Termination for Default/Cause. Except as otherwise agreed, the Uniform Commercial Code shall govern in the case of transactions in goods. In the case of services, if the Vendor refuses or fails to timely perform any of the provisions of this purchase order, with such diligence as will ensure its completion within the time specified in this purchase order, the Purchasing Agent may notify the Vendor in writing of the non-performance, and if not promptly corrected within the time specified, such Agent may terminate the Vendor’s right to proceed with the work or such part of the work as to which there has been delay or a failure to properly perform. The Vendor shall continue performance of the purchase order to the extent it is not terminated and shall be liable for excess costs incurred in procuring similar goods or services elsewhere. Payment for completed services performed and accepted shall be at the purchase order price.
Termination for Default/Cause. (i) If Contractor refuses or fails to perform any of the provisions of this Contract with such diligence as will ensure its completion within the time specified in this Contract, AURA may notify Contractor in writing of the non-performance, and if not promptly corrected within the time specified, AURA may terminate Contractor’s right to proceed with this Contract or such part of this Contract as to which there has been delay or a failure to properly perform. The Contractor shall continue performance of the Contract to the extent it is not terminated, and shall be liable for excess costs incurred by AURA in re-procuring similar goods or services elsewhere and excess costs incurred in AURA’s operation because of any resulting delay. Payment for completed services performed and accepted shall be at the price(s) provided in this Contract.
(ii) AURA may withhold amounts due to Contractor as XXXX xxxxx to be necessary to reimburse itself for the excess costs incurred in curing, completing, or procuring similar goods and/or services and for excess costs incurred in AURA’s operation because of the breach.
(iii) If, after termination of the Contractor’s right to proceed under this clause, it is determined for any reason that the Contractor was not in default under the provisions of this clause, or that the delay was excusable, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the termination for convenience clause.
(iv) No failure by AURA to insist upon the performance of any of the terms and conditions of this Agreement shall be construed as a wavier or relinquishment of any rights under this Agreement, and the obligation of the Contractor to comply with the terms and conditions of this Agreement shall continue in full force and effect.
Termination for Default/Cause. If the contractor refuses or fails to timely perform any of the provisions of this agreement with such diligence as will ensure its completion within the time specified in this agreement, AURA may notify the contractor in writing of the non-performance, and if not promptly corrected within the time specified, AURA may terminate the contractor's right to proceed with this agreement or such part of this agreement as to which
Termination for Default/Cause. Except as otherwise agreed, the Uniform Commercial Code shall govern in the case of transactions in goods. In the case of services, if the Contractor refuses or fails to timely perform any of the provisions of this purchase order, with such diligence as will ensure its completion within the time specified in this purchase order, the University may notify the Contractor in writing of the non-performance, and if not promptly corrected within the time specified, the University may terminate the Contractor’s right to proceed with the work or such part of the work as to which there has been delay or a failure to properly perform. The Contractor shall continue performance of the purchase order to the extent it is not terminated and shall be liable for excess costs incurred in procuring similar goods or services elsewhere. Payment for completed services performed and accepted shall be at the purchase order price.
Termination for Default/Cause. If, through any cause, the Contractor shall fail to fulfill, in a timely and proper manner, its obligations under this contract, or if the Contractor shall violate any of the covenants, agreements, or stipulations of this contract, the School shall thereupon have the right to terminate this contract for cause by giving written notice to the Contractor of its intent to terminate and at least ten (10) days opportunity to cure the default or show cause why termination is otherwise not appropriate. In the event of termination, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other material prepared by the Contractor under this contract shall, at the option of the School, become its property, and the Contractor shall be entitled to receive just and equitable compensation for any services and goods delivered and accepted. The Contractor shall be obligated to return any payment advanced under the provisions of this contract. This provision shall in no way limit other remedies available to the School in this contract, or remedies otherwise available at law. Notwithstanding the above, the Contractor shall not be relieved of liability to the School for any damages sustained by the School by virtue of any breach of this contract by the Contractor, and the School may withhold any payment to the Contractor for the purposes of mitigating its damages until such time as the exact amount of damages due to the School from the Contractor is determined. If after such termination it is determined, for any reason, that the Contractor was not in default, or that the Contractor's action/inaction was excusable, such termination shall be treated as a termination for convenience, and the rights and obligations of the parties shall be the same as if this contract had been terminated for convenience, as described herein.
Termination for Default/Cause. Except as otherwise agreed, the Uniform Commercial Code shall govern in the case of transactions in goods. In the case of services, if the Vendor refuses or fails to timely perform any of the provisions of this purchase order, with such diligence as will ensure its completion within the time specified in this purchase order, the Purchasing Agent may notify the Vendor in writing of the non-performance, and if not promptly corrected within the time specified, such Agent may terminate the Vendor’s right to proceed with the work or such part of the work as to which there has been delay or a failure to properly perform. The Vendor shall continue performance of the purchase order to the extent it is not terminated and shall be liable for excess costs incurred in procuring similar goods or services elsewhere. Payment for completed services performed and accepted shall be at the purchase order price. In the case of remedies exercised under this paragraph for services, or analogous remedies exercised under the Uniform Commercial Code for transactions in goods, the University may withhold amounts due to the Vendor as the Purchasing Agent deems to be necessary to reimburse the University for excess costs incurred in curing, completing or procuring similar goods and services. The Vendor shall not be in default by reason of any failure in performance of this purchase order in accordance with its terms if such failure arises out of acts of God; acts of the public enemy; acts of the State and any governmental entity in its sovereign or contractual capacity; fires; floods; epidemics; quarantine restrictions; strikes or other labor disputes; freight embargoes; or unusually severe weather; provided, however, that such causes may entitle the University to terminate this order for convenience. If after rejection, revocation, or other termination of the Vendor’s right to proceed under the provisions of the Uniform Commercial Code (in the case of transactions in goods) or this clause (in the case of services), it is determined for any reason that the Vendor was not in default under the provisions of this clause, or that the delay was excusable, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the termination for convenience clause.
Termination for Default/Cause. 15.1.1 If the Architect refuses or fails to perform, or provides reasonable evidence that it will not perform, any of the provisions of this Sub-Award with such diligence as will ensure its completion with in the time specified in this Sub-Award, AURA may notify the Architect in writing of the non-performance, and if not promptly corrected within the time specified, AURA may terminate the Architect’s right to proceed with this Sub- Award or such part of this Sub-Award as to which there have been delay or a failure to properly perform. The Architect shall continue performance of the Sub-Award to the extent it is not terminated, and shall be liable for excess costs incurred in re-procuring similar goods or services elsewhere and excess costs incurred in AURA’s operation because of any resulting delay. Payment for completed services performed and accepted shall be at the price(s) provided in this Sub-Award.
15.1.2 AURA may withhold amounts due to the Architect as XXXX xxxxx to be necessary to reimburse itself for the excess costs incurred in curing, completing or procuring similar goods and services and excess costs incurred in AURA’s operation because of the Architect’s refusal or failure to perform any of the provisions of this Sub- Award.
15.1.3 If, after termination of the Architect’s right to proceed under this clause, it is determined for any reason that the Architect was not in default under the provisions of this clause, or that the delay was excusable, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the termination for convenience clause.
Termination for Default/Cause. Subject to the dispute resolution process provided in the agreement (Dispute Resolution) having been exhausted, either party may terminate this Agreement if the other party is, at any time, in breach of its obligations under this Agreement. The non-breaching party may terminate this Agreement, or a portion of the scope of this Agreement. The party seeking termination will provide the other party with sufficient reasonable prior written notice in reasonable detail of such a material breach and the opportunity to resolve the breach. If the party in breach of contract does not resolve the breach within 30 days of receipt of written notice of a monetary breach (failure of DSHS to pay for contracted services), or within 30 days of notice of all other breaches, then the party that is not in default may terminate this Agreement on the date specified in the written notice of termination. In the event of such termination, the Contractor shall deliver to DSHS the result obtained for all outstanding work on or before the termination date. The non-breaching party may withdraw its written notice of termination within 5 days of delivering such notice to the other party. If the Contractor is the breaching party, DSHS may also extend the period during which the Contractor will continue to provide the Services (in whole or part) to allow for any delay in the termination plan schedule or a later effective date of termination. DSHS shall pay the Contractor for Services performed through the effective date of termination or expiration of the Term. If DSHS terminates within 5 years after the effective date of the Agreement, then DSHS shall reimburse the Contractor on a pro-rata basis for all commitments that the Contractor made for office space, communication, hardware and software. If DSHS terminates under this paragraph more than 5 years after the effective date, then DSHS has no obligation to reimburse any portion of the before-mentioned costs. The terminating party shall have all rights and remedies generally afforded by law or equity, subject to the limitations expressed in this Agreement. Such termination will proceed in an orderly manner, as soon as practical or in accordance with the schedule agreed to by DSHS and the Contractor. The DSHS Chief of Contracts may immediately terminate this Contract for default, in whole or in part, by written notice to the Contractor if DSHS has a reasonable basis to believe that the Contractor has:
(1) Failed to meet or maintain any req...
Termination for Default/Cause. If Contractor refuses or fails to perform any of the provisions of this contract with such diligence as will ensure its completion within the time and pursuant to the requirements and terms specified in this contract, the State may notify Contractor in writing of such non-performance. If Contractor fails to promptly correct such delay or non- performance within the time specified, the State, at its option, may terminate this entire contract or such part of this contract as to which there has been delay or a failure to properly perform. If terminated for cause, the State shall reimburse Contractor only for accepted work or deliverables received up to the date of termination and final payments may be withheld. In the event of termination, all finished or unfinished Work Product, documents, data, studies, research surveys, reports, other materials prepared by Contractor, or materials owned by the State in the possession of Contractor, at the option of the State, shall be returned immediately to the State or retained by the State as its property. At the State’s option, Contractor shall continue performance of this contract to the extent not terminated, if any, and shall be liable for excess costs incurred by the State in procuring from third parties replacement services or substitute products as cover. Notwithstanding any remedial action by the State, Contractor also shall remain liable to the State for any damages sustained by the State by virtue of any breach by Contractor and the State may withhold any payment to Contractor for the purpose of mitigating the State’s damages, until such time as the exact amount of damages due to the State from Contractor is determined. Upon termination by the State, Contractor shall take timely, reasonable and necessary action to protect and preserve property in the possession of Contractor in which the State has an interest. Further, the State may withhold amounts due to Contractor as the State deems necessary to protect the State against loss because of outstanding liens or claims of former lien holders and to reimburse the State for the excess costs incurred in procuring similar products or services. Any action taken by the State hereunder or pursuant to Section 21 shall not be cause for Contractor to terminate this Contract for default or material breach. If, after termination by the State, it is determined for any reason that Contractor was not in default or that Contractor's action/inaction was excusable, such terminati...
Termination for Default/Cause. If County fails to provide the services required under this Contract according to the provisions of this Contract, or fails to comply with any of the terms or conditions of this Contract, OAG may, upon written notice of default to County, terminate the Contract. Termination is not an exclusive remedy, but will be in addition to any other rights and remedies provided in equity, by law or under this Contract. OAG may exercise any other right, remedy or privilege which may be available to it under applicable law of the State and any other applicable law or proceed by appropriate court action to enforce the provisions of this Contract, or to recover damages for the breach of any agreement being derived from this Contract. The exercise of any of the foregoing remedies will not constitute a termination of this Contract unless OAG notifies County in writing prior to the exercise of such remedy. County will remain liable for all covenants under the aforesaid agreement. County and OAG will each be responsible for the payment of its own legal fees, and other costs and expenses, including attorney's fees and court costs, incurred with respect to the enforcement of any of the remedies listed herein.
