Potential Breach Sample Clauses

The Potential Breach clause defines the procedures and obligations that arise when one party suspects that a breach of contract may occur. Typically, this clause requires the party who identifies a potential breach to notify the other party in writing, outlining the circumstances and possible consequences. It may also set out steps for investigation, discussion, or remedial action before a formal breach is declared. The core function of this clause is to provide an early warning system, allowing parties to address and resolve issues proactively, thereby minimizing disruption and reducing the risk of escalation to a full contractual dispute.
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Potential Breach. 1. Contractor shall report any Potential Breach within 72 hours of detection to the DOJ CO and the COR, unless Contractor has (a) completed its investigation of the Potential Breach in accordance with its own internal policies and procedures for identification, investigation and mitigation of Security Incidents and (b) determined that there has been no Confirmed Breach. 2. If Contractor has not made a determination within 72 hours of detection of the Potential Breach whether an Confirmed Breach has occurred, Contractor shall report the Potential Breach to the DOJ CO and COR within one-hour (i.e., 73 hours from detection of the Potential Breach). If the time by which to report the Potential Breach occurs outside of regular business hours and/or neither the DOJ CO nor the COR can be reached, Contractor must call the DOJ Computer Emergency Readiness Team (DOJ-CERT) at 1-866-US4-CERT (▇-▇▇▇-▇▇▇-▇▇▇▇) within one-hour (i.e., 73 hours from detection of the Potential Breach) and contact the DOJ CO and COR as soon as practicable.
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Potential Breach. If any of the Vendors acquires any knowledge of any event or matter (whether or not occurring or existing before the signing of this Agreement) which is or might be or might reasonably be expected to lead to a breach of, or be inconsistent with, any of the Warranties or might give rise to a claim under the Deed of Indemnity or which results or might result in any of the Warranties being unfulfilled, incorrect, untrue or misleading or which would or might entitle the Purchaser to rescind this Agreement or claim damages under it, such Vendor shall at once disclose in writing to the Purchaser all that such Vendor knows about the event or matter in question. The Vendors shall make any investigations concerning the event or matter which the Purchaser may require.
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Potential Breach. Each party will promptly notify the other party of the occurrence of any event, or the existence of any fact, of which such party becomes aware that results in the inaccuracy in any material respect of any representation or warranty of such party in this Agreement as of any time prior to the Closing, and such party will use its reasonable commercial efforts to cure such matter.
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Potential Breach. Each party will use its reasonable best efforts to cure any breach or potential breach of this Agreement by such party.
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Potential Breach. Each party will promptly notify the other parties of the discovery or occurrence of any event, condition, factor or circumstance that (a) results in the inaccuracy in any material respect of any representation or warranty of such party in this Agreement as of any time prior to the Closing; (b) results in or constitutes any breach of any covenant or obligation of such party in this Agreement as of any time prior to the Closing; or (c) may make the timely satisfaction of any of the conditions set forth in Section 6 impossible or unlikely, and such party will use its Reasonable Best Efforts to cure such matter.
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Potential Breach. If Vendor becomes aware of a breach or potential breach of confidentiality or security by a Vendor Party relating to Ordered Services Vendor will: (a) immediately notify Company via email to Company’s Senior Director, Product & Portals Application Domain, (b) promptly and diligently investigate the breach or potential breach, (c) promptly inform Company of the investigation results, and (d) assist Company in remediating the breach or potential breach.
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Related to Potential Breach

  • Material Breach A material breach for purposes of this Agreement shall include, but not be limited to: (a) Failure to timely furnish the documents described in Section 6 or the information requested by GO-Biz or the FTB relating to Taxpayer’s compliance with this Agreement. (b) Material misstatements in any information provided to GO-Biz as part of the application process and/or after this Agreement is signed. (c) Failure to materially satisfy applicable Milestones as set forth in Exhibit A, materiality of which shall be determined by GO-Biz, by the end of the last taxable year identified in Exhibit A. (d) Failure to maintain one or more Milestones for a minimum of three (3) subsequent taxable years after achieving the Milestone(s).

  • Termination for Material Breach If either Party (the “Non-Breaching Party”) believes that the other Party (the “Breaching Party”) has materially breached one or more of its obligations under this Agreement, then the Non-Breaching Party may deliver notice of such material breach to the Breaching Party specifying the nature of the alleged breach in reasonable detail (a “Default Notice”). Thereafter, the Non-Breaching Party shall have the right to terminate this Agreement if the breach asserted in such Default Notice has not been cured within sixty (60) days after such Default Notice. Notwithstanding the foregoing, (i) if such material breach, by its nature, cannot be remedied within such sixty (60) day cure period, but can be remedied over a longer period not expected to exceed one hundred and fifty (150) days, then such sixty (60) day period shall be extended for up to an additional ninety (90) days provided that the Breaching Party provides the Non-Breaching Party with a reasonable written plan for curing such material breach and uses Commercially Reasonable Efforts to cure such material breach in accordance with such written plan and (ii) if such material breach cannot be cured, but the effects of such material breach are not such that the Non-Breaching Party would be deprived of the material benefits the Non-Breaching Party would reasonably be expected to derive from this Agreement in the absence of such material breach, then the Non-Breaching Party shall not be entitled to terminate this Agreement on the basis of such material breach unless the Breaching Party has previously committed a substantially similar material breach of this Agreement. For clarity, a breach of Section 3.2.3 of this Agreement shall not, notwithstanding anything herein, fall within the exception in subpart (ii) of the immediately preceding sentence.

  • Breach A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12.

  • Material Breach of Contract In the event Contractor fails to deliver the product and services as contracted for herein, to the satisfaction of the City of Sparks or otherwise fails to perform any provisions of this Contract, the City, after providing five (5) days written notice and Contractor’s failure to cure such breach within the time specified in the notice, may without waiving any other remedy, make good the deficiencies and deduct the actual cost of providing alternative products and/or services from payment due the Contractor. Non-performance after the first notice of non-performance shall be considered a material breach of contract.

  • BREACH; TERMINATION Customer/Project Sponsor may terminate this Agreement at any time in its sole discretion by providing notice to the Company not less than one hundred and eighty (180) days before such termination. In the event of breach of any material terms or conditions of this Agreement, if the breach has not been remedied within 30 days following receipt of written notice thereof from the other Party (provided that, if the breaching Party has commenced and is diligently pursuing efforts to cure such breach, then such 30-day period shall be extended until the earlier of (i) 30 additional days or (ii) end of diligent efforts to cure the breach), then the non-breaching party may terminate this Agreement by written notice at any time until cure of such breach occurs. In the event of any proceedings by or against either Party in bankruptcy, insolvency or for appointment of any receiver or trustee or any general assignment for the benefit of creditors (excluding, for the avoidance of doubt, an assignment in accordance with Article XI or other collateral assignment to obtain project financing), the other Party may terminate this Agreement. If the Customer/Project Sponsor increases the capability or the capacity of the Facility to exceed 4.999 MW, this Agreement shall immediately terminate. The Company shall not be liable to the Customer/Project Sponsor for damages resulting from a termination pursuant to this paragraph. If the Customer/Project Sponsor's generating equipment produces zero (0) kilowatt- hours during any period of twelve (12) consecutive Billing Periods after the Commercial Operation Date [Effective Date for existing resources] for a reason other than a force majeure event, the Company may terminate this Agreement.