and if this failure is not cured within thirty (30) days after receipt of written notice of the breach, this Agreement may be terminated on 30 days’ prior notice by a written declaration of MTS in accordance with Clause 14.7 of this Agreement.
