Default by Consultant. The Trust may terminate the Contract for cause, including: (a) a material breach of any covenant or agreement contained in the Contract; (b) if the Consultant shall default in the timely performance of any of its obligations under the Contract and such default shall continue for a period of three (3) days after written notice from the Trust specifying the occurrence, omission or failure giving rise to such default, or if in the opinion of the Trust, by reason of the nature of such default, such default cannot be cured within such three (3) day period and the Consultant has not promptly prosecuted the curing of such default; (c) any representation or warranty made or deemed to have been made under the Contract by the Consultant shall prove to be untrue in any material respect; or (d) the Consultant shall make a general assignment for the benefit of its creditors, or a receiver or trustee shall have been appointed on account of Consultant’s insolvency, or Consultant otherwise shall be or become insolvent, or an order for relief shall have been entered against Consultant under Chapter 7 or Chapter 11 of Title 11 of the United States Bankruptcy Code. In addition to any other remedies or claims that the Trust may have with respect to such representation or such default, the Trust may terminate the Contract immediately upon three (3) days’ written notice to the Consultant. In the event of such termination, the Trust, without waiving any such remedy or claims (including consequential damages), shall pay the Consultant that portion of the fee and reimbursable costs, not paid to the Consultant, commensurate with those Services actually and satisfactorily performed by the Consultant up to the date of such termination, provided, however, that the Trust shall deduct from any amounts due to the Consultant for additional costs and expenses that the Trust may incur in connection with the completion of the Services by another contractor(s) or consultant(s). The Consultant agrees to cause any agreement or contract entered into by the Consultant with any Subcontractors to contain a termination for default clause consistent with the provisions of this Subsection 5.
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Sources: Event Production Services Agreement
Default by Consultant. The Trust may terminate the Contract for cause, including:
(a) a material breach of any covenant or agreement contained in the Contract;
(b) if the Consultant shall default in the timely performance of any of its obligations under the Contract and such default shall continue for a period of three (3) days after written notice from the Trust specifying the occurrence, omission or failure giving rise to such default, or if in the opinion of the Trust, by reason of the nature of such default, such default cannot be cured within such three (3) day period and the Consultant has not promptly prosecuted the curing of such default;
(c) any representation or warranty made or deemed to have been made under the Contract by the Consultant shall prove to be untrue in any material respect; or
(d) the Consultant shall make a general assignment for the benefit of its creditors, or a receiver or trustee shall have been appointed on account of Consultant’s insolvency, or Consultant otherwise shall be or become insolvent, or an order for relief shall have been entered against Consultant under Chapter 7 or Chapter 11 of Title 11 of the United States Bankruptcy Code. In addition to any other remedies or claims that the Trust may have with respect to such representation or such default, the Trust may terminate the Contract immediately upon three (3) days’ written notice to the Consultant. In the event of such termination, the Trust, without waiving any such remedy or claims claims, (including consequential damages), ) shall pay the Consultant that portion of the fee and reimbursable costs, not paid to the Consultant, commensurate with those Services actually and satisfactorily performed by the Consultant up to the date of such termination, provided, however, that the Trust shall deduct from any amounts due to the Consultant for additional costs and expenses that the Trust may incur in connection with the completion of the Services by another contractor(s) or consultant(s). The Consultant agrees to cause any agreement or contract entered into by the Consultant with any Subcontractors to contain a termination for default clause consistent with the provisions of this Subsection 5.
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