Cause for Termination Sample Clauses
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Cause for Termination. Failure of Contractor to be in compliance with this provision or federal and state legal authorities protecting confidential personal information, inclusive of the federal HIPAA and HITECH Acts and the implementing regulations governing the protection of confidential personal healthcare information, is cause for termination of this Contract by the Department per Section 23.1.
Cause for Termination. This Agreement may be terminated at any time during the term of this Agreement:
(a) upon written notice by a Party if the other Party is in breach of its material obligations hereunder and has not cured such breach within [**] after notice requesting cure of the breach (except to the extent such breach involves the failure to make a payment when due, which breach must be cured within [**] following such notice); provided, however, in the event of a good faith dispute with respect to the existence of a material breach, the relevant cure period shall be tolled until such time as such dispute is resolved pursuant to Section 10.7; or
(b) by either Party upon the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings, or upon an assignment of a substantial portion of the assets for the benefit of creditors by the other Party; provided, however, that in the case of any involuntary bankruptcy proceeding such right to terminate shall only become effective if the Party consents to the involuntary bankruptcy or such proceeding is not dismissed within [**] after the filing thereof.
(c) Notwithstanding the foregoing, any termination of this Agreement by Pfizer pursuant to Section 8.3.1(a) shall apply to this Agreement in its entirety, or be limited in force and effect to the Target to which such material breach relates, as Pfizer may elect in its sole discretion in writing at the time of termination, and any termination of this Agreement by Arvinas pursuant to Section 8.3.1(a) for breach of Sections 3.7, 5.3 or 5.4 shall be limited in force and effect to the Target (and related Compounds and Products) to which such material breach relates.
Cause for Termination. This Agreement may be terminated at any time during the term of this Agreement:
(a) upon written notice by either Party if the other Party is in breach of its material obligations hereunder by causes and reasons within its control and has not cured such breach within ninety (90) days after notice requesting cure of the breach; provided, however, in the event of a good faith dispute with respect to the existence of a material breach, the ninety (90) day cure period shall be tolled until such time as the dispute is resolved pursuant to Section 9.7; or
(b) by either Party upon the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings, or upon an assignment of a substantial portion of the assets for the benefit of creditors by the other Party; provided, however, that in the case of any involuntary bankruptcy proceeding such right to terminate shall only become effective if the Party consents to the involuntary bankruptcy or such proceeding is not dismissed within ninety (90) days after the filing thereof.
Cause for Termination. This Agreement may be terminated at any time during the term of the Agreement:
(a) upon written notice by either Party if the other Party is in breach of its material obligations hereunder by causes and reasons within its control and has not cured such breach within ninety (90) days after notice requesting cure of the breach; provided, however, in the event of a good faith dispute with respect to the existence of a material breach, the ninety (90) day cure period shall be tolled until such time as the Dispute is resolved pursuant to Section 9.6 hereof; or
(b) by either Party upon the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings, or upon an assignment of a substantial portion of the assets for the benefit of creditors by the other Party; provided, however, in the case of any involuntary bankruptcy or receivership proceeding such right to terminate shall only become effective if the Party consents to the involuntary bankruptcy, receivership or such proceeding is not dismissed within ninety (90) days after the filing thereof.
Cause for Termination. The MA Organization may terminate this contract if CMS fails to substantially carry out the terms of the contract.
Cause for Termination. The license granted in this Agreement shall terminate automatically and without further notice upon the occurrence of expiration of the term, specified in Section 1.02 or of any renewal term in the absence of a subsequent renewal in accordance with the terms of this Agreement. Licensor may terminate this Agreement in the event that (a) Licensee discloses the Software to a third party, whether directly or indirectly and whether inadvertently or purposefully, or (b) Licensee attempts to use, copy, license, or convey the Software in any manner contrary to the terms of this Agreement or in derogation of Licensor's proprietary rights in the Application Software. In addition, either party may terminate this Agreement (and all licenses granted hereunder) at any time if (a) the other party breaches any term hereof (other than breaches by Licensee pursuant to the preceding sentence) or the Marketing Agreement and fails to cure such breach within 30 days after receipt of written notice, (b) the other party shall be or becomes insolvent, (c) the other party makes an assignment for the benefit of creditors, (d) there are instituted by the other party proceedings in bankruptcy or under any insolvency or similar law or for reorganization, receivership or dissolution, (e) there are instituted against the other party proceedings in bankruptcy or under any insolvency or similar law or for reorganization, receivership or dissolution, which proceedings are not dismissed within 60 days, or (f) the other party ceases to do business.
Cause for Termination. This Agreement shall terminate automatically and without further notice upon the occurrence of expiration of the term, specified in Article 5 or of any renewal term in the absence of a subsequent renewal in accordance with the terms of this Agreement. PVI may terminate this Agreement in the event that revenue sharing payments to PVI are less than $2000 per System per month for three consecutive months, unless WIRELESS PROVIDER pays PVI the shortfall. In addition, either party may terminate this Agreement at any time if (a) the other party breaches any term hereof and fails to cure such breach within 30 days (or ten days in the case of a failure to pay any sum due) after receipt of written notice, (b) the other party shall be or becomes insolvent, (c) the other party makes an assignment for the benefit of creditors, (d) there are instituted by the other party proceedings in bankruptcy or under any insolvency or similar law or for reorganization, receivership or dissolution, (e) there are instituted against the other party proceedings in bankruptcy or under any insolvency or similar law or for reorganization, receivership or dissolution, which proceedings are not dismissed within 60 days, or (f) the other party ceases to do business.
Cause for Termination. For purposes of this Agreement, the term "Cause" shall mean a reasonable determination by vote of a majority of the members of the Board of Directors then holding office (other than the Employee if he shall then be a director) that one of the following conditions exists or one of the following events has occurred:
Cause for Termination. Executive understands and agrees that any violation of this Article 6 while employed by the Company may result in immediate disciplinary action by the Company, including termination of employment for Cause pursuant to Section 4.04 hereof.
Cause for Termination. This Agreement may be terminated at any time during the Agreement Term:
(a) upon written notice by either Party if the other Party (the “Breaching Party”) is in breach of its material obligations hereunder and has not cured such breach within [* * *] (or [* * *] for breaches of payment obligations) after notice requesting cure of the breach; provided that, notwithstanding the foregoing, in the event of a breach of a material obligation that is capable of being cured, but is not reasonably capable of being cured within the [* * *] cure period, if the Breaching Party (i) proposes within such [* * *] period a written plan to cure such breach within a defined time frame, and (ii) makes good faith efforts to cure such default and to implement such written cure plan, then the non-breaching Party may not terminate this Agreement for so long as the Breaching Party is diligently pursuing such cure in accordance with such plan; or
(b) by either Party upon the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings, or upon an assignment of a substantial portion of the assets for the benefit of creditors by the other Party; provided, however, that, in the event of any involuntary bankruptcy or receivership proceeding, such right to terminate shall only become effective if the Party consents to the involuntary bankruptcy or receivership or such proceeding is not dismissed within [* * *] after the filing thereof.