Termination by Vendor Sample Clauses

Termination by Vendor. Vendor may terminate this Contract if Named Entity commits any material breach under this Contract and fails to remedy such breach within (30) days after written notice of such breach is delivered by Vendor to Named Entity.

Termination by Vendor. VENDOR may terminate this Agreement if: (a) GTECH fails to perform any of its obligations hereunder and such condition has not been cured within thirty (30) calendar days of written notice thereof by VENDOR; provided that, VENDOR may not terminate this Agreement for reason of non-payment by GTECH of any disputed amounts, or (b) if any assignment is made of GTECH's business for the benefit of creditors; or, (c) if a petition in bankruptcy is filed by or against GTECH and is not dismissed within ninety (90) calendar days, or if a receiver or similar officer is appointed to take charge of all or part of GTECH's property, or if GTECH is adjudicated a bankrupt.

Termination by Vendor. Vendor may terminate a Participant’s access to a particular service and this Agreement with respect to a Participant as follows: i. After taking a suspension action in accordance with Section 15(c) (Suspension by Vendor) of the General Terms and Conditions when there is a substantial likelihood that the Participant’s acts or omissions create an immediate threat or will cause irreparable harm to another party including, but not limited to, a Participant, a Participant User, the Network, Vendor, AHCA, or an Individual whose PHI is exchanged through the Network; ii. In the event that the Participant has materially breached this Agreement and has not cured such material breach after ten business days’ notice that includes a detailed description of the alleged material breach; or iii. Immediately in the event that the Participant violates this Agreement’s provisions regarding protection of Vendor’s Proprietary Information. A Participant whose access is revoked by virtue of termination may appeal such revocation through the Dispute Resolution Process. However, during the pendency of any such appeal, the Participant’s access to the particular service may continue to be revoked at the discretion of Vendor.

Termination by Vendor. (a) Due to the impact any termination of this Agreement would have on ACI’s business, ACI’s failure to perform its responsibilities set forth in this Agreement (other than as provided in this Section 21.2) shall not be grounds for termination by Vendor, notwithstanding any provision in this Agreement to the contrary. Vendor acknowledges that ACI would not be willing to enter into this Agreement without assurance that it may not be terminated by Vendor and that Vendor may not suspend performance except, and only to the extent, provided under this Agreement. (b) If and only if ACI fails to pay Vendor as set forth in Section 14.2 and Section 14.8 undisputed Charges under the Agreement totaling at least $50,000.00 within fourteen (14) days after the due date for such Charges, Vendor may by giving written notice to ACI terminate this Agreement as of a date specified in the notice of termination which is at least ten (10) days after the date on which such notice is received by ACI, unless ACI has cured within such timeframe.

Termination by Vendor. In the event that any condition in Section 6.3 shall not have been performed or fulfilled on or prior to Closing, the Vendor in his sole discretion may, without limiting any rights or remedies otherwise available at law or equity either (a) terminate this Agreement by notice in writing to the Purchase in which event the Vendor shall be released from all obligations or all then outstanding obligations as the case may be, under this Agreement; or (b) waive compliance with any of such conditions without prejudice to its right of termination in the event of non-fulfilment of any other condition in whole or in part.

Termination by Vendor. Vendor may terminate this Agreement only upon the breach by the City of a material provision of this Agreement.

Termination by Vendor. (a) Default by Customer. Customer shall be in default under this Agreement upon the occurrence of any of the following events (“Events of Default”), and upon such occurrence, Vendor may at any time thereafter, terminate this Agreement effective upon 60 days prior notice to Customer. (i) In the event Customer becomes subject to any voluntary or involuntary bankruptcy, insolvency, a reorganization or liquidation proceeding, a receiver is appointed for Customer, or Customer makes an assignment for benefit of creditors, or admits its inability to pay its debts as they come due; or, (ii) In the event Customer fails to pay fees, expenses or charges, subject to Customer’s dispute rights in Section 4, when they become due; or, (iii) In the event 50% or more of Customer’s assets related to the Services are sold, divested, transferred or otherwise disposed of while this Agreement is in full force and effect; or, (iv) In the event Customer is in default of any terms or conditions of this Agreement (other than Section 4 or any Addendum whether by reason of its own action or inaction or that of another, and such default continues for 30 days after receipt of notice from Vendor describing such default or violation, unless within such 30-day period Customer either corrects the default or, in the reasonable opinion of Vendor, initiates appropriate action to correct such default and thereafter diligently pursues to cure such default.

Termination by Vendor. VENDOR may terminate its provision of the Services, with or without cause, by providing written notice to the Contributing Entities not less than one hundred twenty (120) days prior to the end of the current calendar year. In the event of termination by VENDOR, the Collective Contribution shall be paid to VENDOR by the Contributing Entities or refunded by VENDOR to the Contributing Entities, as applicable and necessary, so that VENDOR is paid for its Services to the actual termination date, not more or less.

Termination by Vendor. Vendor may terminate the Service Agreement for cause upon Notice of termination if (i) Company does not pay undisputed Charges thereunder by the specified due date, (ii) the total of all such overdue undisputed Charges exceeds three times the average monthly Charges under the Service Agreement, and (iii) Company fails to cure such default within sixty (60) days of Vendor’s Notice of nonpayment default.

Termination by Vendor. (a) Default by Customer. Customer shall be in default under this Agreement upon the occurrence of any of the following events (“Events of Default”), and upon such occurrence, Vendor may at any time thereafter, terminate this Agreement as described below. (i) In the event that Customer or Customer Party (defined below) becomes subject to any voluntary or involuntary bankruptcy, insolvency, reorganization or liquidation or similar proceeding, a receiver is appointed for Customer (or any direct or indirect parent company thereof), or Customer (or any direct or indirect parent company thereof) makes an assignment for benefit of creditors, or admits its inability to pay its debts as they come due (in each case, an “Insolvency Event”), Vendor shall have the right to immediately terminate this Agreement upon written notice to Customer. (ii) In the event Customer fails to maintain **** in the deposit account required by Section 4 to pay fees, expenses or charges, subject to Customer’s dispute rights in Section 4, when they become due, after written notice of such nonpayment which is not corrected within **** (****) business days of receipt of notice from Vendor, Vendor may immediately terminate this agreement upon written notice to Customer, provided that in the event of such failure of Customer to maintain **** in such demand deposit account, Customer shall pay interest on the amount and for the duration of such insufficiency at an interest rate equivalent to ****. (iii) In the event Customer is in material default of any terms or conditions of this Agreement (other than Section 4) or any Addendum and such default continues for **** days after receipt of notice from Vendor describing such default or violation, unless within such ****-day period (or such longer period as Vendor may allow) Customer either corrects the default or, in the reasonable opinion of Vendor, initiates appropriate action to correct such default and thereafter diligently pursues to cure such default (provided that in any event any such default shall be cured within **** days of the notice thereof), Vendor shall have the right to terminate this Agreement effective upon **** days written notice to Customer. (iv) In the event of any (A) merger, consolidation or other business combination of any of the depository institutions affiliated with the Customer, each Future Affiliate or any of their respective direct or indirect parent companies (each, a “Customer Party”) that results in the stockholder...