Termination for Failure to Achieve Clause Samples

The 'Termination for Failure to Achieve' clause allows one party to end the contract if the other party does not meet specified goals, milestones, or performance standards. Typically, this clause outlines the criteria for achievement, such as project deliverables, sales targets, or completion deadlines, and may require formal notice before termination can occur. Its core function is to protect parties from ongoing obligations when the other side fails to deliver as promised, ensuring accountability and providing a clear exit mechanism if expectations are not met.
Termination for Failure to Achieve. Financial Close MDOT or the Section Developer may terminate the Section P3 Agreement if Financial Close does not occur by the Financial Close deadline and such failure is solely due to MDOT or MDTA failing to satisfy the conditions precedent to Financial Close for which MDOT and MDTA are responsible under the Section P3 Agreement. The Financial Close deadline shall be the earlier of (i) the last day of the validity period of the Committed Section Proposal for that Section, and (ii) the applicable Predevelopment Milestone Deadline for Financial Close of the Section set out in the Phase P3 Agreement, provided that the Financial Close deadline may be extended if the NEPA approval for the Section is subject to legal challenge or litigation which prevents any Section from achieving Financial Close by the Financial Close deadline. If MDOT or the Section Developer terminates the Section P3 Agreement pursuant to the above, MDOT will pay the Phase Developer the Pre-Financial Close Termination Sum. On the Commercial Closing Date, the Section Developer shall deliver to MDOT an irrevocable standby letter of credit or demand guarantees in the aggregate amount of $10 million (the "Closing Security"). If any of the Section Developer's conditions precedent are not satisfied or waived by the Financial Close deadline, MDOT may: (A) draw and retain the full amount of the Closing Security, and (B) terminate the Section P3 Agreement and may have recourse against the Phase Developer as set out in the Phase P3 Agreement. Under the Phase P3 Agreement, MDOT may terminate the Phase P3 Agreement and draw upon the Development Rights Fee Security (if applicable) and the Performance Security (each as defined in the Phase P3 Agreement).
View SourceView Similar (2)
Termination for Failure to Achieve. Financial Close; Termination of the ▇▇▇▇ Ex Project Based on Excess ▇▇▇▇ Ex Financial
View SourceView Similar (2)
Termination for Failure to Achieve. Re-energization Date. Subject tothe provisions of this Section 15.2 (Termination for Failure to Achieve Re-energization Date), in the event that System Owner fails to achieve the Re-energization Date by December 31st, 2023 (the "Final Date"), Host Customer may terminate this Agreement upon written notice to System Owner. The Final Date shall be extended, on a day-for-day basis: (a) Pursuant to the terms of Section 3.1.1 (Hazardous Materials or Contamination Discovery); (b) Upon the occurrence of a Force Majeure Event; (c) In the event of any delay by Host Customer in fulfilling its obligations under this Agreement, including without limitation its obligations pursuant to Article VIII (Access and Space Provisions); and (d) In the event of any delay outside of the reasonable control of System Owner with respect to obtaining any Governmental Approvals.
View Source
Termination for Failure to Achieve. Vivus has the right to terminate this Agreement by providing written notice thereof to FemPharm within thirty (30) days after the occurrence of the following: Acrux DDS Pty Limited. has not (*) within (*) after the Effective Date that (*). If Vivus terminates the Agreement under this Section 14.8, then: (a) FemPharm shall (*), and (*) Additionally, FemPharm and Acrux Limited shall promptly (*) of this Section 14.8. (b) In the event of termination under this Section 14.8, all terms and conditions of this Agreement shall terminate and have no further force or effect except that this Section 14.8 and Articles and Sections 9.3, 10 (but only for five (5) years after termination and excluding the obligation to issue a press release under Section 10.13), 11.2, 11.3, 12.2, 13.4, 13.5, 14.4, 14.9, and 15 shall survive. For clarity, all of Vivus' payment obligations, including obligations to reimburse FemPharm, shall terminate and have no further force or effect immediately upon Vivus' notice. The Development Plan shall be deemed terminated and of no further force or effect.
View Source
Termination for Failure to Achieve. [*] of Fiscal Year Forecast. For a period of thirty (30) days following the completion of each Fiscal Year, Company may terminate this Agreement by providing one (1) year prior written notice to Distributor if, during such Fiscal Year, Distributor fails to purchase Products from Company totaling [*] of the Dollar value set forth in the New Sales Forecast for such Fiscal Year. If Company exercises its right to terminate this Agreement pursuant to this Section 12.10, then Distributor shall be required to pay Company the True-Up Payment for the just completed Fiscal Year; however, Distributor shall, following such notice, have no Minimum Purchase Requirement or True-Up Payment obligations for the one (1) year termination period.
View Source

Related to Termination for Failure to Achieve

  • Termination for fault 19.3.1 The Commonwealth may terminate this Agreement by notice where the Grantee has: (a) failed to comply with an obligation under this Agreement and the Commonwealth believes that the non‐compliance is incapable of remedy or where clause 19.2.2(b) applies; (b) provided false or misleading statements in relation to the Grant; or (c) become bankrupt or insolvent, entered into a scheme of arrangement with creditors, or come under any form of external administration. 19.3.2 The Grantee agrees, on receipt of the notice of termination, to: (a) stop the performance of the Grantee’s obligations; (b) take all available steps to minimise loss resulting from the termination; and (c) report on, and return any part of the Grant to the Commonwealth, or otherwise deal with the Grant, as directed by the Commonwealth.

  • Termination for Default The Commonwealth may terminate this Agreement by notice where it reasonably believes the Grantee: (a) has breached this Agreement; or (b) has provided false or misleading statements in their application for the Grant; or (c) has become bankrupt or insolvent, entered into a scheme of arrangement with creditors, or come under any form of external administration.

  • Termination for Material Breach If either Party (the “Non-Breaching Party”) believes that the other Party (the “Breaching Party”) has materially breached one or more of its obligations under this Agreement, then the Non-Breaching Party may deliver notice of such material breach to the Breaching Party specifying the nature of the alleged breach in reasonable detail (a “Default Notice”). Thereafter, the Non-Breaching Party shall have the right to terminate this Agreement if the breach asserted in such Default Notice has not been cured within sixty (60) days after such Default Notice. Notwithstanding the foregoing, (i) if such material breach, by its nature, cannot be remedied within such sixty (60) day cure period, but can be remedied over a longer period not expected to exceed one hundred and fifty (150) days, then such sixty (60) day period shall be extended for up to an additional ninety (90) days provided that the Breaching Party provides the Non-Breaching Party with a reasonable written plan for curing such material breach and uses Commercially Reasonable Efforts to cure such material breach in accordance with such written plan and (ii) if such material breach cannot be cured, but the effects of such material breach are not such that the Non-Breaching Party would be deprived of the material benefits the Non-Breaching Party would reasonably be expected to derive from this Agreement in the absence of such material breach, then the Non-Breaching Party shall not be entitled to terminate this Agreement on the basis of such material breach unless the Breaching Party has previously committed a substantially similar material breach of this Agreement. For clarity, a breach of Section 3.2.3 of this Agreement shall not, notwithstanding anything herein, fall within the exception in subpart (ii) of the immediately preceding sentence.