Non-Material Breaches Clause Samples
The Non-Material Breaches clause defines how minor or insignificant breaches of a contract are treated differently from major breaches. Typically, this clause clarifies that if a party fails to fulfill a minor obligation that does not substantially affect the contract's overall purpose, such a breach does not entitle the other party to terminate the agreement. Instead, remedies may be limited to requiring the breaching party to correct the issue. The core function of this clause is to prevent disproportionate consequences, such as contract termination, for minor infractions, thereby promoting fairness and stability in contractual relationships.
Non-Material Breaches. If either Party refuses or fails to perform any of its non-material obligations in this Agreement, the other Party may give written notice of the failure. If the breaching Party fails or refuses to cure the failure of any non-material obligation in the notice within ten (10) calendar days after notice is given, the other Party may terminate this Agreement immediately. HCED is authorized to give notice for County.
Non-Material Breaches. In the event of any non-material breach under this Agreement, the aggrieved party shall promptly provide written notice of the non-material breach. The parties agree that non-material breaches cannot be a basis for terminating this Agreement and shall be subject to the dispute resolution provision in paragraph 21, except as provided in paragraphs 6.4, 6.2 and 6.
1. The parties further agree that the matters that may result in non-material breaches include, but are not limited to, the following:
6.3.1 Whether SSG has complied with the procedures referenced in paragraph 3.8;
6.3.2 Whether SSG has sold a MacGregor-branded Product to a customer that is not covered by SSG's license under this Agreement;
6.3.3 Whether SSG has sold a MacGregor-branded product that is not covered by SSG's license under this Agreement;
6.3.4 Whether a product advertised, offered or sold by SSG is a new product that requires approval under paragraph 8.2 or is already a Product as defined in this Agreement;
6.3.5 Whether a customer is an Excluded Customer, Exclusive Customer, Individual Customer or On-line Seller as defined in this Agreement;
Non-Material Breaches. Non-material breaches or failures to perform by a party hereunder shall not be grounds for postponing the Closing, or terminating this Agreement, but such breaches or failures shall apply to the limitation of liability in Section 12.6 above.
Non-Material Breaches. If Service Provider commits a breach of any term of this Agreement which constitutes a non-material breach and fails to remedy such breach within 21 (twenty-one) days of notice thereof from Transnet, Transnetshall be entitled (in addition to any other rights and remedies that it may have in terms of the Agreement or otherwise and without prejudice to any claims which Transnet may have for damages against the Service Provider) to terminate this Agreement and/or any or all Schedules and Appendices upon written notice to Service Provider in circumstances where:
Non-Material Breaches. 39.4.2.1 If Service Provider commits a breach of any term of this Agreement which constitutes a non-material breach and fails to remedy such breach within 21 (twenty-one) days of notice thereof from Transnet, Transnetshall be entitled (in addition to any other rights and remedies that it may have in terms of the Agreement or otherwise and without prejudice to any claims which Transnet may have for damages against the Service Provider) to terminate this Agreement and/or any or all Schedules and Appendices upon written notice to Service Provider in circumstances where:
39.2.3.1.1 during the first 6 (six) months following the Effective Date, Service Provider has failed to remedy more than 12 (twelve) non-material breaches within the 21 (twenty one) day notice period in a Three Month Period;
39.2.3.1.2 after a period of 6 (six) months following the Effective Date, Service Provider has failed to remedy more than 6 (six) non- material breaches within the 21 (twenty-one) day notice period in a Three Month Period.