Notice of Default and Termination Sample Clauses

The Notice of Default and Termination clause establishes the process by which one party formally notifies the other of a breach or failure to meet contractual obligations, and outlines the steps that may lead to ending the agreement. Typically, this clause requires written notice specifying the default, provides a period for the breaching party to remedy the issue, and details the conditions under which the contract may be terminated if the default is not cured. Its core function is to ensure both parties have a clear, fair procedure for addressing breaches and, if necessary, ending the contractual relationship in an orderly manner.
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Notice of Default and Termination. If and whenever the Subtenant defaults in the observance or performance of any obligation in favour of the Sublandlord or the Lessor under this Sublease on the Subtenant’s part to be observed or performed, the Sublandlord may give the Subtenant written notice of the default, specifying the particulars of the default. If the Sublandlord gives the Subtenant a notice of default pursuant to this section and: (a) the default is in respect of a monetary payment or is reasonably capable of being cured within 45 days (or such longer period as is permitted under any Laws) after the notice is given and the Subtenant fails to cure or to cause the Subtenant to cure the default within 45 days (or such longer period as is permitted under any Laws) after the notice is given; or (b) the default is in respect of a non-monetary matter and is capable of being cured but is not reasonably capable of being cured within 45 days after the notice is given and the Subtenant fails to commence to cure the default promptly upon receipt of the notice and to proceed to cure it with all due diligence to completion; then, subject to section 26.4, the Sublandlord may by notice to the Subtenant declare the Term ended. If the Sublandlord declares the Term ended then, except as otherwise expressly provided in this Sublease, this Sublease and everything contained in it, the Subtenant’s estate under this Sublease and the Term will thereupon terminate without re- entry or any other act or legal proceedings in respect thereof, and the Sublandlord may re-enter and possess the Subleased Premises and the Sublandlord may enjoy the Subleased Premises and its former estate therein as if this Sublease had not been made with respect thereto.
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Notice of Default and Termination. If an Event of Default shall occur, Lessor, at any time thereafter, may at its option give notice thereof to Lessee stating that this Lease and the term hereby demised shall expire and terminate on the date specified in such notice, and upon the date specified in such notice, this Lease and the term hereby demised, and all rights of Lessee under this Lease shall expire and terminate as if that date were the date herein definitely fixed for the termination of the term of this Lease. Lessee shall thereupon quit and surrender the Leased Premises but shall remain liable as hereinafter provided. After any such termination Lessor may at its option file a written declaration of termination in the official records of the county in which the Leased Premises are located, which written declaration shall be deemed a conclusive termination of this Lease.
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Notice of Default and Termination. If the Contractor fails to perform any of its obligations under the Contract, the Director, Purchasing at his or her sole discretion may notify the Contractor in writing that the Contractor is in default. The notice may allow a cure period of up to fourteen (14) days. If the default cannot be cured within the cure period, and the Contractor requests additional time to cure, the Director, Purchasing may extend the cure period in writing. If the Contractor fails to cure within the cure period (or if extended, the extended cure period), the Director, Purchasing may terminate the Contract by sending a notice of termination for default. Termination for default will be effective upon Contractor’s receipt of the written notice of termination. The Director’s, Purchasing declaration of termination will be final.
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Notice of Default and Termination. As provided in Section 7.14 or if either Party materially breaches any term or condition of this Contract, the non-breaching Party may provide the breaching Party with notice of the breach within sixty (60) calendar days of discovery of the breach by the non-breaching Party. Upon notice of breach, the breaching Party shall have sixty (60) calendar days to cure the breach. If the breaching Party does not cure the breach within the sixty (60) calendar days, the non-breaching Party shall have all rights at law and in equity, including the right to enforce specific performance of this Contract by the breaching Party, the right to perform the obligation in question and to seek restitution for all damages incurred in connection therewith, or the right to terminate this Agreement.
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Notice of Default and Termination 
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Related to Notice of Default and Termination

  • 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.

  • Events of Default and Termination 13.1 If: (a) the Customer fails to make any payment when due under this Agreement or to observe or perform any other provision of this Agreement and such failure continues for three Business Days after RBCIS gives notice of non-performance; (b) any representation or warranty made or given or deemed to be made or given by the Customer under this Agreement proves to have been false or misleading in any material respect as at the time it was made or given or deemed made or given; (c) it becomes unlawful for RBCIS to provide FX Services or providing FX Services would cause RBCIS to be in breach of Applicable Regulations or RBCIS is no longer carrying on the business of providing FX Services; (d) any Force Majeure Event prevents RBCIS from providing FX Services for a period of more than fourteen (14) consecutive days; (e) the Customer: (i) becomes unable to pay its debts when due; (ii) enters into liquidation (except for the purposes of a solvent amalgamation or reconstruction); (iii) makes an arrangement with its creditors; (iv) becomes subject to an administration order, or a receiver or administrative receiver is appointed over all or any of its assets or takes or suffers to be taken any similar action in consequence of a debt; or (v) is dissolved; or (vi) any procedure equivalent to any of the above occurs in any jurisdiction in respect of the Customer. The foregoing shall not apply during any period in which a regulatory agency having supervisory responsibility over a party is in control of that party or of its assets, pursuant to the laws of the jurisdiction applicable to that party. (f) RBCIS is the Custodian and either RBCIS or the Customer gives notice to the other to terminate the custodian agreement between them, then RBCIS may exercise its rights under Section 13.2 below, except that, if so specified by RBCIS in writing in the case of the occurrence of any Event of Default specified in paragraph (e) of this Section (each a “Bankruptcy Default”), the provisions of Section 13.3 shall apply. 13.2 Subject to Section 13.3 below, at any time following the occurrence of an Event of Default, RBCIS may, by notice to the Customer, specify a day (the “Early Termination Date”) for the termination and liquidation of the FX Transactions in accordance with the provisions of Section 13.4 below. 13.3 Unless RBCIS specifies otherwise, the date of the occurrence of any Bankruptcy Default shall automatically constitute an Early Termination Date without the need for further notice by RBCIS and the provisions of Section 13.4 shall then apply. 13.4 Upon the occurrence of an Early Termination Date: (a) neither party shall be obliged to make any further payments or deliveries under any FX Transactions which would, but for this provision, have fallen due for performance on or after the Early Termination Date and such obligations shall be satisfied by settlement (whether by payment, set-off or otherwise) of the Termination Amount; (b) RBCIS shall (on, or as soon as reasonably practicable after, the Early Termination Date) determine (discounting if appropriate), in respect of each FX Transaction referred to in paragraph (a) of this Section, its total cost, loss or, as the case may be, gain, in each case expressed in the currency specified by RBCIS as such in writing or, failing any such specification, the lawful currency of the Grand Duchy of Luxembourg (the "Base Currency") (and, if appropriate, including any loss of bargain, cost of funding or, without duplication, cost, loss or, as the case may be, gain as a result of the termination, liquidation, obtaining, performing or re-establishing of any hedge or related trading position) as a result of the termination, pursuant to this Agreement, of each payment or delivery which would otherwise have been required to be made under such FX Transaction (assuming satisfaction of each applicable condition precedent and having due regard, if appropriate, to such market quotations published on, or official settlement prices set by the relevant market as may be available on, or immediately preceding, the date of calculation); and (c) RBCIS shall treat each cost or loss to RBCIS, determined above, as a positive amount and each gain by RBCIS, so determined, as a negative amount and aggregate all of such amounts to produce a single, net positive or negative amount, denominated in the Base Currency (the "Termination Amount"). 13.5 If the Termination Amount determined pursuant to Section 13.4 above is a positive amount, the Customer shall pay it to RBCIS and if it is a negative amount, RBCIS shall pay it to the Customer. RBCIS will notify the Customer of the Termination Amount, and by whom it is payable, promptly after the calculation of such amount. 13.6 The Termination Amount shall be paid in the Base Currency by the close of business on the Business Day following RBCIS notifying the Customer of the Termination Amount under Section 13.5 above. Any Termination Amount not paid on the due date shall be treated as an unpaid amount and bear interest, at the rate as reasonably determined by RBCIS to be the cost of funding such overdue amount in addition to any late payment interest it may be entitled to charge pursuant to Applicable Regulations. Interest will accrue on a daily basis and will be due and payable immediately by the Customer as a separate debt. 13.7 For the purposes of any calculation hereunder, RBCIS may convert amounts denominated in any other currency into the Base Currency at such rate prevailing at the time of the calculation as RBCIS shall reasonably select. 13.8 Unless or until an Early Termination Date has occurred or has been effectively set, RBCIS shall not be obliged to make any payment or delivery scheduled to be made by RBCIS under a FX Transaction for as long as an Event of Default or a potential Event of Default with respect to the Customer has occurred and is continuing. 13.9 RBCIS’ rights under this Section shall be in addition to, and not in limitation or exclusion of, any other rights which RBCIS may have (whether by agreement, operation of law or otherwise). 13.10 This Agreement, the particular terms applicable to each FX Transaction, and all amendments to any of them shall together constitute a single agreement between RBCIS and the Customer. RBCIS and the Customer each acknowledge that all FX Transactions entered into on or after the date this Agreement takes effect are entered into in reliance upon the fact that the Agreement and all such terms constitute a single agreement between RBCIS and the Customer. 13.11 Either party may terminate this Agreement by giving thirty (30) days written notice of termination to the other. Upon termination of this Agreement, all amounts payable by the Customer to RBCIS will become immediately due and payable. 13.12 Any FX Transaction executed between the parties under this Agreement prior to termination shall be executed or completed notwithstanding such termination unless the Customer otherwise instructs RBCIS in writing. 13.13 The provisions of Sections 4, 5, 8, 12, 14 and 15.8 of this Agreement shall survive termination of this Agreement.

  • Events of Default and Termination Events The following Events of Default and Termination Events shall apply to Party A and Party B as set forth below:

  • Notice of Default The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default unless the Administrative Agent has received notice from a Lender or the Borrower referring to this Agreement, describing such Default or Event of Default and stating that such notice is a “notice of default”. In the event that the Administrative Agent receives such a notice, the Administrative Agent shall give notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Default or Event of Default as shall be reasonably directed by the Required Lenders (or, if so specified by this Agreement, all Lenders); provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interests of the Lenders.