TERMINATION FOR CONTRACTOR’S DEFAULT. 32.1 Upon determining the existence of any one or more of the circumstances heretofore described in Part II, Section 19.0, Events of Default, this Contract may be subject to termination, by the Board of Supervisors, either immediately or within such longer time period as noticed by COUNTY.
32.2 In the event COUNTY terminates this Contract in whole or in part as provided in this Section, COUNTY may recover damages to the extent permitted by applicable law, subject to the terms of Part I, Dispute Resolution Procedures, Section 20.0. After receipt of a notice of termination, CONTRACTOR shall submit to COUNTY in the form and with the certification as may be prescribed by COUNTY, its termination claim and invoice. Such claim and invoice shall be submitted promptly. COUNTY will not accept any such invoice submitted later than three (3) months from the effective date of termination. Upon failure of CONTRACTOR to submit its termination claim and invoice within the time allowed, COUNTY may determine, on the basis of information available to COUNTY, the amount, if any, due to CONTRACTOR in respect to the termination, and such determination shall be final. After such determination is made, COUNTY shall pay CONTRACTOR the amount so determined as full and complete satisfaction of all amounts due CONTRACTOR under this Contract for any terminated Services, provided that such amounts may be offset against any amounts COUNTY claims are due from CONTRACTOR pursuant to the terms of this Contract.
32.3 CONTRACTOR shall not be liable, if its failure to perform this Contract arises out of causes beyond the control and without the fault or negligence of CONTRACTOR. Such causes may include, but not be limited to: acts of God or of the public enemy, acts of Federal, State, or County Governments in their sovereign capacities, fires, floods, epidemics, riots, earthquakes, quarantine restrictions, strikes, freights embargoes and unusually severe weather, but in every case, the failure to perform must be beyond the control and without the fault or negligence of CONTRACTOR.
32.4 If, after COUNTY has given notice of termination under the provisions of this Section, it is determined by COUNTY that CONTRACTOR was not in default under the provisions of this Section, the contract will remain in full force and effect.
TERMINATION FOR CONTRACTOR’S DEFAULT. (a) Owner may terminate this Contract, subject to paragraph (f) below, upon service of written notice of default to Contractor at any time after the occurrence of any of the following:
(1) failure to achieve Acceptance for all Cities on or before the Acceptance Date, as such date may be adjusted in accordance with the Contract; or
(2) as provided in Article 25 (Default and Correction Plan); or
(3) except as otherwise provided in Article 25.2 (Failure to Achieve Key Task), Contractor commits a material breach of any of its duties or obligations hereunder and
(A) except as provided in (B) below, Contractor fails to cure such breach within thirty (30) Calendar Days of notice thereof; or
(B) with respect to a breach that cannot with due diligence be cured within thirty (30) Calendar Days notice thereof, Contractor fails to proceed promptly and diligently to correct the breach (in which case Contractor shall notify Owner, in writing, within ten (10) Calendar Days of receipt of notice of breach describing in reasonable detail the reason such breach cannot be cured in such thirty (30) Calendar-Day period and setting forth a Correction Plan to cure such breach) or fails to cure the breach within sixty (60) Calendar Days of notice of breach or as otherwise agreed in such plan; or
(C) the breach is not subject to cure with due diligence within sixty (60) Calendar Days notice of the breach; or
(4) Contractor commences a voluntary proceeding concerning itself under any applicable bankruptcy, insolvency, reorganization, adjustment of debt, relief of debtors, or similar law ("Insolvency Law"); or any involuntary proceeding commences against Contractor under an Insolvency Law and the petition has not been dismissed within ninety (90) Calendar Days after commencement of the proceeding; or a receiver or custodian is appointed for or takes charge of all or a substantial portion of the property of Contractor and such custodian or receiver has not been dismissed or discharged within sixty (60) Calendar Days; or Contractor has taken action toward the winding-up, dissolution, or liquidation of Contractor or its business; or Contractor has been adjudicated insolvent or bankrupt or an order for relief or any other order approving a case or proceeding under any Insolvency Law has been entered; or Contractor has made a general assignment for the benefit of creditors or becomes unable to pay its debts generally as they become due. Should Contractor become a debtor in any bankruptcy ...
TERMINATION FOR CONTRACTOR’S DEFAULT. Contractor shall be considered in material default of the Agreement and such default shall be considered cause for County to terminate the Agreement, in whole or in part, as further set forth in this Section, if Contractor: (a) fails to begin the work within the time specified herein; or (b) fails to properly and timely perform the work as directed by the County; or (c) performs the work unsuitably or neglects or refuses to remove materials or to correct or replace such work as may be rejected as unacceptable or unsuitable; or (d) discontinues the performance of the work; or (e) fails to resume work which has been suspended within a reasonable time after being notified to do so; or (f) becomes insolvent or is declared bankrupt, or commits any act of bankruptcy; or (g) allows any final judgment to stand against it unsatisfied for more than ten (10) days; or (h) makes an assignment for the benefit of creditors; or (i) fails to obey any applicable codes, laws, ordinances, rules or regulations with respect to the work; or (j) materially breaches any other provision of the Agreement. The County/XXX shall notify Contractor in writing of Contractor's default(s). If County/XXX determines that Contractor has not remedied and cured the default(s) within seven (7) calendar days following receipt by Contractor of said written notice of default, the County/XXX may terminate Contractor's right to proceed under the Agreement, in whole or in part, and take possession of all or any portion of the work and any materials, tools, equipment, and appliances of Contractor, take assignments of any of Contractor's subcontracts and purchase orders, and complete all or any portion of Contractor's work by whatever means, method or agency which County, in its sole discretion, may choose. If County deems any of the foregoing remedies necessary, Contractor agrees that it shall not be entitled to receive any further payments hereunder until after the Project is completed. All monies expended and all of the costs, losses, damages and extra expenses, including all management, administrative and other overhead and other direct and indirect expenses (including attorneys' fees) or damages incurred by County incident to such completion, shall be deducted from the Contract Amount, and if such expenditures exceed the unpaid balance of the Contract Amount, Contractor agrees to pay promptly to County on demand the full amount of such excess, including costs of collection, attorney's fees (includin...
TERMINATION FOR CONTRACTOR’S DEFAULT. 53.1 COUNTY may, by written notice to the CONTRACTOR, terminate the whole or any part of this Contract, if, in the judgment of COUNTY Program Manager:
53.1.1 CONTRACTOR has materially breached this Contract;
53.1.2 CONTRACTOR fails to timely provide and/or satisfactorily perform any task, deliverable, service, or other work required under this Contract; or
53.1.3 CONTRACTOR fails to demonstrate a high probability of timely fulfillment of performance requirements under this Contract, or of any obligations of this Contract and in either case, fails to demonstrate convincing progress toward a cure within five (5) working days (or such longer period as the COUNTY may authorize in writing) after receipt of written notice from the COUNTY specifying such failure.
53.2 In the event COUNTY terminates this Contract in whole or in part as provided in Sub-section 53.1, the COUNTY may procure, upon such terms and in such manner, as COUNTY may deem appropriate, services similar to those so terminated. CONTRACTOR shall be liable to the COUNTY for any and all excess cost incurred by the COUNTY, as determined by the COUNTY, for such similar goods and services. The CONTRACTOR shall continue the performance of this Contract to the extent not terminated under the provisions of this Section.
53.3 Except with respect to defaults of any Subcontractor, the CONTRACTOR shall not be liable for any such excess costs of the type identified in Sub- section 53.2 if its failure to perform this Contract arises out of causes beyond the control and without the fault or negligence of the CONTRACTOR. Such causes may include, but are not limited to: acts of God or of the public enemy, acts of the COUNTY in either its sovereign or contractual capacity, acts of federal or State governments in their sovereign capacities, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather; but in every case, the failure to perform must be beyond the control and without the fault or negligence of the CONTRACTOR. If the failure to perform is caused by the default of a Subcontractor, and if such default arises out of causes beyond the control of both the CONTRACTOR and Subcontractor, and without the fault or negligence of either of them, the CONTRACTOR shall not be liable for any such excess costs for failure to perform, unless the goods or services to be furnished by the Subcontractor were obtainable from other sources in sufficient time to permit the CONTRACT...
TERMINATION FOR CONTRACTOR’S DEFAULT. 40.1 Upon determining the existence of any one or more of the circumstances heretofore described in Part II, Section 25.0, Events of Default, this Contract may be subject to termination, by the Board of Supervisors, or designee, either immediately or within such longer time period as noticed by COUNTY.
40.2 In the event COUNTY terminates this Contract in whole or in part as provided in this Section, COUNTY may recover damages to the extent permitted by applicable law, subject to the terms of the Dispute Resolution Procedures, Part II, Section 23.0. After receipt of a notice of termination, CONTRACTOR shall submit to COUNTY in the form and with the certification as may be prescribed by COUNTY, its termination claim and invoice. Such claim and invoice shall be submitted promptly. COUNTY will not accept any such invoice submitted later than three (3) months from the effective date of termination. Upon failure of CONTRACTOR to submit its termination claim and invoice within the time allowed, COUNTY may determine, on the basis of information available to COUNTY, the amount, if any, due to CONTRACTOR in respect to the termination, and such determination shall be final. After such determination is made, COUNTY shall pay
TERMINATION FOR CONTRACTOR’S DEFAULT. 21.1.1 Save as otherwise provided in this Contract Agreement, in the event that any of the defaults specified below shall have occurred, and the Contractor fails to cure the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 60 days, the Contractor shall be deemed to be in default of this Contract Agreement (the “Contractor's Default”), unless the default has occurred solely as a result of any breach of this Contract Agreement by the Authority or due to Force Majeure. The defaults referred to herein shall include:
21.1.2 The Contractor fails to provide, extend or replenish, as the case may be, the Performance Security in accordance with this Contract Agreement;
TERMINATION FOR CONTRACTOR’S DEFAULT. Contractor’s failure or refusal to perform or observe any term, covenant or condition contained in this Agreement, including any obligation imposed by law and incorporated by reference into this Agreement which continues for a period of thirty (30) days after written notice from City to Contractor shall constitute an event of default; except that Contractor’s failure to perform or observe its obligations under Sections 10. Submitting False Claims, 26. Assignment, 15. Insurance and 16. Indemnity, 14. Payment of Taxes, 20. Non-Disclosure of Private, Proprietary or Confidential Information and compliance with laws shall constitute an immediate event of default. In the event of default by Contractor in addition to any other remedy available to City, City shall have the right to exercise its legal and equitable remedies, including, without limitation, the right to terminate this Agreement or to seek specific performance of all or any part of this Agreement.
TERMINATION FOR CONTRACTOR’S DEFAULT. If Contractor (i) commits a material breach of this Agreement or any Statement of Work that is capable of being cured within fifteen (15) days and fails to (A) proceed promptly and diligently to correct the breach, and (B) cure the breach to Buyer's reasonable satisfaction within TEN (10) days after receiving notice; (ii) commits a material breach of this Agreement which, by its nature, cannot be cured; (iii) manifests lack of appropriate qualifications to perform the work required under this Agreement or any Statement of Work; (iv) provides Services or Deliverables that do not conform to the Statement of Work pursuant to which they are provided or (v) becomes unable to pay its debts as they come due or makes a voluntary filing, or fails to cause to be dismissed within 30 days any involuntary filing, under any bankruptcy or other law for the protection of creditors' rights generally, then Buyer may (without limitation on other remedies that may be available to it under this Agreement, at law or in equity), by giving written notice to Contractor, terminate this Agreement or some or all Statements of Work as of any date specified by Buyer in the notice of termination.
TERMINATION FOR CONTRACTOR’S DEFAULT. (1) If Contractor should refuse or fail to comply with the Contract Documents, fail to cure a default, or diligently perform the Work, or any separable part, with such diligence as will insure its completion within the time specified in the Contract, or should fail to complete the Work within the time required, the City may, by written notice to Contractor and without notice to its sureties, terminate Contractor’s right to complete such part of the Work as to which there has been delay.
(2) If the City terminates Contractor’s right to perform the Work under Paragraphs U or V, the City may take over the Work, complete the Work, and may take possession of materials, and supplies as may be on the site of the Work that are necessary for completion of the Work.
(3) Whether or not Contractor’s right to proceed with the Work is terminated, Contractor and Contractor’s sureties shall remain liable for any damage to the City resulting from Contractor’s refusal or failure to complete the Work within the required time. Any such damages shall be paid by Contractor upon demand.
(4) If the City terminates Contractor’s right to perform the Work under Paragraph V, the resulting damage recoverable by the City will consist of any increased cost incurred by the City in completing the Work and any liquidated damages the City suffers as a result of delay as may be assessed pursuant to the Contract Documents.
(5) If after notice of termination of Contractor's right to proceed under the provisions of Paragraph V, it is determined that Contractor was not in default under this provision the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to Paragraph U.
TERMINATION FOR CONTRACTOR’S DEFAULT. (a) SLWE, without prejudice to any other rights or remedies it may possess, may terminate the Contract forthwith in the following circumstances by giving a notice of termination and its reasons therefore to the Contractor, referring to this CC Sub- Clause 41.2:
(b) if the Contractor becomes bankrupt or insolvent, has a receiving order issued against it, compounds with its creditors, or, if the Contractor is a corporation, a resolution is passed or order is made for its winding up (other than a voluntary liquidation for the purposes of amalgamation or reconstruction), a receiver is appointed over any part of its undertaking or assets, or if the Contractor takes or suffers any other analogous action in consequence of debt;
(c) if the Contractor assigns or transfers the Contract or any right or interest therein in violation of the provision of CC Clause 12;
(d) If SLWE determines that the Contractor has engaged in corrupt, fraudulent, collusive or coercive practices, in competing for or in executing the Contract, then SLWE may, after giving 14 days notice to the Contractor, terminate the Contractor's employment under the Contract and expel him from the Site, and the provisions of Clause 41 shall apply as if such expulsion had been made under Sub-Clause 41.2 [Termination for Contractor’s Default]. Should any employee of the Contractor be determined to have engaged in corrupt, fraudulent, collusive, coercive, or obstructive practice during the execution of the Works, then that employee shall be removed in accordance with Clause 19.3 [Staff Dismissal]. For the purposes of this Sub-Clause:
(i) “corrupt practice” is the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to Influence improperly the actions of another party;
(ii) “fraudulent practice” is any act or omission, including a misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain a financial or other benefit or to avoid an obligation;
(iii) “collusive practice” is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party;
(iv) “coercive practice” is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party
(e) If the Contractor
(1) has abandoned or repudiated the Contract
(2) has without valid reason failed to commence works prompt...
