Common use of Withdrawal from Agreement Clause in Contracts

Withdrawal from Agreement. 1. Should any of the Contracting Parties substantially breach their obligations, the other Party may, without undue delay, withdraw from the Agreement entered. A substantial breach of obligation is such that was already known to the Party breaching the Agreement at the time of entering the Agreement or, if the Party breaching the Agreement knew that the other Party would not have entered the Agreement had they anticipated the breach; in other cases, the breach is not considered substantial. For the purpose of these GToD, the substantial breach of obligation particularly includes Supplier’s default in executing the delivery by more than 30 days unless expressly agreed otherwise in the written Agreement. 2. Withdrawing from the Agreement shall not affect the right to the payment of the contractual penalty or the interest on late payment provided that the maturity date expires; the right to the compensation for damage incurred due to the breach of the contractual obligations; or a provision that, due to its nature, shall also bind the Parties after withdrawing from the Agreement particularly involving the provision on dispute resolution. In the case that a debt is secured, it shall not affect the withdrawal from the Agreement or the security. 3. On Customer’s request, the Supplier shall be obliged to document the method of ensuring the quality of their own production (supplies, performance), including the production arranged by their subcontractors, and allow its inspection. The costs associated with such inspection shall be borne by the Customer. In the case of negative findings established by the Customer, the Customer may automatically withdraw from the Agreement entered. 4. Furthermore, the Customer shall be authorized to withdraw from the Agreement should the Supplier fail to perform under the Agreement, namely due to existence of circumstances excluding liability or, in accordance with the applicable legislation, existence of other incident of the so-called force majeure, and provided that such situation lasts longer than 6 months.