PROCEDURES FOR A MATERIAL BREACH Sample Clauses

PROCEDURES FOR A MATERIAL BREACH. In the event of a Material Breach, after written notice of such a Material Breach, the breaching party must (i) remedy the breach within 15 days of receiving notice, (ii) if the breach cannot be remedied in 15 days, formulate a Remedial Plan and deliver a copy of such Remedial Plan to the non-breaching party within 15 days and commence implementation of the Remedial Plan as promptly as reasonably possible or (iii) dispute the occurrence of a Material Breach in accordance with Sections 12.6 and 12.7 and prevail in the assertion that no Material Breach has occurred. If the party receiving a Remedial Plan believes that the length of time provided for remedy of the relevant breach is unreasonably long, such party may request that a reasonable time to effect such remediation be determined in accordance with Sections 12.6 and 12.7. If at the expiration of the period for cure (under clause (i) or (iii) of the preceding sentence, 15 days; under clause (ii) the time period stated in the Remedial Plan or the time period determined pursuant to Sections 12.6 and/or 12.7, as applicable) no cure has been accomplished, the non-breaching party will have the right to remedy the breach with its own or third party forces and to recover its costs of doing so from the breaching party, or, where such a remedy is not practical, to recover damages for the breach and to pursue any other remedy at law or under this Agreement or the relevant Collateral Agreements, provided, however, that in the case of a dispute under clause (iii), the ultimate rights and obligations of the parties will be determined pursuant to Sections 12.6 and 12.7. Notwithstanding the foregoing, in no event will the Company be permitted to operate or to exercise any control over the business or systems of the Nextel Group (other than the Company's own business and systems), and in no event, except as provided in this Agreement or the relevant Collateral Agreements, shall any member of the Nextel Group be permitted to operate or to exercise any control over the business or systems of the Company.
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PROCEDURES FOR A MATERIAL BREACH. In the event of a Material Breach, after written notice of such a Material Breach, the breaching party must (i) remedy the breach within 15 days of receiving notice, (ii) if the breach cannot be remedied in 15 days, formulate a Remedial Plan and deliver a copy of such Remedial Plan to the non-breaching party within 15 days and commence implementation of the Remedial Plan as promptly as reasonably possible or (iii) dispute the occurrence of a Material Breach in accordance with Sections 12.6 and 12.7 and prevail in the assertion that no Material Breach has occurred. If the party receiving a Remedial Plan believes that the length of time provided for remedy of the relevant breach is unreasonably long, such party may request that a reasonable time to effect such remediation be determined in accordance with Sections 12.6 and 12.7. If at the expiration of the period for cure (under clause (i) or (iii) of the preceding sentence, 15 days; under clause (ii) the time period stated in the Remedial Plan or the time period determined pursuant to Sections 12.6 and/or 12.7, as applicable) no cure has been accomplished, the non-breaching party will have the right to remedy the breach with its own or third party forces and to recover its costs of doing so from the
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Related to PROCEDURES FOR A MATERIAL BREACH

  • Material Breach Either party may, upon giving thirty (30) days written notice, terminate this Agreement for the other party’s breach of any of its material obligations under this Agreement, provided that the breaching party shall not have cured such breach within the thirty (30) day notice period.

  • 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 material obligations under this Agreement, then the Non-Breaching Party may deliver notice of such material breach to the Breaching Party (a “Default Notice”). If the Breaching Party does not dispute that it has committed a material breach of one or more of its material obligations under this Agreement, then if the Breaching Party fails to cure such breach within *** days after receipt of the Default Notice, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after receipt of the Default Notice, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party. If the Breaching Party disputes that it has materially breached one or more of its material obligations under this Agreement, the dispute shall be resolved pursuant to Section 11.7. If, as a result of the application of such dispute resolution procedures, the Breaching Party is determined to be in material breach of one or more of its material obligations under this Agreement (an “Adverse Ruling”), then if the Breaching Party fails to cure any breach specified by the Adverse Ruling within *** days after such ruling, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after the Adverse Ruling, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party.

  • Termination upon Material Breach Notwithstanding the foregoing, a Party may terminate this Agreement if any other Party materially breaches a material provision of this Agreement and such material breach is not cured (i) within thirty (30) days after being given notice of the breach in the case of a material breach of an obligation to make payment hereunder or (ii) within sixty (60) days after being given notice of the breach in the case of any other material breach.

  • Termination by Executive other than for Good Reason Executive’s employment may be terminated by Executive without further liability on the part of Executive (other than with respect to those provisions of this Agreement expressly surviving such termination) by written notice to the Board of Directors at least sixty (60) days prior to such termination; provided, however, the Company may waive the notice period and accelerate the termination date without converting the Termination by Executive into a Termination by the Company.

  • Termination by Executive with Good Reason Executive may terminate Executive’s employment with Good Reason by providing the Company fifteen (15) days’ written notice setting forth in reasonable specificity the event that constitutes Good Reason, which written notice, to be effective, must be provided to the Company within sixty (60) days of the occurrence of such event. During such fifteen (15) day notice period, the Company shall have a cure right (if curable), and if not cured within such period, Executive’s termination will be effective upon the date immediately following the expiration of the fifteen (15) day notice period, and Executive shall be entitled to the same payments and benefits as provided in Section 8(d) above for a termination without Cause, it being agreed that Executive’s right to any such payments and benefits shall be subject to the same terms and conditions as described in Section 8(d) above. Following termination of Executive’s employment by Executive with Good Reason, except as set forth in this Section 8(e), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

  • Agreement Will Not Cause Breach or Violation The consummation of the transactions contemplated by this Agreement (including the issuance and sale of the Shares) will not result in any violation of or constitute a default or any event that, with notice or lapse of time, or both, would conflict with or constitute a breach or default of the Bylaws of the Buyer or of any Material Contract or any material provision of local, state, federal or foreign law, rule or regulation and will not result in the creation or imposition of any lien or encumbrance on any of the Buyer's property or on the Shares.

  • Termination of a Material Definitive Agreement Disclosure is required regarding termination of any definitive agreement that is material to the securitization (other than expiration in accordance with its terms), even if depositor is not a party. Examples: servicing agreement, custodial agreement. Depositor

  • Termination by the Company for Cause or by Executive Without Good Reason If Executive’s employment is terminated by the Company for Cause or by Executive without Good Reason, the Company shall pay Executive all amounts earned or accrued hereunder through the termination date, including:

  • Termination by Executive Without Good Reason Executive may terminate his employment upon 30 days’ written notice to the Company. In the event Executive terminates his employment in this manner, he shall remain in the Company’s employ subject to all terms and conditions of this Agreement for the entire 30-day period unless instructed otherwise by the Company in writing.

  • Termination by Either Party This Agreement may be terminated upon 60 days written notice without cause or penalty by either the Company (acting through the Conflicts Committee) or the Advisor. The provisions of Articles 1, 10, 12, 13, 15 and 16 shall survive termination of this Agreement.

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