Right to Terminate for Breach Sample Clauses
The Right to Terminate for Breach clause allows a party to end a contract if the other party fails to fulfill significant obligations under the agreement. Typically, this clause outlines what constitutes a breach—such as non-payment, failure to deliver goods, or violation of key terms—and may require the breaching party to be notified and given an opportunity to remedy the issue before termination occurs. Its core function is to provide a clear and enforceable mechanism for exiting the contract when serious violations occur, thereby protecting parties from ongoing harm or loss due to the other party's non-compliance.
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Right to Terminate for Breach. Covered Entity may terminate its contract or relationship with Business Associate if it determines, in its sole discretion, that Business Associate has breached any material provision of this Agreement and failed to cure the breach within the time specified in good faith by Covered Entity. Covered Entity may exercise this right to terminate the contract or relationship by providing Business Associate written notice of termination, stating the breach of the Agreement that provides the basis for the termination. Any such termination shall be effective immediately or at such other date specified in Covered Entity’s notice of termination.
Right to Terminate for Breach. Either party hereto may terminate this Agreement if it determines, in its sole discretion, that the other party hereto has breached any provision of this Agreement. A party hereto may exercise its right to terminate this Agreement by providing the other party hereto five (5) calendar days written notice of termination, stating the breach of this Agreement that provides the basis for the termination. Any termination pursuant to this Section 5(b) will be effective immediately upon the expiration of such five (5) day period or at such other date specified in the notice of termination.
Right to Terminate for Breach. (i) Company may terminate Agreement if it determines, in its sole discretion, that Business Associate has breached any provision of this Agreement. Company may exercise this right to terminate Agreement by providing Business Associate written notice of termination, stating the breach of the Agreement that provides the basis for the termination. Any such termination will be effective immediately or at such other date specified in Company’s notice of termination. If for any reason Company determines that Business Associate has breached the terms of this Agreement and such breach has not been cured, but Company determines that termination of the Agreement is not feasible, Company may report such breach to the U.S. Department of Health and Human Services.
(ii) Business Associate may terminate Agreement if it determines, after reasonable consulting with Company, that Company has breached any material provision of this Agreement and upon written notice to Company of the breach, Company fails to cure the breach within thirty (30) days after receipt of the notice. Business Associate may exercise this right to terminate Agreement by providing Company written notice of termination, stating the failure to cure the breach of this Agreement that provides the basis for the termination. Any such termination will be effective upon such reasonable date as the parties mutually agree. If Business Associate reasonably determined that Company has breached a material provision of this Agreement and such breach has not been cured, but Business Associate and Company mutually determine that termination of the Agreement is not feasible, Business Associate may report such breach to the U.S. Department of Health and Human Services.
Right to Terminate for Breach. SPHERIS may terminate this Addendum and the Agreement immediately upon written notice to Vendor if it determines that Vendor has breached a material provision of this Addendum.
Right to Terminate for Breach. Notwithstanding any other agreements between the parties, Covered Entity or Business Associate, in its sole discretion, shall have the right to terminate this Agreement, and any other agreements that exist between the parties, in the event that either party has breached its obligations under this Agreement.
Right to Terminate for Breach. Except as otherwise provided herein, if either Party shall commit a material breach with respect to any material provision of this Agreement and the other Party shall have given the breaching Party written notice of such breach, the breaching Party shall have [***] to cure such breach; provided, that if there is a good faith dispute with respect to the existence of a material breach, the time for cure will be extended until such time as the dispute is resolved pursuant to Clause 25.4. If such breach is not cured within such [***] period, the non-breaching Party shall have the right, upon notice to the breaching Party and without prejudice to any other rights the non-breaching Party may have, to terminate this Agreement in its entirety, unless the JSC unanimously determines within [***] that the breaching Party is in the process of attempting in good faith to cure such breach, in which case, the [***] cure period shall be extended by an additional [***]. For the avoidance of doubt, the non-breaching Party may continue to exercise the licenses and other rights granted to it under this Agreement.
Right to Terminate for Breach. Prior to the Closing, either Party may terminate this Agreement immediately by written notice to the other Party if the other Party materially breaches any terms and conditions and covenants under this Agreement, including default of payment obligations, or a failure to execute the Trademark Transfer Agreement (in consistent with the form under Exhibit B) and the Domain Name Transfer Agreement (in consistent with the form under Exhibit C) on the Effective Date, which breach remains uncured for thirty (30) Business Days measured from the date written notice of such breach is given to the breaching Party, which notice shall specify the nature of the breach and demand its cure. CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT BOTH (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].
Right to Terminate for Breach. GHP may terminate ASA if it determines, in its sole discretion, that BlueCross has breached any provision of this HIPAA Agreement and upon written notice to BlueCross of the breach, BlueCross fails to cure the breach within Thirty (30) days after receipt of the notice. GHP may exercise this right to terminate Agreement by providing BlueCross written notice of termination, stating the failure to cure the breach of the HIPAA Agreement that provides the basis for the termination. Any such termination will be effective immediately or at such other date specified in GHP’s notice of termination. If for any reason GHP determines that BlueCross has breached the terms of this HIPAA Agreement and such breach has not been cured, but GHP determines that termination of the Agreement is not feasible, GHP may report such breach to the DHHS.
Right to Terminate for Breach. Except as otherwise provided herein, if either Party shall commit a material breach with respect to any material provision of this Agreement and the other Party shall have given the breaching Party written notice of such breach, the breaching Party shall have [**] days to cure such breach. If such breach is not cured in all material respects within such [**] day period, the non-breaching Party shall have the right, upon notice to the breaching Party and without prejudice to any other rights the non-breaching Party may have, to terminate this Agreement, unless the breaching Party is in the process of attempting in good faith to cure such breach, in which case the [**] day cure period shall be extended by an additional [**] days.
Right to Terminate for Breach. Either Party may terminate this Agreement immediately by written notice to the other Party if the other Party materially breaches any terms and conditions and covenants under this Agreement, including default of payment obligations, which breach remains uncured for thirty (30) Business Days measured from the date written notice of such breach is given to the breaching Party, which notice shall specify the nature of the breach and demand its cure.