Events of Default and Termination Sample Clauses

Events of Default and Termination. 13.1 If: (a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non- performance; (b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given; (c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services; (d) any Force Majeure Event prevents RBCIS from providing FX Services for a period of more than fourteen (14) consecutive days; (e) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or (v) is dissolved; or (vi) any procedure equivalent to any of the above occurs in any jurisdiction in respect of the Customer. The foregoing shall not apply during any period in which a regulatory agency having supervisory responsibility over a party is in control of that party or of its assets, pursuant to the laws of the jurisdiction applicable to that party. (f) RBCIS is the Custodian and either RBCIS or the Customer gives notice to the other to terminate the custodian agreement between them, then RBCIS may exercise its rights under Section 13.2 below, except that, if so specified by RBCIS in writing in the case of the occurrence of any Event of Default specified in paragraph (e) of this Section (each a “Bankruptcy Default”), the provisions of Section 13.3 shall apply. 13.2 Subject to Section 13.3 below, at any time following the occurrence of an Event of Default, RBCIS may, by notice to the Customer, specify a day (the “Early Termination Date”) for the termination and liquidation of the FX Transactions in accordance with the provisions of Section 13.4 below. 13.3 Unless RBCIS specifies otherwise, the date of the occurrence of any Bankruptcy Default shall automatically constitute an Early Termination Date without the need for fu...

Events of Default and Termination. 14.01 Licensee shall be deemed to be in default of this Agreement, and Licensor shall have the right to immediately terminate this Agreement, in the event Licensee fails after fifteen (15) days' written notice to Licensee to make any payment due and owing under the terms of this Agreement, furnish any statement in accordance herewith, or completely comply with any other of Licensee's material obligations hereunder. 14.02 If during the Term of this Agreement Licensee shall be unable to pay its liabilities when due, or shall make any assignment for the benefit of creditors, or shall file any petition under any federal or state bankruptcy statute, or be adjudicated a bankrupt or insolvent, or if any receiver is appointed for its business or property, or if any trustee in bankruptcy shall be appointed under the laws of the United States or any state, and in the case of an involuntary filing only, such impediment is not removed within thirty (30) days from the inception of same, Licensor may terminate this Agreement upon written notice. 14.03 If during the Term of this Agreement any of Licensee's gaming licenses is suspended, revoked or otherwise impacted by any gaming regulatory agency, Licensor shall have the right to terminate this Agreement. 14.04 Licensor shall be deemed to be in default of this Agreement, and Licensee shall have the right to immediately terminate this Agreement, in the event Licensor fails, after fifteen (15) days' written notice to Licensee, to completely comply with any of Licensor's material obligations hereunder. If, during the Term of this Agreement, Licensor shall be unable to pay its liabilities when due, or shall make any assignment for the benefit of creditors, or shall file any petition under any federal or state bankruptcy statute, or be adjudicated a bankrupt or insolvent, or if any receiver is appointed for its business or property, or if any trustee in bankruptcy shall be appointed under the laws of the United States or any state, and in the case of an involuntary filing only, such impediment is not removed within thirty (30) days from the inception of same, Licensor may terminate this Agreement upon written notice. Further, if during the Term of this Agreement any of Licensor's gaming licenses are suspended, revoked or otherwise impacted by any gaming regulatory agency, or if Licensor is determined by a court of competent jurisdiction not be the owner of any of the Licensed Property, Licensee shall have the right to termina...

Events of Default and Termination. 10.1 The Parties may terminate this Agreement at any time by mutual written consent. 10.2 In addition, Sandstorm shall have the right to terminate this Agreement, effective upon ten days’ prior written notice to Entrée (save and except as provided in section 10.2(16) below) if, any of the following shall occur (each, an “Entrée Event of Default”): (1) Entrée defaults in any material respect in the performance of any of its covenants or obligations contained in this Agreement or the Finance Security Interest (except as otherwise provided for in this Section 10.2) and such default is not remedied within: (a) 90 days after receipt of written notice of such default by Entrée from Sandstorm; or (b) [redacted]; (2) upon the occurrence of any Insolvency Event of Entrée or Entrée LLC (with respect to Entrée LLC, subject to the provisions of Article 14, for so long as Entrée LLC has any interest in the Joint Venture, the Property, the Joint Venture Agreement, Entrée’s Share of Production or Entrée’s Joint Venture Interest); (3) If: (a) the Finance Security Interest shall, other than as a consequence of acts or omissions of Sandstorm, cease to be a valid, binding and enforceable obligation of Entrée in whole or in material part, in accordance with its terms; (b) the validity, enforceability or, subject to section 10.2(3)(c), priority of the Finance Security Interest is contested in any manner by Entrée; and/or (c) subject to the existing Permitted Encumbrances, section 24.2, and Encumbrances arising by operation of law or as previously consented to in writing by Sandstorm, the Finance Security Interest does not constitute a first ranking, priority Encumbrance on the collateral charged thereby; (4) except as: (a) permitted by Article 14; or (b) as a result of an Expropriation Event (including during an Expropriation Event Abeyance Period and an Extended Expropriation Event Abeyance Period); Entrée or its Affiliates shall not be the owner of a 100% undivided interest in Entrée’s Joint Venture Interest or Entrée’s Share of Production, free and clear of any and all Encumbrances (except for the Permitted Encumbrances, the Finance Security Interest, any security granted pursuant to a Future Agreement or as permitted pursuant to section 6.6) but the amendment either during or at the end of the Expropriation Event Abeyance Period or the Extended Expropriation Event Abeyance Period by Sandstorm of the Sandstorm Payable Metals in accordance with section 4.7 or section 4.9 sha...

Events of Default and Termination. If any one or more of the following events (“Events of Default”) shall occur: (a) if Lessee shall fail to pay any Fixed Rent when as the same becomes due and payable; or (b) if Lessee shall fail to pay any Rent, other than Fixed Rent, when and as the same becomes due and payable and such failure shall continue for more than ten days after notice to Lessee; or (c) if Lessee shall fail to comply with or perform any term, covenant or condition of Articles 8, 9, 10 or 13, and such failure shall continue for more than thirty days after Lessee receives notice of such failure, regardless of the source of such notice; or (d) if Lessee shall fail to comply with or perform any other term, covenant or condition hereof, and such failure shall continue for more than thirty days after notice thereof from Lessor, and Lessee within said period, subject to Unavoidable Delays, shall not commence with due diligence and dispatch the curing of such default, or, having so commenced, thereafter shall fail or neglect to prosecute or complete with due diligence and dispatch the curing of such default for reasons other than Unavoidable Delays; or (e) if Lessee shall make a general assignment for the benefit of creditors, or shall admit in writing Lessee’s inability to pay Lessee’s debts as they become due, or shall file a petition in bankruptcy, or shall be adjudicated a bankrupt or insolvent, or shall file a petition seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future statute, law or regulation, or shall file an answer admitting, or shall fail to contest, the material allegations of a petition filed against Lessee in any such proceeding, or shall seek or consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Lessee or any material part of Lessee’s properties; or (f) if, within ninety days after the commencement of any proceeding against Lessee seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future statute, law or regulation, such proceeding shall not have been dismissed, or if, within ninety days after the appointment without the consent of acquiescence of Lessee, of any trustee, receiver or liquidator of Lessee or of any material part of Lessee’s properties, such appointment shall not have been vacated; or (g) if a final judgment for the payment of money in excess of $50,000 shall b...

Events of Default and Termination. 9.01 There shall be an Event of Default if in the opinion of the Institution: a) The Manufacturer/Supplier fails to deliver the Goods as per delivery schedule agreed under this Agreement; b) Any representation or warranty made or deemed to be made or repeated by the Manufacturer/ Supplier in or pursuant to the Principal Documents or in any document delivered under this Agreement is found to be incorrect; c) Any Indebtedness of the Manufacturer/Supplier in excess of Rs (Rupees only) is not paid when due or becomes due or capable of being declared due; d) Any authority of or registration with governmental or public bodies or courts required by the Manufacturer/Supplier in connection with the execution, delivery, performance, validity, enforceability or admissibility in evidence of the Principal Documents are modified in a manner unacceptable to the Institution or is not granted or is revoked or otherwise ceases to be in full force and effect; e) The total interruption or cessation of the business activities of the Manufacturer/Supplier; f) Any costs, charges and expenses under the Principal Documents shall remain unpaid for a period of days after notice of demand in that behalf has been received by the Manufacturer/ Supplier from the Institution; 9.02 Notwithstanding anything contained herein, the Institution may without prejudice to any of its other rights, at any time after the happening of an Event of Default by notice to the Manufacturer/ Supplier declare that: a) The obligation of the Institution to take delivery of the Goods from the Manufacturer/Supplier and pay the Contract Price to the Manufacturer/Supplier shall be terminated, forthwith; and/or b) The entire amount of the Contract Price or such part thereof against which the Goods have not been delivered to the Institution by the Manufacturer/Supplier along with all other costs, charges, expenses and damages etc. and any other amounts paid to the Manufacturer/Supplier under this Agreement shall forthwith become due and refundable.

Events of Default and Termination. 15.1 If: (a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non- performance; (b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given; (c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services; (d) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or

Events of Default and Termination. 12.1 A material breach of this Agreement by the Lessee shall constitute an "Event of Default" under this Agreement. Without limiting the generality of the foregoing provision, the Parties agree that the following cases are of essential interests for the Lessor, and shall be deemed to constitute an Event of Default under this Agreement: 12.1.1 The Lessee fails to pay the Outstanding Amounts, when they fall due pursuant to this Agreement; and/or 12.1.2 The Lessee is in breach of the provisions under Article 6 and Article 11 of this Agreement; and/or 12.1.3 The Lessee is in default under any other agreement that the Lessee may have entered into with the Lessor. 12.2 In case of an Event of Default, the Lessor shall send a written rectification notice (the “Rectification Notice”) to the Lessee requesting the immediate rectification of the Event of Default. The Rectification Notice shall also include any Penalty applied in relation to the breach, as well as the value of other overdue amounts at the date (jointly the Overdue Amounts). The Lessor shall also apply the relevant Late Payment Interest on such Overdue Amounts pursuant to this Agreement. 12.3 If within a period of 20 (twenty) days from the Rectification Notice the Lessee fails to comply with the Rectification Notice, or fails to offer an adequate compensation acceptable to the Lessor, if the Event of Default is impossible to be cured, the Lessor is entitled to terminate this Agreement by Notice to the Lessee (the “Termination Notice”). 12.4 The Termination Notice shall also include the value of the Termination Penalty applied by the Lessor, as well as the value of the other Overdue Amounts at that date (jointly the Overdue Amounts). The Lessor shall apply the relevant Late Payment Interest on such Outstanding Amounts pursuant to this Agreement. 12.5 A Termination Notice shall be issued by the Lessor not later than 7 (seven) days before the start of the repossession procedures pursuant to Article 13; unless within said period the Lessee voluntarily pays all of the Outstanding Amounts and accrued Late Payment Interest, the Termination Notice shall have the effect of terminating this Agreement immediately or, if appropriate, by any later date specified in the Termination Notice.

Events of Default and Termination. 9.1 The Company may terminate this Agreement if, by the Target Go-Live Date, the Service Provider’s Providing Unit has not completed its Performance Milestones, or commenced provision of Contracted Services. 9.2 The following events or circumstances shall be Events of Default: 9.2.1 the Service Provider ceasing to be a signatory to the Trading and Settlement Code to the extent that the Service Provider is a party to the Trading and Settlement Code, otherwise than due to the Trading and Settlement Code being terminated; or 9.2.2 the Connection Agreement or Interface Agreement (as applicable) being terminated in accordance with their respective terms provided always that, where this Agreement relates to the provision of the Contracted Services from more than one of the Service Provider’s Providing Units the Event of Default shall be limited to the Contracted Services to be provided from the Service Provider’s Providing Units for which the relevant Connection Agreement or Interface Agreement (as applicable) has terminated; or 9.2.3 the Use of System Agreement being terminated in accordance with its terms to the extent that the Providing Unit is connected to the Transmission System; or 9.2.4 revocation or withdrawal of the Generation Licence and/or Supply Licence (as applicable) granted to the Service Provider or any replacement thereof by a Competent Authority; or 9.2.5 the occurrence of any of the circumstances set out in Clause 4.1.5 (a) to (e) inclusive of this Agreement; or 9.2.6 the Service Provider failing to comply with or failing to operate in conformity with any provisions of this Agreement or the Grid Code where such failure is a material breach of this Agreement (being one which materially affects the Service Provider’s ability to perform its obligations under this Agreement) or the Grid Code, as the case may be, and, either: 9.2.7 any grounds for exclusion set out in Regulation 57 of the European Union (Award of Public Authority Contracts) Regulations 2016 applying to the Service Provider; or (i) the breach is not capable of remedy; or (ii) if such failure is capable of remedy but remains unremedied for any period provided for in this Agreement or, if none is provided for in this Agreement, then forty (40) Business Days following the date on which the Service Provider and, where applicable, its Funder is given written notice of the breach by the Company; or 9.2.8 any grounds for exclusion set out in Regulation 57 of the European Union (Award of Pu...

Events of Default and Termination a. This Agreement shall terminate automatically upon the earliest to occur of the following: i. Licensee voluntarily files a petition, or has a involuntary petition filed against it, under the Bankruptcy Act; or enters into any voluntary assignment for the benefit of its creditors; or appoints, or has appointed on its behalf, a receiver, liquidator or trustee of or with respect to substantially all of its property or assets, which petition, assignment or appointment is not dismissed, terminated or resolved within ninety (90) days following the commencement thereof; ii. The expiration of the Term (as may be extended from time-to-time in accordance with Section 4 above); or iii. The termination of this Agreement due to an Event of Default as more particularly specified in this Section 10 below. b. The following shall be considered an “Event of Default” by Licensee: i. Licensee’s third (3rd) failure to pay the Minimum Payment (to the extent applicable) due within 15 business days of the due date; ii. Without regard to the Minimum Payment due for a particular Reporting Period, Licensee’s failure to pay to Licensor during a particular Reporting Period an amount equal to at least the sum of the Royalty fees due for such Reporting Period within fifteen (15) business days of the due date; iii. Licensee’s failure to deliver to Licensor the Royalty Report due for a Reporting Period within 15 business days of the due date; iv. Licensee’s assignment of this Agreement in violation of the terms set forth in Section 16.l below; v. Licensee’s failure to maintain appropriate insurance pursuant to the terms set forth in Section 9; vi. Licensee’s material breach of any other provision of this Agreement. c. The following shall be considered an “Event of Default” by Licensor: i. Licensor’s grant of a license of the Intellectual Property to a third party in the Field of Use in the Territory during the Term; ii. Licensor’s loss of Patent Rights under any litigation proceeding; iii. The termination of the Ioteq Master License Agreement; iv. Licensor’s failure to pay any necessary fees for the continuation of the Patent Rights, or any patents granted pursuant to the U.S. Patent Applications related to the Intellectual Property; v. Licensor voluntarily files a petition, or has a involuntary petition filed against it, under the Bankruptcy Act; or enters into any voluntary assignment for the benefit of its creditors; or appoints, or has appointed on its behalf, a receiver, liquidator...

Events of Default and Termination. A. The occurrence of any or more of the following events shall constitute a material breach of and default under the Contract. The City reserves the right to terminate the whole or any part of the Contract due to Contractor’s failure to fully comply with any term or condition herein. i) Any failure by Contractor to pay funds or furnish materials, services and/or goods that fail to conform to any requirement of this Contract or provide personnel that do not meet Contract requirements; ii) Any failure by Contractor to observe, perform or undertake any provision, covenant or condition of this Contract to be observed or performed by Contractor herein, including but not limited to failing to submit any report required herein; iii) Any failure to make progress in the performance required pursuant to the Contract and/or gives the City reason to believe that Contractor cannot or will not perform to the requirements of the Contract; or, iv) Any failure of Contractor to commence construction, work or services within the time specified herein, and to diligently undertake Contractor’s work to completion. B. Upon and during the continuance of an event of default, the City, at its option and in addition to any other remedies available by law or in equity, without further notice or demand of any kind to Contractor, may do the following: i) Terminate the Contract; ii) Pursue and/or reserve any and all rights for claims to damages for breach or default of the Contract; and/or, iii) Recover any and all monies due from Contractor, including but not limited to, the detriment proximately caused by Contractor’s failure to perform its obligations under the Contract, or which in the ordinary course would likely result there from, including, any and all costs and expenses incurred by the City in: (a) maintaining, repairing, altering and/or preserving the premises (if any) of the Project; (b) costs incurred in selecting and retaining substitute Contractor for the purchase of services, materials and/or work from another source; and/or (c) attorneys’ fees and costs in pursuing any remedies under the Contract and/or arising there from. C. The exercise of any one of the City’s remedies as set forth herein shall not preclude subsequent or concurrent exercise of further or additional remedies. In addition, the City shall be entitled to terminate this Contract at any time, in its discretion. The City may terminate this Contract for default, non- performance, breach or convenience, or purs...