Termination by Owner with Cause Clause Samples

Termination by Owner with Cause. Owner shall have the right to terminate this Agreement for Cause (defined below) by giving five (5) days written notice to Developer of such termination at any time, without prejudice to its other rights or remedies under this Agreement, at law or in equity, and take possession of all work performed hereunder by Developer and perform the Services by whatever method Owner may deem expedient effective upon such termination.

Termination by Owner with Cause. If Seller is the breaching party under Section 16.1(d) and if Owner elects to terminate this Agreement, Owner may either complete the remaining Wind Turbine Work (himself or by any other contractor), or reject the Wind Turbine Work. (a) In the event that Owner elects to complete the Wind Turbine Work, the Owner shall not be liable to make any further payments (other than any payment for which an invoice was already submitted to Owner) to Seller until the remaining Wind Turbine Work has been completed and all costs ascertained, then Seller shall: (i) cease all further work, except for such work as the Owner may specify in the notice of termination for the sole purpose of securing, preserving and protecting that part of the Wind Turbine Work already executed and any work required to leave the Site and the equipment in a clean and safe condition; (ii) terminate all subcontracts, except those to be assigned or novated to the Owner pursuant to this Agreement; (iii) permit the Owner to use the Seller's equipment on the Site as at the date of termination, for the purposes of completing the remaining Wind Turbine Work; (iv) deliver possession to the Owner of those parts of the Wind Turbine Work executed by the Seller up to the date of termination of this Agreement; and (v) deliver to the Owner all drawings, specifications and other documents prepared by the Seller or its subcontractors as at the date of termination, in connection with the Wind Turbine Work, other than to the extent that it is not required for the completion of the Wind Turbine Work or is proprietary. Owner shall be entitled to recover from Seller all reasonable costs and expenses incurred in completing the remaining Wind Turbine Work (the "Completion Cost"). After completion of all remaining Wind Turbine Work, the Completion Cost shall be compared with the Contract Price minus the payments made to Seller to the date of termination. If the Completion Cost is in excess, Seller shall pay to Owner such excess within fourteen (14) days after Owner's demand. If the Completion Cost is less, Owner shall pay to Seller the balance (Contract Price minus Completion Cost minus the payments made to seller as of the date of termination) within fourteen (14) days after completion of the remaining Wind Turbine Work. (b) In the event that Owner rejects the Wind Turbine Work, Seller shall (i) discontinue the Wind Turbine Work, (ii) remove all Seller's equipment and personnel from the Site, and (iii) return to Owner ...

Termination by Owner with Cause. (a) Subject to subsection 8.4, Owner may terminate this Agreement after 5 days' prior written notice to Contractor, if Contractor: (i) refuses or fails to supply enough properly skilled workers or proper materials; (ii) fails to make payment to Subcontractors for materials or labor in accordance with the respective agreements between Contractor and the Subcontractors except during any good faith dispute relating to such agreements or as a result of any failure by Owner to make any payment to Contractor under this Agreement; (iii) fails to comply with any Applicable Laws, which failure shall have a material adverse effect on Owner's or Contractor's performance under this Agreement; (iv) makes a general assignment for the benefit of its creditors, is unable to pay its debts as they become due, or becomes the subject of any voluntary or involuntary bankruptcy, insolvency, arrangement, reorganization or other debtor relief proceeding under any law, state or federal, now or hereafter in existence which remains unstayed 60 days after filing; (v) fails to cause the Final Completion Date to occur by the date 90 days following the Projected Final Completion Date; (vi) otherwise is in default of any material provision of the Contract Documents or otherwise fails to perform any of its material obligations under the Contract Documents. (b) If Owner terminates this Agreement pursuant to paragraph (a) of this subsection 16.1, Contractor shall not be entitled to receive further payments on the Contract Sum unless Contractor is entitled to payment under paragraph (c) of this subsection 16.1. (c) If Owner terminates this Agreement pursuant to this paragraph and the Contract Sum: (i) exceeds the sum of (x) the cost incurred by Owner to complete the entire Project and Work, (y) all other reasonable costs, expenses and damages suffered by Owner as a result of the default or breach by Contractor or other reason supporting Owner's termination pursuant to paragraph (a) of this Section, and (z) all amounts paid by Owner to Contractor under the Contract Documents, then Contractor shall be paid the amount of such excess; or (ii) is less than the total of the costs and amounts described in clauses (x), (y) and (z) under subparagraph (i) preceding, then Contractor shall pay to Owner the amount by which such costs and amounts exceed the Contract Sum.

Termination by Owner with Cause. If Operator fails to perform its ------------------------------- obligations in accordance with the terms of this Agreement, and if such failure continues unremedied for more than fifteen (15) Days following written notice from Owner to Operator specifying the nature of such failure and such failure is not for Excusable Cause, Owner shall have the right to terminate this Agreement; provided, however, that if the default is incapable of being cured within such period of time and the Operator has commenced taking appropriate steps to cure the default, the cure period shall be extended so long as the Operator is expeditiously and diligently attempting to complete such cure and the Operator is given reasonable assurance that such efforts will be successful.

Termination by Owner with Cause. Owner shall have the power terminate this Agreement upon five (5) days' written notice to Manager, if any of the following shall occur: (i) Manager fails to timely pay any, sum owed or due to Owner and such sum remains unpaid for more than ten (10) days after written notice from Owner; (ii) Manager commits any fraud or breach of trust, or, makes any material misrepresentation or misappropriates funds in the performance of its obligations under this Agreement; (iii) Manager files, or there shall be filed against Manager, a petition in bankruptcy; (iv) Manager makes an assignment for the benefit of creditors; (v) Substantially all of the Premises are damaged or destroyed and Owner decides not to rebuild or restore the Premises; (vi) A substantial portion of the Premises is taken by condemnation or similar proceedings and Owner decides not to continue to operate the Premises; and

Termination by Owner with Cause. (a) Owner shall have the right to terminate this Agreement for CausJ (defined below) by giving five (5) days written notice to Developer of such termination at any time, without prejudice to its other rights or remedies under this Agreement, at law or in ectuity, and take possession of all work performed hereunder by Developer and perform the Services by whatever method Owner may deem expedient effective upon such termination. (b) tfor purposes of this Agreement, the term "Cause" shall �ean the occurrence of any one or more of the following: i. conviction by any principal of Developer of, or plea by any principal of Developer of guilty or nolo contendere to, a felony or any crime of moral tl!lrpitude; ii Developer's or any of its Affiliates' commission of an act, or omission to act, that constitutes fraud or embezzlement against Owner; or iii a material breach by Developer of this Agreement or any other agreement, a breach of which has a material adverse effect on the Project, which Dev6loper has not cured within thirty (30) days following Developer's receipt of written notice from Owner stating the particular action(s) or inaction(s) that constitute such breach. (c) In the event this Agreement is terminated for Cause pursuant 1lo Section 5(a), Owner shall be required to pay Developer (i) any unpaid p01iion of the Developer tfee and