By Customer for Cause Clause Samples

The "By Customer for Cause" clause allows the customer to terminate the contract if the supplier fails to meet certain obligations or breaches key terms. Typically, this clause outlines specific events or conditions—such as repeated service failures, missed deadlines, or non-compliance with agreed standards—that give the customer the right to end the agreement. Its core function is to protect the customer by providing a clear mechanism for exiting the contract when the supplier's performance is unsatisfactory, thereby allocating risk and ensuring accountability.
By Customer for Cause. Customer may terminate this Agreement for cause based upon the failure of CentralSquare to comply with any material terms and/or conditions of the Agreement, provided that Customer shall give CentralSquare thirty (30) days’ written notice specifying CentralSquare’s failure. If within thirty (30) days after receipt of such notice, CentralSquare shall not have either corrected such failure or, in the case of failure which cannot be corrected in thirty (30) days, begun in good faith to correct said failure and thereafter proceeded diligently to complete such correction, then Customer may, at its option, place CentralSquare in default and the Agreement shall terminate on the date specified in such notice.
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By Customer for Cause. Customer may terminate this Agreement for cause based upon the failure of ▇▇▇▇▇▇▇▇ to comply with any material terms and/or conditions of the Agreement, provided that Customer shall give ▇▇▇▇▇▇▇▇ thirty
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By Customer for Cause. The Customer may terminate this Agreement for cause based upon the failure of ▇▇▇▇▇▇▇▇ to comply with the terms and/or conditions of the Agreement; provided that the Customer shall give ▇▇▇▇▇▇▇▇ written notice specifying ▇▇▇▇▇▇▇▇’▇ failure. If within thirty (30) days after receipt of such notice, ▇▇▇▇▇▇▇▇ shall not have either corrected such failure or, in the case of failure which cannot be corrected in thirty (30) days, begun in good faith to correct said failure and thereafter proceeded diligently to complete such correction, then the Customer may, at its option, place ▇▇▇▇▇▇▇▇ in default and the Agreement shall terminate on the date specified in such notice.
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By Customer for Cause. Customer shall be entitled to give written notice to i3-ImageSoft of any material breach by i3-ImageSoft of this SMA, specifying the nature of such material breach or non-compliance and requiring i3-ImageSoft to cure the breach. If i3-ImageSoft has not cured the breach within twenty (20) business days after receipt of written notice, Customer shall be entitled, in addition to any other rights it may have under this SMA, or otherwise at law or in equity, to immediately terminate this SMA; and thereafter, so long as Customer has complied in all material respects with its obligations under this SMA and is current on all payment obligations to i3-ImageSoft, Customer shall be entitled to a refund from i3-ImageSoft of the “unused portion of the annual maintenance fees” for the then-current term of this SMA. For these purposes, the “unused portion of the annual maintenance fees” shall mean that portion of the annual maintenance remaining from the end of the month when the termination is effective to the end of the remaining term.
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By Customer for Cause. Customer may terminate this Agreement for cause based upon the failure of CentralSquare to comply with any material terms and/or conditions of the Agreement, provided that Customer shall give CentralSquare thirty (30) days’ written notice specifying CentralSquare’s failure. If within thirty (30) days after receipt of such notice, CentralSquare shall not have either corrected such failure or if the failure cannot be corrected within thirty (30) days, then Customer may, at its option, place CentralSquare in default and the Agreement shall terminate on the date specified in such notice. Customer shall also have the right to terminate this Agreement upon thirty (30) day’s prior written notice and terminate if (i) CentralSquare becomes bankrupt or insolvent or enters into any arrangement or composition with its creditors or if a receiver is appointed to direct the business of CentralSquare, or (ii) sells or assigns its rights, duties or obligations under this Agreement to any person or entity, in whole or in part, whether by assignment, merger, transfer or assets, sale of stock, operation of law or otherwise, without the express written permission of Customer or (iii) upon CentralSquare's breach of confidentiality provisions contained herein.
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  • Indemnification by Customer Customer shall indemnify, defend and hold harmless MSIL and its affiliates from and against any loss, liability, damage, cost or expense (including attorneys' and accountants' fees and expenses incurred in the defense of any demands, claims or lawsuits) actually and reasonably incurred arising from any act, omission, conduct, or activity undertaken by MSIL on behalf of Customer, including, without limitation, any demands, claims or lawsuits initiated by a limited partner (or assignee thereof); provided that (i) MSIL has determined, in good faith, that the act, omission, conduct, or activity giving rise to the claim for indemnification was in the best interests of the Customer, and (ii) the act, omission, conduct or activity that was the basis for such loss, liability, damage, cost or expense was not the result of misconduct or negligence. Notwithstanding the foregoing, no indemnification of MSIL or its affiliates by Customer shall be permitted for any losses, liabilities or expenses arising from or out of any alleged violation of federal or state securities laws unless (i) there has been a successful adjudication on the merits of each count involving alleged securities law violations as to the particular indemnitee, or (ii) such claims have been dismissed with prejudice on the merits by a court of competent jurisdiction as to the particular indemnitee, or (iii) a court of competent jurisdiction approves a settlement of the claims against the particular indemnitee and finds that indemnification of the settlement and related costs should be made, provided with regard to such court approval, the indemnitee must apprise the court of the position of the SEC and the positions of the respective securities administrators of Massachusetts, Missouri, Tennessee and/or those other states and jurisdictions in which the plaintiffs claim that they were offered or sold Units, with respect to indemnification for securities laws violations before seeking court approval for indemnification. Furthermore, in any action or proceeding brought by a limited partner in the right of Customer to which MSIL or any affiliate thereof is a party defendant, any such person shall be indemnified only to the extent and subject to the conditions specified in the Delaware Revised Uniform Limited Partnership Act, as amended, and this Section 2. The Customer shall make advances to MSIL or its affiliates hereunder only if: (i) the demand, claim lawsuit or legal action relates to the performance of duties or services by such persons to Customer; (ii) such demand, claim lawsuit or legal action is not initiated by a limited partner; and (iii) such advances are repaid, with interest at the legal rate under Delaware law, if the person receiving such advance is ultimately found not to be entitled to indemnification hereunder.

  • Termination by Owner for Cause This Agreement may be terminated by Owner (or the Property Manager may be required by Owner to change its personnel assigned as Property Manager for the Property) at any time during the term hereof upon written notice to Property Manager effective immediately for any of the following causes: (a) If Property Manager shall suspend or discontinue business; (b) If a court shall enter a decree or order for relief in respect of Property Manager in an involuntary case under the federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal, state or foreign bankruptcy, insolvency or other similar law, or appoint a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of Property Manager or for any substantial part of its property, or for the winding‑up, dissolution or liquidation of its affairs, and such decree or order shall continue unstayed and in effect for a period of sixty (60) consecutive days or if Property Manager shall consent to any of the foregoing; (c) If Property Manager shall commence a voluntary case or action under the federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal or state bankruptcy insolvency or other similar law, or consent to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar official) of Property Manager or for any substantial part of its property, or make any assignment for the benefit of creditors, or admit in writing that it is unable, or fail generally to pay its debts as such debts become due, or take action in furtherance of any of the foregoing; (d) If Property Manager is grossly negligent or engages in willful misconduct with respect to its duties or obligations to Owner under this Agreement; or (e) If Property Manager commits any other material default in the performance of any of its obligations under this Agreement, unless such default is cured with thirty (30) days after written notice of such default is given to Property Manager, or, if not curable within thirty (30) days, commenced within such thirty (30) days and diligently prosecuted to completion.