Immediate termination by us Sample Clauses
The 'Immediate termination by us' clause grants the party drafting the contract the right to end the agreement instantly under specified circumstances. Typically, this clause applies if the other party breaches key terms, becomes insolvent, or engages in prohibited conduct, allowing the terminating party to act without waiting for a notice period or cure period. Its core function is to provide a swift remedy for serious breaches or risks, protecting the terminating party from ongoing harm or liability.
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Immediate termination by us. This Agreement may be terminated by us immediately (or at the earliest time permitted by applicable law) if:
14.2.1 the Hotel is leased or subleased;
14.2.2 a lease of the Hotel terminates;
14.2.3 if the Hotel is not leased, a change occurs of fifty percent (50%) or more of the equitable ownership of the System Hotel within a 12-month period;
14.2.4 a change occurs of fifty percent (50%) or more of the equitable ownership of a leasehold interest within a 12-month period;
14.2.5 if the Hotel is not leased, a change occurs of fifty percent (50%) or more of the equitable ownership of the entity or entities owning the Hotel within a 12-month period;
14.2.6 a change occurs of fifty percent (50%) or more of the equitable ownership of the entity or entities leasing the Hotel within a 12-month period;
14.2.7 a term or condition is not met, after the Board, having provided you with an opportunity for a hearing, has found grounds exist for termination of this Agreement and you have not cured the default within the specified time period;
14.2.8 you fail to maintain and provide proof of insurance coverage as required by the Manual;
14.2.9 you do not meet a term or condition whose application was approved by the Board with specific requirements and time frames for compliance and you have been advised that failure to meet any of these requirements will be grounds for automatic termination.
14.2.10 you contest in any court or proceeding our ownership of the System or any part of the System or the validity of any of the Marks;
14.2.11 you or any Equity Owner with a controlling Equity Interest are or have been convicted of a felony or any other offense or conduct, if we determine in our business judgment it is likely to adversely reflect on or affect the Hotel, the System, us and/or any Entity;
14.2.12 you conceal revenues, maintain false books and records of accounts, submit false reports or information to us or otherwise attempt to defraud us;
14.2.13 you, your Affiliate or Guarantor become a Competitor;
14.2.14 you Transfer any interest in yourself, this Agreement, the Hotel or the Hotel Site, other than in compliance with this Agreement;
14.2.15 you, your Affiliate or Guarantor become a Sanctioned Person or are owned or controlled by a Sanctioned Person or fail to comply with the provisions of Subsection 17.15;
14.2.16 your Guarantor breaches its guaranty to us; or
14.2.17 a threat or danger to public health, welfare or safety results from the construction, maintenance...
Immediate termination by us. We reserve the right to restrict, temporarily or permanently suspend or terminate the Account, or the provision of any Services, at any time and with immediate effect, without incurring liability of any kind to you, if any of the following events occur:
17.1.1 you have not fully complied with our account opening criteria and/or met our account opening criteria (as we shall set from time to time), including, our “Know Your Client” procedures;
17.1.2 you delay or fail to produce any information requested by us under Clause 15 for the purposes of verifying your identity, your beneficial owners (if any) and/or the source of the payment of monies to comply with anti-money laundering and/or anti-terrorism rules under Applicable Laws;
17.1.3 you fail to comply in a timely manner with a request issued by us under Clause 16;
17.1.4 you fail to make any payment to us or any other party when due, whether under this Agreement or otherwise for the Services;
17.1.5 your death or insanity;
17.1.6 any grounds exist for the presentation of a bankruptcy petition against you;
17.1.7 any representation or warranty made by you under this Agreement or through the Platform or for the Services is incomplete, untrue, incorrect or misleading in any material respect;
17.1.8 you have breached the terms of this Agreement;
17.1.9 you are using the Platform or the Services in a manner that may cause us to breach Applicable Laws, incur legal liability or disrupt others’ use of the Platform or the Services;
17.1.10 you are using the Platform or the Services for any illegal activities or where we have reasonable suspicion that you may be doing so, or we become aware or suspect that the Account is or will be used for illegal, fraudulent or unauthorised uses;
17.1.11 we become aware or suspect that your Access Methods (i.e. any user identification, passwords and other security credentials assigned to you and required to access and use the Platform) are stolen, lost, damaged or compromised;
17.1.12 we become aware or suspect that the person accessing the Account or utilising the Services is not you (or your authorised person);
17.1.13 we are required to do so by Applicable Laws or pursuant to a request by any regulatory body;
17.1.14 prolonged scheduled downtime or recurring downtime in respect of the Platform;
17.1.15 a Force Majeure Event;
17.1.16 you publish, post, transfer, distribute or upload any content or information on the Platform or from the Platform which is false, misleading or i...
Immediate termination by us. We have the right to terminate this Agreement immediately upon notice to you (or terminate it at the earliest time permitted by applicable law) if one or more of the following breaches to this Agreement or any of its attachments occur:
(1) After curing any material violation of this Agreement or the Manual, you engage in the same noncompliance within any consecutive twenty four (24) month period, whether or not the noncompliance is corrected after notice; or after we have notified you of your noncompliance with any of the requirements imposed by this Agreement or the Manual, regardless of materiality, you engage in a pattern of noncompliance with any of those requirements, whether or not the noncompliance is corrected after notice, which pattern of non-compliance in and of itself will be deemed material;
(2) You or any guarantor of your obligations under this Agreement:
(a) Generally fails to pay its debts as they become due or admits in writing its inability to pay its debts, or makes a general assignment for the benefit of its creditors; or
(b) Commences any case, proceeding or other action seeking reorganization, arrangement, adjustment, liquidation, dissolution or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization or relief of debtors, or seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its property;
(c) Takes any corporate or other action to authorize any of the actions set forth above in clauses (a) or (b);
(d) Suffers initiation of any case, proceeding or other action against it seeking to have an order for relief entered against it as debtor, or seeking reorganization, arrangement, adjustment, liquidation, dissolution or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization or relief of debtors, or seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its property, and such case, proceeding or other action (i) results in the entry of an order for relief against it which is not fully stayed within seven (7) business days after the entry of the order or (ii) remains undismissed for forty-five (45) days; or
(e) Allows an attachment to remain on all or a substantial part of the Hotel or of its assets for thirty (30) days;
(f) Fails within sixty (60) days of the entry of a final judgment against it in any amount exceeding O...
Immediate termination by us. We may immediately terminate this Agreement upon notice to you and without any opportunity to cure the default if:
(1) After curing any material breach of this Agreement or the Standards, you engage in the same non-compliance within any consecutive twenty-four (24) month period, whether or not the non-compliance is corrected after notice, which pattern of non-compliance in and of itself will be deemed material;
(2) We send you three notices of material default in any twelve (12) month period, regardless of whether the defaults have been cured;
(3) You or any Guarantor fail to pay debts as they become due or admit in writing your inability to pay your debts or you make a general assignment for the benefit of your creditors;
Immediate termination by us. We reserve the right to restrict, temporarily or permanently suspend or terminate your Account, or the provision of any Services, at any time and with immediate effect, without incurring liability of any kind to you, if any of the following events occur:- (a) you or the Authorised Person, where applicable, have not fully complied with our account opening criteria and/or met our account opening criteria (as we shall set from time to time), including, our "Know Your Client" procedures; (b) you fail to make any payment to us or any other party when due, whether under this Agreement or otherwise for the Services; (c) your death or insanity; (d) any grounds exist for the presentation of a bankruptcy petition against you; (e) any representation or warranty made by you under this Agreement or through the Platform or for the Services is incomplete, untrue, incorrect or misleading in any material respect; Paragraph 20.1(a) to (s) sets out the circumstances in which we can restrict, suspend, or terminate your Account or the operation of the Platform or any Services at any time and with immediate effect without being liable to you. We also have the right to terminate this Agreement with at least 14 days' written notice, or with shorter or immediate notice in certain cases. You may terminate your Account immediately by notifying us through your Account page on the Platform. Once your Account has been terminated, we will sell your Assets and arrange for any credit balance to be transferred to your bank account.
Immediate termination by us. We reserve the right to restrict, temporarily or permanently suspend or terminate your Account, or the provision of any Services, at any time and with immediate effect, Paragraph 19.1(a) to (s) sets out the circumstances where we can restrict, suspend or terminate your Account, or the operation of the Platform or any Services at
Immediate termination by us. 17 C. LIQUIDATED DAMAGES UPON TERMINATION BY US.......................................... 18 D. DE-IDENTIFICATION OF HOTEL UPON TERMINATION........................................ 19
Immediate termination by us. 17.1 This Agreement may be terminated immediately at any time by us giving notice to you if, in our opinion, any of the following events occur:
(a) you breach any term of this Agreement;
(b) you breach any of Aussie’s Policies;
Immediate termination by us. This Agreement may be terminated by us immediately (or at the earliest time permitted by applicable law) if:
14.2.1 the Hotel is leased or subleased;
14.2.2 a lease of the Hotel terminates;
14.2.3 if the Hotel is not leased, a change occurs of fifty percent (50%) or more of the equitable ownership of the System Hotel within a 12-month period;
14.2.4 a change occurs of fifty percent (50%) or more of the equitable ownership of a leasehold interest within a 12-month period;
Immediate termination by us. This Agreement may be terminated by us immediately (or at the earliest time permitted by applicable law) if:
14.2.1 the Hotel is leased or subleased;
14.2.2 a lease of the Hotel terminates;
14.2.3 if the Hotel is not leased, a change occurs of fifty percent (50%) or more of the equitable ownership of the System Hotel within a 12-month period;
14.2.4 a change occurs of fifty percent (50%) or more of the equitable ownership of a leasehold interest within a 12-month period;
14.2.5 if the Hotel is not leased, a change occurs of fifty percent (50%) or more of the equitable ownership of the entity or entities owning the Hotel within a 12-month period;
14.2.6 a change occurs of fifty percent (50%) or more of the equitable ownership of the entity or entities leasing the Hotel within a 12-month period;