Licensee’s Failure to Maintain. If Licensee fails to maintain the System in good repair and operation consistent with industry standards for operators of similar systems, Trustees shall give Licensee written notice to perform such maintenance and repair activities as are reasonably required under this Agreement. Licensee shall commence within ten (10) calendar days after receiving such written notice from Trustees and diligently complete the requested maintenance or repairs; provided that if it disputes the need for such maintenance and repair activities then such dispute will be resolved pursuant to the provisions of Section 19.28. If Licensee fails to commence the requested maintenance or repair activity within the allowed time, Licensee shall be subject to fines of $250 per day until the maintenance or repair is completed, and Trustees shall deduct the sum of the daily fines from the payments otherwise due to Licensee under this Agreement. In the event of an emergency and/or if there is a safety hazard and Licensee fails to commence repairs and act diligently to address the emergency or repair such safety hazard within the timeframe set forth above after notice of such emergency or safety hazard from Trustees, then Trustees shall have the right to address the emergency and repair the System at Licensee’s expense. Any amount so expended by Trustees shall be paid promptly by Licensee upon Trustees’ submittal of the work invoices to Licensee, or Trustees may deduct the amount expended from invoices submitted to Trustees by Licensee for amounts due Licensee for Peak Demand Reductions delivered to Trustees. Except as set forth in this Section 9.4, Trustees shall have no right to conduct or have such work performed and any such maintenance or repair activity sanctioned or conducted by Trustees will be a breach of this Agreement and will cause the immediate and permanent cessation of Licensee’s obligations with respect to the Performance Guarantee set forth in Rider C.

Licensee’s Failure to Maintain. If Licensee fails to maintain the System in good repair and operation, the Judicial Council shall give Licensee written notice to perform such maintenance and repair activities as are reasonably required. If within ten (10) Business Days thereafter, Licensee fails to commence and diligently complete the requested maintenance or repairs, then, in addition to its other remedies under the SLA, the Judicial Council shall have the right to have such work performed and expend such funds at the expense of Licensee as are reasonably required to perform such work including the cost of a project manager or a fifteen percent (15%) markup over incurred costs. Any amount so expended by the Judicial Council shall be paid promptly by Licensee upon the Judicial Council’s submittal of the work invoices to Licensee, or the Judicial Council may deduct the amount expended from invoices submitted to the Judicial Council by Licensee for O&M Services.

Licensee’s Failure to Maintain. If LICENSEE fails to comply with its maintenance and repair obligations pursuant to this SLA, UNIVERSITY shall give LICENSEE notice in writing to do such maintenance and repair activities as are reasonably required under this Agreement. If within thirty (30) days thereafter, LICENSEE fails to commence and diligently attempt to complete the requested activities, then, in addition to its other remedies under the SLA, UNIVERSITY shall have the right to have such work performed and expend such funds at the expense of LICENSEE as are reasonably required to perform such work. Any amount so expended by UNIVERSITY shall be paid promptly by LICENSEE upon UNIVERSITY’s submittal of the work invoices to LICENSEE. If UNIVERSITY has not received such reimbursement within thirty (30) days of the date of sending such invoices to LICENSEE, then UNIVERSITY may deduct the cost thereof against any future payment due LICENSEE.

Related to Licensee’s Failure to Maintain

Failure to Maintain If Tenant fails to comply with this Paragraph 17 or any Pool/Spa Maintenance Addendum, Landlord may, in addition to exercising Landlord’s remedies under Paragraph 27, perform whatever action Tenant is obligated to perform and Tenant must immediately reimburse Landlord the reasonable expenses that Landlord incurs plus any administrative fees assessed by Landlord’s agents or any other entity as provided by law.
Failure to Maintain Insurance Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five business days notice to the Consultant to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Consultant from the City.
Failure to Maintain Financial Viability The System Agency may terminate the Grant Agreement if the System Agency, in its sole discretion, determines that Grantee no longer maintains the financial viability required to complete the services and deliverables, or otherwise fully perform its responsibilities under the Grant Agreement.
Epidemic Failure Warranty Supplier warrants all Products against Epidemic Failure for a period of three years after DXC’s Acceptance. Epidemic Failure means the occurrence of the same failure, defect, or non-conformity with an Order in 2% or more of Products within any three-month period.
Borrower’s Failure to Notify Any outstanding Borrowing of Domestic Rate Loans shall, subject to Section 6.2 hereof, automatically be continued for an additional Interest Period on the last day of its then current Interest Period unless the Borrower has notified the Administrative Agent within the period required by Section 1.6(a) hereof that it intends to convert such Borrowing into a Borrowing of Eurocurrency Loans or notifies the Administrative Agent within the period required by Section 1.9(a) hereof that it intends to prepay such Borrowing. If the Borrower fails to give notice pursuant to Section 1.6(a) hereof of the continuation or conversion of any outstanding principal amount of a Borrowing of Eurocurrency Loans denominated in U.S. Dollars before the last day of its then current Interest Period within the period required by Section 1.6(a) hereof and has not notified the Administrative Agent within the period required by Section 1.9(a) hereof that it intends to prepay such Borrowing, such Borrowing shall automatically be converted into a Borrowing of Domestic Rate Loans, subject to Section 6.2 hereof. If the Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of Eurocurrency Loans denominated in an Alternative Currency before the last day of its then current Interest Period within the period required by Section 1.6(a) hereof and has not notified the Administrative Agent within the period required by Section 1.9(a) hereof that it intends to prepay such Borrowing, such Borrowing shall automatically be continued as a Borrowing of Eurocurrency Loans in the same Alternative Currency with an Interest Period of one month, subject to Section 6.2 hereof, including the application of Section 1.4 hereof and of the restrictions contained in the definition of Interest Period.
Epidemic Failure “Epidemic Failure” for any particular Product shall mean a failure resulting from defects in material, workmanship, and manufacturing process, including but not limited to the use of Components with known defects. The Epidemic Failure clause shall be invoked [***]. The failure rate may be calculated [***], as determined by BUYER. Epidemic failures do not supersede the requirements of any expressed or implied warranty defined herein. In the case of an epidemic failure, SUPPLIER’s obligation is to propose an action plan to fix the failure of any affected Product within seventy-two (72) hours of discovery. SUPPLIER shall implement this action plan upon BUYER’s acceptance thereof. If the action plan is not acceptable to BUYER, BUYER can require SUPPLIER to repair or replace, at BUYER’s option, the affected Product. In addition to bearing the costs associated therewith, if requested by BUYER, SUPPLIER shall support and provide at SUPPLIER’s expense a sufficient number of units of the Product to permit the field exchange or “hot swap” of Products at customer sites. The parties agree to make all reasonable efforts to complete the repair or replacement of all affected Products within eight (8) Business Days after written notice of epidemic failure by BUYER to SUPPLIER. SUPPLIER also agrees that BUYER will be supported with accelerated shipments of replacement Product to cover BUYER’s supply requirements. If an Epidemic Failure is caused by (i) a design, including a BUYER-provided test process, as required by the Specifications or (ii) a failure by a Component required by the Specifications, (iii) misuse or damage during transit or damage by a third party at no fault of SUPPLIER, SUPPLIER shall perform the obligations in this Section 10.5 and BUYER shall pay to SUPPLIER the fees mutually agreed upon by the parties in writing. If an Epidemic Failure is caused by any other reason other than as set forth in the immediately preceding sentence, SUPPLIER shall perform the obligations set forth in this Section free of charge. Confidential treatment is being requested for portions of this document. This copy of the document filed as an exhibit omits the confidential information subject to the confidentiality request. Omissions are designated by the symbol [***]. A complete version of this document has been filed separately with the Securities and Exchange Commission.
Lenders’ Failure to Perform All Advances (other than Swing Loans and Agent Advances) shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.
Duty to Maintain During the term of this Agreement, Consultant/Licensor shall use its best efforts to maintain in full force and effect U.S. federal registrations for the Consultant/Licensor Marks.
Failure to Maintain Coverage Failure by the Contractor to maintain the required insurance, or to provide evidence of insurance coverage acceptable to the County, shall constitute a material breach of the Contract upon which the County may immediately terminate or suspend this Contract. The County, at its sole option, may obtain damages from the Contractor resulting from said breach. Alternatively, the County may purchase such required insurance coverage, and without further notice to the Contractor, the County may deduct from sums due to the Contractor any premium costs advanced by the County for such insurance.
Remedy for failure to insure If the Concessionaire shall fail to effect and keep in force all insurances for which it is responsible pursuant hereto, the Authority shall have the option to either keep in force any such insurances, and pay such premia and recover the costs thereof from the Concessionaire, or in the event of computation of a Termination Payment, treat an amount equal to the Insurance Cover as deemed to have been received by the Concessionaire.

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