Common use of Termination or Suspension for Cause Clause in Contracts

Termination or Suspension for Cause. In the event of a Material Breach or if the State deems the Contractor’s performance unsatisfactory at any time during the term of this Agreement, the State reserves the right to terminate or suspend this Agreement in whole or in part, or to terminate or suspend the Contractor’s Services with respect to a specific matter or matters, immediately upon written notice to the Contractor. Examples of Material Breach include, but are not limited to, the following: Failure of Contractor to maintain financial stability as set forth under the Agreement, such that the State cannot reasonably expect Contractor to satisfactorily perform its obligations through the term of this Agreement and which are of a material nature and directly and negatively impact the Services. Contractor may be provided with an opportunity to demonstrate that it has restored its financial stability, and has obtained sufficient resources to continue to perform through the term of this Agreement. Significant or repeated failure of Contractor to perform its obligations under the Agreement. Failure of Contractor to maintain the confidentiality of and/or security of Confidential Information, including taxpayer data or tax administration policies and procedures as set forth in the Agreement. Failure of the Contractor to remain a responsible Contractor consistent with applicable New York State law, regulations and/or policy. A finding that the certification filed by the Contractor in accordance with Procurement Lobbying was intentionally false or intentionally incomplete. A finding that the information filed by the Contractor in accordance with the requirements for Vendor Responsibility is incomplete, untrue or inaccurate. Failure of Contractor to maintain vendor responsibility substantially similar to, or superior to, its status as of the execution of this Agreement. A finding that the certification filed by the Contractor in accordance with Section 5-a of the Tax Law was not timely filed, was intentionally false or intentionally incomplete. Failure of Contractor to cooperate fully with DTF, or their designees during reviews or audits conducted in connection with the Services. If it is subsequently determined for any reason that the Contractor was not in Material Breach or that the Contractor’s failure to perform or make progress in performance was due to causes beyond the control and without the fault or negligence of the Contractor, the State will have the option to deem the Termination or Suspension for Cause to have been issued hereunder as a Termination or Suspension for Convenience or to allow the Contractor to resume performance under the Agreement without an increase in cost.