Termination by Contractor for Cause. (a) The Contractor may terminate this Agreement if:
(1). The City materially fails to meet its obligations and responsibilities as contained in Section 14; City Rights and Responsibilities; or
(2). The City fails to pay the Contractor in accordance with this Agreement.
(b) In the event of either of the causes described in Subsection (a), the Contractor shall send a certified letter requesting that the City show cause why the Agreement should not be terminated. If adequate assurances are not given to the Contractor within fourteen (14) calendar days of the receipt of said show cause notice, the Contractor may consider the City to be in default and may immediately terminate this Agreement.
Termination by Contractor for Cause. Contractor may terminate this contract for cause should PDSC materially breach any duty or obligation under this contract.
Termination by Contractor for Cause. (a) The CONTRACTOR may terminate this Agreement only if the TPO fails to pay the CONTRACTOR in accordance with this Agreement.
(b) In the event of the cause described in Subsection (a), the CONTRACTOR shall send a certified letter requesting that the TPO show cause why the Agreement should not be terminated. If adequate assurances are not given to the CONTRACTOR within fifteen (15) days of the receipt by the TPO of said show cause notice, then the CONTRACTOR may consider the TPO to be in default, and may immediately terminate this Agreement.
Termination by Contractor for Cause. (a) The occurrence of any one of more of the following matters, and the continuation of the same for thirty (30) days after the Owner's receipt of written notice thereof from the Contractor, shall constitute a default by the Owner under this Agreement (an "Owner Default"):
(i) Owner becomes insolvent or generally fails to pay, or admits in writing its inability or unwillingness to pay, its debts as they become due;
(ii) Owner makes a general assignment for the benefit of its creditors;
(iii) Owner shall commence or consent to any case, proceeding or other action (a) seeking reorganization, arrangement, adjustment, liquidation, dissolution or composition of Owner or of Owner's debts under any law relating to bankruptcy, insolvency, reorganization or relief of debts, or (b) seeking appointment of a receiver, trustee or similar official for Owner or for all or any part of Owner's property;
(iv) any case, proceeding or other action against Owner shall be commenced (a) seeking to have an order for relief entered against Owner as debtor, (b) seeking reorganization, arrangement, adjustment, liquidation, dissolution or composition of Owner or Owner's debts under any law relating to bankruptcy, insolvency, reorganization or relief of debtors, or (c) seeking appointment of a receiver, trustee, or similar official for Owner or for all or any part of Owner's property; or
(v) Owner fails to observe or perform any covenant, agreement, obligation, duty or provision of this Agreement.
(b) Upon the occurrence of an Owner Default, the Contractor may terminate this Agreement. If this Agreement is so terminated, the Contractor, as its sole and exclusive remedy hereunder, shall be entitled to receive the following: payment for Work properly performed to the date of termination (including all retainage and the Contractor's Fee related thereto), reimbursement for all cancellation charges incurred by the Contractor in relation to its subcontractors, and reimbursement for proven loss with respect to materials, equipment, tools, machinery and other out-of-pocket expenses.
Termination by Contractor for Cause. 17.2.1 Contractor may terminate the Work and this Contract after the occurrence of one or more of the following events of default and if, following a written notice from Contractor to Owner specifying the alleged events of default and requesting Owner to cure such events of default, said event of default continues to exist for ten (10) Business Days in the event of a payment default, and twenty (20) Days in the event of any of the other defaults described below:
(a) the occurrence of an Insolvency Event involving Owner; or
(b) Owner defaults in its performance under a material provision of this Contract, including the obligation to make any payment hereunder; provided, however, that Contractor may not terminate this Contract if, for all cases except for the obligation to make or complete any payment, after notice of such default and prior to expiration of the twenty (20) Day period set forth above, Owner has commenced and is diligently pursuing efforts to cure such breach and such extended cure period does not extend longer than sixty (60) Days (or such other time period as reasonably agreed to by the Parties).
(c) In the event of termination as provided in Section 17.2.1, Owner shall pay to Contractor all compensation earned in accordance with Exhibit C associated with all Work properly achieved up to the date of Owner’s receipt of notice of termination, plus any costs reasonably incurred by Contractor in terminating the Work, including cancellation charges owed to third parties.
Termination by Contractor for Cause. 9.1.1) Contractor may terminate this Agreement upon ten (10) days written notice to Subcontractor upon the following events of Subcontractor default:
(a) Subcontractor ceases to conduct its operations in the normal course of business (including inability to meet its obligations as they mature);
(b) A proceeding under the bankruptcy or insolvency laws is brought by or against Subcontractor, or a receiver is appointed or applied for;
(c) Subcontractor makes a general assignment for the benefit of creditors;
(d) Subcontractor disregards the laws and regulations of any government entity having jurisdiction over any activity performed in connection with the Work or this Agreement;
(e) Subcontractor disregards the authority or instructions of the Project Manager;
(f) Subcontractor persistently fails to perform the Work in accordance with this Agreement, including but not limited to, failure to adhere to the Delivery and Completion Schedule or the CPM, failure to supply sufficiently skilled workers, and failure to provide conforming equipment and materials; or
(g) Subcontractor otherwise materially breaches this Agreement.
9.1.2) Upon termination for cause pursuant to this Section 9.1 Contractor shall be entitled to take immediate possession of the Work and all of Subcontractor's tools, machinery and equipment at the Site or paid for pursuant to this Agreement but stored elsewhere, without liability to Subcontractor for trespass or conversion.
Termination by Contractor for Cause. 9.1.1) Contractor may terminate this Agreement upon ten (10) days written notice to Supplier upon the following events of Supplier default, provided however that Supplier shall be afforded reasonable time to cure:
(a) Supplier ceases to conduct its operations in the normal course of business (including inability to meet its obligations as they mature);
(b) A proceeding under the bankruptcy or insolvency laws is brought by or against Supplier, or a receiver is appointed or applied for;
(c) Supplier makes a general assignment for the benefit of creditors;
(d) Supplier disregards the laws and regulations of any government entity having jurisdiction over any activity performed in connection with the Work or this Agreement;
(e) Supplier disregards the authority or instructions of the Project Manager;
(f) Supplier persistently fails to perform the Work in accordance with this Agreement, including but not limited to, failure to adhere to the Delivery Schedule or the CPM, and failure to provide conforming equipment and materials; or
(g) Supplier otherwise materially breaches this Agreement.
Termination by Contractor for Cause. Upon written notice to CUC, Contractor may terminate this Agreement upon any of the CUC Events of Default referenced in Section 19.1.1.
19.1.4) Upon termination by Contractor in accordance with Section 19.1, Contractor shall be entitled to recover from CUC all damages as set forth in Section 19.3.
Termination by Contractor for Cause. (a) CONTRACTOR may terminate the CONTRACT in its entirety if COMPANY fails to pay an undisputed amount to CONTRACTOR that is properly presented, due, and payable for more than 60 days after the date due and the amount exceeds $300,000, subject to:
(i) CONTRACTOR giving COMPANY written notice specifying the unpaid amount and requiring it to be paid within a further period of 14 days of such notice; and
(ii) COMPANY failure to cure or provide proper grounds for non-payment during the notice period.
(b) Where non-payment constitutes the exercise of a valid set-off right, the termination right under Article 6.3(a) will not apply.
Termination by Contractor for Cause. (a) The Contractor may terminate this Agreement by giving AHA a termination notice (in which the termination date is no less than twenty (20) Business Days after the date of the notice) if:
(i) AHA:
(A) has not paid a Correctly Rendered Invoice for an amount that has been properly submitted to AHA under clause 8.2; and
(B) has not notified the Contractor that it disputes the Fees payable under the Correctly Rendered Invoice; and
(ii) the Contractor has given AHA:
(A) a first notice twenty (20) Business Days after the due date, specifying the failure to pay and giving AHA at least 20 Business Days to pay the Correctly Rendered Invoice; and
(B) a second notice ten (10) Business Days after the first notice, referring to the first notice and giving AHA at least ten (10) Business Days to pay the Correctly Rendered Invoice or if a greater period than 20 Business Days is specified in the first notice, a period not less than that remaining under the first notice.
(b) The Contractor may, by 40 Business Days' notice in writing, terminate this Agreement with effect from the date specified in the notice if AHA commits a fundamental breach of any term or condition of this Agreement, which is capable of remedy and AHA fails to take action to remedy such fundamental breach within 10 Business Days or such other period agreed by the Parties after being given notice in writing by the Contractor to remedy the fundamental breach, or fails to remedy the fundamental breach within 30 Business Days or such other period agreed by the Parties after being given such notice.
(c) The Parties agree that the Contractor may only terminate this Agreement in accordance with this clause 20.7. Subject only to this clause 20.7 and despite any other provision of this Agreement to the contrary, or any right which would otherwise be conferred at Law, the Contractor has no right, and, to the extent permitted by Law, waives any right which it may otherwise have had, to rescind or terminate this Agreement.
