Fundamental Failure definition
Examples of Fundamental Failure in a sentence
Upon the occurrence of a Fundamental Failure, all obligations of the Executive to the Company under this Agreement shall terminate in their entirety.
The initial business plan (‘‘Business Plan’’) attached as Exhibit One covers the first five years of the Company’s proposed operations and identifies the items that (i) the Members deem to be critical to the Company’s success (a ‘‘Critical Target’’) and (ii) if not met, will give one or both Members the rights described in Section 7.2(a) (Fundamental Failure).
The Model JV Agreement follows this common practice and stipulates remedies for breaches of representations that are equivalent to those provided for breaches of warranties (see Attachment 1.1 (definition of ‘‘Breach’’) and Section 7.2 (Fundamental Failure), and Article 14 (Indemnification)).
In the event of a Fundamental Failure, ▇▇▇▇▇▇▇’▇ sole and exclusive remedy, shall be, on written notice from ▇▇▇▇▇▇▇ to LORAL of such Fundamental Failure: (i) to have LORAL refund to ▇▇▇▇▇▇▇ within 30 Days of such notice an amount equal to all amounts paid by ▇▇▇▇▇▇▇ under this Agreement (including all applicable taxes paid by ▇▇▇▇▇▇▇ to LORAL) from the date of this Agreement to the date of notice, and (ii) to terminate this Agreement on the date specified in the notice.
The Non-Managing Shareholder is not entitled to exercise the Final Call pursuant to this clause 6.7 if the Fundamental Failure has occurred at a time when the Managing Shareholders are no longer managing directors of the Company and the Non-Managing Shareholder has deliberately caused a Fundamental Failure.
For greater certainty, once the System has achieved seventy-five percent (75%) of the ▇▇▇▇▇▇▇ Capacity for one continuous 24-hour period after the completion of in-orbit testing, any future failure after the Service Commencement Date of or degradation in the System resulting in achievement of capacity below seventy-five percent (75%) of the ▇▇▇▇▇▇▇ Capacity shall not be considered a Fundamental Failure.
Within thirty (30) days after such notice, Contractor will provide a written proposal to Owner (a “Fundamental Failure Proposal”) of such terms under which the Contractor is prepared to continue to perform under the Contract and any equitable adjustment to the Target Cost that Contractor believes is necessary to remedy such Fundamental Failure.
Contractor shall use commercially reasonable efforts to avoid a Fundamental Failure or mitigate the impact of a Fundamental Failure including, but not limited to, replacing the supplier.
Promptly after a Fundamental Failure has occurred, Contractor shall provide Owner with written notice thereof.
Contractor and Owner shall cooperate in addressing any issues that may result in a Fundamental Failure and in remedying and mitigating any Fundamental Failure.