Defaults and Termination Rights Clause Samples

The "Defaults and Termination Rights" clause defines the circumstances under which a party may be considered in breach of contract (a default) and outlines the rights of the non-breaching party to terminate the agreement. Typically, this clause specifies what constitutes a default, such as failure to perform obligations or insolvency, and describes the process for providing notice and an opportunity to cure the default before termination can occur. Its core practical function is to provide a clear framework for ending the contract if serious problems arise, thereby protecting parties from ongoing harm due to the other party's failure to meet their contractual commitments.
Defaults and Termination Rights. 7.01 DEFAULT BY MANAGER Manager shall be deemed to be in default hereunder in the event Manager shall fail to keep, observe or perform any material covenant, agreement, term or provision of this Agreement to be kept, observed or performed by Manager, and such default shall (i) result from Manager's grossly negligent acts or omissions or willful misconduct; (ii) involve Manager's misappropriation or intentional misapplication of funds received or held by Manager hereunder; or (iii) continue for a period of ten (10) days after written notice thereof by Owner to Manager as to any default in payment of money or thirty (30) days after notice thereof by Owner to Manager as to any non-monetary default, or, if such non-monetary default cannot be cured within thirty (30) days, then such additional period as shall be reasonable provided that Manager is capable of curing same and has continuously attempted to cure such default.
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Defaults and Termination Rights. 7.01 DEFAULT BY MANAGER Manager shall be deemed to be in default hereunder in the event Manager shall fail to keep, observe or perform any material covenant, agreement, term or provision of this Agreement to be kept, observed or performed by Manager, and such default shall continue for a period of, in the case of any default which can be cured by the payment of a liquidated sum of money, ten (10) days and, in the case of all other defaults, thirty (30) days after notice thereof by Owner to Manager.
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Defaults and Termination Rights. 7.1 DEFAULT BY MANAGER Manager shall be deemed to be in default hereunder in the event Manager shall fail to keep, observe or perform any material covenant, agreement, term or provision of this Agreement to be kept, observed or performed by Manager, and such default shall (i) result from Manager's grossly negligent acts or omissions or willful misconduct; (ii) involve Manager's misappropriation or intentional misapplication of funds received or held by Manager hereunder; or (iii) continue for a period often (10) days after written notice thereof by Bluerock to Manager as to any default in payment of money or thirty (30) days after written notice thereof by Bluerock to Manager as to any non-monetary default, or, if such non-monetary default cannot be cured within thirty (30) days, then such additional period as shall be reasonable provided that Manager is capable of curing same and has continuously attempted to cure such default. Manager shall also be deemed to be in default hereunder if a petition for bankruptcy, reorganization or rearrangement is filed under state or federal insolvency statutes by Manage, or if any such petition is filed against Manager and not removed or discharged within sixty (60) days thereafter.
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Defaults and Termination Rights. In the event (i) any conditions precedent, as set forth in Article 2 above, to the obligations of a party have not been satisfied (or waived in writing by the other party) on or before the Closing Date (as the same may be extended pursuant to this Agreement or by agreement of the parties), and any such conditions precedent remains unsatisfied for more than fifteen (15) days following receipt of notice thereof from the other party or (ii) of a failure by a party to perform any of its obligations hereunder in any material respect, which failure continues for more than fifteen (15) days following receipt of notice thereof from the other party, then the other party shall have the right to terminate its obligation to complete the transaction contemplated under this Agreement by delivery of notice thereof to the other party. In the event of a failure of a condition to a party's obligations under this Agreement, such party shall, as its sole and exclusive remedy (except as set forth in this Article below), subject to Transferee's right to return of the Deposit (as defined below), either elect to terminate its obligation to complete the transaction contemplated under this Agreement or to waive satisfaction of such condition, each by delivery of notice thereof to the other party. Subject to the terms of this Article below, upon any such termination or any termination otherwise permitted under this Agreement, all rights and obligations of the parties under this Agreement, other than those that by their terms survive termination, shall terminate without recourse, and this Agreement shall be of no further force or effect. Notwithstanding anything to the contrary contained in this Agreement, unless caused by fraud or willful breach by a Property Owner and/or any Existing Partner, the ▇▇▇▇▇▇ Parties shall not be deemed to be in breach of its obligations under this Agreement with respect to any Prohibited Fee Properties if and for so long as the applicable ▇▇▇▇▇▇ Parties (i) diligently and continuously comply with their respective obligations with respect to such Properties as set forth in Sections 1.1 and 1.3, including, without limitation, the obligation to use good faith efforts to cure any such breach or noncompliance (and to diligently and continuously pursue any applicable litigation, arbitration or other actions in connection with any Prohibited Fee Property) and upon such cure to cause the applicable Property (or the applicable Partnership Interests) to be convey...
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Defaults and Termination Rights 
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Related to Defaults and Termination Rights

  • Term Suspension and Termination 9.1. Term of this MSA. This MSA comes into force on the date you first accept it by whatever means and continues until all Subscriptions expire or have been terminated.

  • Term; Termination; Rights on Termination The term of this Agreement shall begin on the date hereof and continue for three (3) years, and, unless terminated sooner as herein provided, shall continue thereafter on a year-to-year basis on the same terms and conditions contained herein in effect as of the time of renewal (such initial three year period and any extensions thereof being referred to herein as the "Term"). This Agreement and Employee's employment may be terminated in any one of the following ways:

  • Suspension and Termination Schedule 6 shall have effect.

  • Effective Term and Termination Rights This Agreement becomes effective when executed by both parties and shall continue in effect until terminated. The Agreement may be terminated in accordance with the following: (a) If Member desires to terminate the Agreement, Cooperative will agree to such termination if Cooperative is satisfied that Member no longer can operate Member’s Generator in parallel with Cooperative’s system at the premises and all bills for services previously rendered to Member, plus any applicable termination charges as specified in Exhibit 5, have been paid. Cooperative may waive the termination charges if Cooperative has secured or expects to secure from a new occupant or operator of the premises an Agreement satisfactory to Cooperative for the interconnection to Cooperative for a term not less than the unexpired portion of Member’s Agreement. (b) Cooperative, in addition to all other legal remedies, may either terminate the Agreement or suspend interconnection with Member (l) for any default or breach of Agreement by Member, (2) for failure to pay any applicable bills when due and payable, (3) for a condition on Member's side of the point of interconnection actually known by Cooperative to be, or which Cooperative reasonably anticipates may be, dangerous to life or property, (4) if Member either fails to energize the Generator within 12 months of the Effective Date of this Agreement or permanently abandons the Generator, or (5) by giving the Member at least sixty days notice in the event that there is a material change in an applicable rule or statue concerning interconnection and parallel operation of the Generator, unless the Member’s installation is exempted from the change or the Member complies with the change in a timely manner. No such termination or suspension, however, will be made by Cooperative without written notice delivered to Member, personally or by mail, stating what in particular in the Agreement has been violated, except that no notice need to be given in instances set forth in 12.(b)(3) above. Failure to operate the Generator for any consecutive 12 month period after the Effective Date shall constitute permanent abandonment unless otherwise agreed to in writing between the Parties.

  • Default and Termination (a) In the event that either Party (the “Non-defaulting Party”) determines that the other Party (the “Defaulting Party”) is in breach of any term or condition of this Agreement, unless the breach is a Substantial Breach, the Non- defaulting Party shall give the Defaulting Party fourteen (14) days from the day of written notification of the breach for the Defaulting Party to remedy the breach or if the breach cannot reasonably be cured within such period, provided the Defaulting Party proceeds to diligently remedy the default, such additional period of time as is reasonably required to remedy the breach, as determined by the Non-defaulting Party, acting reasonably. (b) In the event that: (i) the Non-defaulting Party determines that the Defaulting Party is in breach pursuant to Section 3.3(a); (ii) the breach was not a Substantial Breach at the time such breach occurred; and (iii) the Defaulting Party disputes the determination of the breach made by the Non-defaulting Party, the provisions of Schedule H shall apply with respect to the dispute. (c) In the event of a Substantial Breach, the Non-defaulting Party shall, without limiting any other rights it may have in law or equity, have the right to terminate this Agreement without cost, penalty, or process of law with a minimum of forty-eight (48) hours prior written notice to the Defaulting Party. (d) If the Service Provider materially defaults in the observation or performance of any term or condition of this Agreement, and fails to remedy such default within the period provided for herein, AHS shall be entitled, but not obligated, to take such steps as may be available or desirable to remedy such default, and all costs of AHS in that regard shall be paid by the Service Provider to AHS on demand. (e) The rights and remedies of the Parties as set forth in this Agreement are cumulative and shall in no way be deemed to limit any of the other provisions of this Agreement or otherwise to deny the Parties any other remedy at law or in equity which the Parties may have under any law in effect at the date hereof or which may hereinafter be enacted or become effective, it being the intent hereof that such rights and remedies of the Parties shall supplement or be in addition to or in aid of the other provisions of this Agreement and of any right or remedy at law or in equity which the Parties may possess.