Breach clause: Copy, customize, and use instantly
Introduction
A breach clause outlines the consequences when one of the parties fails to meet the terms and conditions of the agreement. It is an essential element of any contract, providing clarity on the remedies available to the non-breaching party, including termination, damages, and possible legal actions. This clause ensures that the parties understand the repercussions of failing to perform their responsibilities under the contract.
Below are templates for breach clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Material breach and remedies
This clause applies when there is a material breach, outlining the remedies available to the non-breaching party.
In the event of a material breach of this Agreement, the non-breaching party shall have the right to terminate the Agreement upon providing [X] days written notice. The non-breaching party may also seek damages or specific performance, as deemed appropriate under applicable law.
Breach with opportunity to cure
This clause provides the breaching party with an opportunity to cure the breach before further actions are taken.
If either party breaches any material provision of this Agreement, the non-breaching party shall notify the breaching party in writing. The breaching party shall have [X] days from receipt of such notice to cure the breach. If the breach is not cured within the specified time frame, the non-breaching party may terminate the Agreement and seek other remedies.
Failure to perform as breach
This clause applies when failure to perform duties is considered a breach of the contract.
Failure to perform any material obligations under this Agreement, including but not limited to the failure to deliver goods or services as specified, shall constitute a breach. Upon breach, the non-breaching party may seek damages, terminate the Agreement, or exercise any other available remedy.
Breach of confidentiality
This clause applies when a breach of confidentiality is committed.
In the event of a breach of confidentiality by either party, the non-breaching party may terminate the Agreement immediately upon written notice. The breaching party shall also be liable for any resulting damages, including but not limited to lost profits, reputational harm, and legal costs.
Breach due to insolvency
This clause applies when a party's insolvency is considered a breach of the agreement.
In the event that either party becomes insolvent, files for bankruptcy, or is unable to pay its debts as they become due, the other party may terminate this Agreement with immediate effect. The terminating party may seek compensation for damages resulting from the breach.
Breach involving non-payment
This clause applies when non-payment of amounts owed is considered a breach of the contract.
Non-payment of any amounts due under this Agreement, within [X] days of the due date, shall constitute a breach of the Agreement. The non-breaching party may terminate the Agreement and seek any available legal remedies, including recovery of outstanding payments and interest.
Breach due to force majeure
This clause applies when a breach occurs due to circumstances beyond a party’s control (force majeure).
If a party is unable to perform any material obligations due to a force majeure event, the party shall not be deemed in breach of this Agreement. However, if the event continues for more than [X] days, the non-breaching party may terminate the Agreement without penalty and seek compensation for damages.
Consequences of breach
This clause outlines the consequences following a breach of contract.
If a breach occurs under this Agreement, the non-breaching party may choose to terminate the Agreement, claim damages, or seek specific performance. The breaching party shall be liable for any direct, indirect, or consequential damages resulting from the breach.
Breach due to delay
This clause applies when delays in performance are considered a breach.
A delay in performance of [X] days or more shall constitute a material breach of this Agreement. Upon such a delay, the non-breaching party may terminate the Agreement or demand specific performance. The breaching party shall be responsible for any additional costs or damages resulting from the delay.
Breach of warranty
This clause applies when a party breaches a warranty made in the agreement.
If a party breaches any warranty under this Agreement, the non-breaching party may terminate the Agreement and demand immediate remediation. The breaching party will be liable for any damages, including repair costs, replacement costs, and consequential damages resulting from the breach of warranty.
Non-breaching party’s right to seek specific performance
This clause provides the non-breaching party with the right to seek specific performance after a breach.
If a material breach occurs, the non-breaching party may seek specific performance of the terms of this Agreement, in addition to or in place of any other remedies. Specific performance will be sought to compel the breaching party to fulfill their obligations under the Agreement.
Breach due to unauthorized assignment
This clause applies when unauthorized assignment or delegation is considered a breach.
If either party assigns or delegates their responsibilities under this Agreement without prior written consent from the other party, such assignment or delegation shall constitute a breach. The non-breaching party may terminate the Agreement and seek legal remedies to recover any resulting damages.
Right to terminate for breach
This clause gives the non-breaching party the right to terminate the agreement in the event of a breach.
Upon a material breach of this Agreement, the non-breaching party has the right to terminate this Agreement with [X] days’ notice, unless the breach is cured within that time frame. The terminating party may seek damages or other remedies as appropriate under the law.
Breach and dispute resolution
This clause applies when breach of contract leads to a dispute requiring resolution.
In the event of a breach, the Parties agree to resolve the dispute through [mediation/arbitration], as outlined in the dispute resolution section of this Agreement. If the dispute remains unresolved, the non-breaching party may pursue further legal action to remedy the breach.
Breach of delivery terms
This clause applies when failure to meet delivery terms constitutes a breach.
If any goods or services are not delivered in accordance with the agreed terms, this will constitute a breach of the Agreement. The non-breaching party has the right to cancel the order, seek damages, and terminate the Agreement, depending on the nature of the breach.
Breach of non-compete or non-solicitation clauses
This clause applies when breach of non-compete or non-solicitation provisions occurs.
Any breach of the non-compete or non-solicitation provisions of this Agreement shall constitute a material breach. The non-breaching party may immediately terminate the Agreement and seek remedies, including injunctive relief and damages for any losses incurred.
Breach of confidentiality and non-disclosure agreement
This clause applies to breaches of confidentiality or non-disclosure agreements.
A breach of any confidentiality or non-disclosure obligations under this Agreement shall constitute a breach of the Agreement, entitling the non-breaching party to terminate the Agreement, seek an injunction, and claim damages for any harm caused by the breach.
Breach of non-performance
This clause applies when failure to perform is considered a breach of contract.
The failure of a party to perform any obligations under this Agreement shall be considered a breach. The non-breaching party may either demand specific performance or terminate the Agreement and seek any damages arising from the non-performance.
Remedies for breach of contract
This clause applies to the available remedies following a breach.
In the event of a breach, the non-breaching party shall be entitled to all available remedies, including termination, damages, and equitable relief. The breaching party shall be liable for any direct or indirect damages arising from the breach.
Cure period for breach of contract
This clause applies when a party is given a chance to cure a breach.
If a breach occurs, the breaching party will have [X] days to cure the breach from the date of notice. If the breach is not cured within that time period, the non-breaching party may terminate the Agreement and seek additional remedies.
Breach involving failure to meet performance targets
This clause applies when failure to meet performance targets is considered a breach.
A failure to meet the agreed performance targets within the specified time frame shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement or seek any available legal remedies, including damages for any losses incurred.
Breach due to misrepresentation
This clause applies when misrepresentation is considered a breach of the contract.
If a party makes a false representation or fails to disclose material facts, this shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement, seek damages, and take legal action to remedy any harm caused by the misrepresentation.
Breach of intellectual property rights
This clause applies when there is a breach involving intellectual property rights.
A breach of the intellectual property provisions, including unauthorized use or infringement of intellectual property, will be considered a material breach. The non-breaching party may seek remedies, including damages and injunctive relief, to prevent further infringement.
Breach due to failure to meet deadlines
This clause applies when the failure to meet deadlines constitutes a breach.
If a party fails to meet any specified deadline in the Agreement, such failure shall constitute a breach. The non-breaching party may choose to terminate the Agreement or demand compensation for any resulting losses, including additional costs and damages.
Breach of scope of work
This clause applies when a party breaches the defined scope of work.
If a party deviates from the agreed scope of work, the non-breaching party may terminate the Agreement, seek specific performance, or claim damages for any impact the deviation has on the overall project or deliverables.
Breach of non-compete obligations
This clause applies when non-compete obligations are breached.
The breach of any non-compete clauses in this Agreement shall constitute a material breach. The non-breaching party may seek immediate termination of the Agreement, claim damages, and seek injunctive relief to prevent further violations.
Breach of non-solicitation terms
This clause applies when non-solicitation terms are violated.
A violation of the non-solicitation provisions, including solicitation of employees or customers, shall be considered a breach of this Agreement. The non-breaching party may terminate the Agreement and seek damages or specific performance to enforce compliance.
Breach due to non-disclosure of conflicts of interest
This clause applies when a party fails to disclose conflicts of interest.
Failure to disclose any actual or potential conflicts of interest by either party shall be considered a breach of this Agreement. The non-breaching party may terminate the Agreement and seek legal remedies, including damages for any harm caused.
Breach due to improper assignment of rights
This clause applies when there is a breach due to the improper assignment of rights.
Any unauthorized assignment or transfer of rights or obligations under this Agreement shall be deemed a breach. The non-breaching party may terminate the Agreement and seek damages resulting from the improper assignment.
Breach of financial commitments
This clause applies when a party breaches financial commitments outlined in the Agreement.
Failure to meet any financial obligations or commitments under this Agreement, including payments or fees, shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, or claim any outstanding amounts due.
Breach of delivery terms
This clause applies when a party fails to meet agreed-upon delivery terms.
If any goods or services are not delivered according to the agreed terms, this shall constitute a breach of the Agreement. The non-breaching party may terminate the Agreement, seek refunds, and claim damages for any additional costs incurred due to the delay or failure.
Breach due to failure to obtain necessary approvals
This clause applies when a party fails to obtain required approvals or permits.
If a party fails to obtain necessary governmental or regulatory approvals required under this Agreement, it will be considered a breach. The non-breaching party may terminate the Agreement and seek remedies, including any damages caused by the lack of approval.
Breach of exclusivity provisions
This clause applies when exclusivity provisions are violated.
If a party violates the exclusivity terms set forth in this Agreement, such violation shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages for lost opportunities, and may demand compliance with the exclusivity provisions.
Breach of representations and warranties
This clause applies when a party breaches representations and warranties made in the Agreement.
A breach of any representations and warranties made under this Agreement shall be deemed a material breach. The non-breaching party may terminate the Agreement and seek damages for any losses or liabilities incurred due to the breach.
Breach of safety standards
This clause applies when safety standards are not adhered to.
If a party fails to meet the required safety standards outlined in this Agreement, it will be considered a breach. The non-breaching party may terminate the Agreement, demand corrective actions, and seek damages related to any accidents or issues arising from the breach.
Breach due to force majeure events
This clause applies when force majeure events lead to a breach.
In the event of a force majeure event that prevents a party from performing its obligations, this will not constitute a breach unless the event continues for more than [X] days. The non-breaching party may terminate the Agreement if the force majeure event persists beyond the agreed duration.
Breach of compliance with laws
This clause applies when a party breaches compliance with laws or regulations.
If a party fails to comply with applicable laws or regulations related to this Agreement, such failure shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and report the breach to relevant authorities.
Breach of quality standards
This clause applies when a party fails to meet the required quality standards.
If a party fails to meet the agreed-upon quality standards in the performance of services or delivery of goods, this will be considered a breach of the Agreement. The non-breaching party may terminate the Agreement, seek refunds, and demand compensation for any losses or damage caused by substandard performance.
Breach due to unauthorized use of proprietary information
This clause applies when there is a breach involving the unauthorized use of proprietary or confidential information.
Any unauthorized use or disclosure of proprietary information or trade secrets will be considered a material breach of this Agreement. The non-breaching party may terminate the Agreement immediately, seek damages, and request injunctive relief to prevent further violations.
Breach due to employee misconduct
This clause applies when employee misconduct leads to a breach.
If an employee of either party engages in misconduct that directly affects the performance of this Agreement, the non-breaching party may consider this a breach. The breaching party will be required to take corrective action and compensate the non-breaching party for any damages caused.
Breach of non-compete and non-solicitation clauses
This clause applies when a breach occurs related to non-compete or non-solicitation terms.
A violation of the non-compete or non-solicitation provisions in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and request an injunction to prevent further violations.
Breach due to failure to meet performance standards
This clause applies when failure to meet performance standards is considered a breach.
The Parties agree that failure to meet the performance standards specified in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any losses incurred due to the failure.
Breach involving non-compliance with industry regulations
This clause applies when non-compliance with industry regulations is considered a breach.
Any failure to comply with applicable industry regulations or standards set forth in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek appropriate remedies, including damages and corrective actions.
Breach of environmental obligations
This clause applies when environmental obligations are violated.
The Parties agree that failure to comply with environmental obligations specified in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek compensation for any environmental damage caused by the breach.
Breach due to unauthorized subcontracting
This clause applies when unauthorized subcontracting is a breach of the contract.
If either party subcontracts any of their obligations under this Agreement without prior written consent from the other party, it shall be deemed a breach. The non-breaching party may terminate the Agreement and seek legal remedies.
Breach due to failure to maintain insurance
This clause applies when failure to maintain required insurance is considered a breach.
If a party fails to maintain the required insurance as stipulated in this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement and claim damages for any resulting losses or liabilities.
Breach of the duty of good faith
This clause applies when the duty of good faith is breached.
If either party fails to act in good faith in the execution or performance of this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any harm caused by the breach.
Breach due to failure to meet deadlines for regulatory filings
This clause applies when failure to meet regulatory filing deadlines constitutes a breach.
If a party fails to meet any required regulatory filing deadlines specified in this Agreement, this shall be considered a breach. The non-breaching party may terminate the Agreement and seek any damages incurred due to the delay.
Breach of payment terms
This clause applies when a breach occurs due to failure to adhere to payment terms.
If either party fails to make payment in accordance with the agreed terms, such failure shall be considered a breach. The non-breaching party may terminate the Agreement and seek payment of the outstanding amount, along with any applicable interest and penalties.
Breach due to unauthorized disclosure of confidential information
This clause applies when the unauthorized disclosure of confidential information constitutes a breach.
Any unauthorized disclosure of confidential information under this Agreement shall constitute a material breach. The non-breaching party may terminate the Agreement and seek compensation for any damages caused by the breach.
Breach due to failure to meet quality control standards
This clause applies when failure to meet quality control standards results in a breach.
If the goods or services provided under this Agreement fail to meet the specified quality control standards, it shall be considered a breach. The non-breaching party may demand remedial actions, seek damages, or terminate the Agreement.
Breach due to failure to obtain necessary approvals
This clause applies when failure to obtain necessary approvals is considered a breach.
If a party fails to obtain the necessary regulatory or governmental approvals required for the execution of this Agreement, such failure shall constitute a breach. The non-breaching party may terminate the Agreement and seek any damages resulting from the failure to obtain approval.
Breach of non-disclosure agreement provisions
This clause applies when the non-disclosure agreement (NDA) provisions are breached.
Any breach of the non-disclosure agreement provisions, including unauthorized disclosure of confidential information, shall be considered a breach of this Agreement. The non-breaching party may seek immediate termination and claim damages for any losses.
Breach of employment-related obligations
This clause applies when failure to fulfill employment obligations constitutes a breach.
If either party fails to fulfill any employment-related obligations, such as hiring requirements or compensation terms, it shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement and seek legal remedies.
Breach due to a violation of licensing agreements
This clause applies when a breach occurs due to the violation of licensing agreements.
If a party violates the terms of any licensing agreements related to the intellectual property in this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and enforce any applicable intellectual property rights.
Breach due to failure to maintain records
This clause applies when failure to maintain required records results in a breach.
If a party fails to maintain accurate and complete records as required by this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement and seek compensation for any damages or consequences arising from the failure.
Breach involving breach of non-compete agreement
This clause applies when a non-compete agreement is breached.
The breach of any non-compete provisions under this Agreement shall be considered a material breach. The non-breaching party may terminate the Agreement, claim damages, and seek injunctive relief to prevent further violations.
Breach due to failure to provide required reports
This clause applies when failure to provide required reports constitutes a breach.
If a party fails to submit the required reports or documentation under this Agreement, this shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages or require the breaching party to fulfill the reporting obligation.
Breach due to change in control
This clause applies when a change in control of a party results in a breach.
A change in control of either party, without prior consent from the other party, shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement and seek remedies, including the return of any payments made in connection with the Agreement.
Breach due to unauthorized use of trademarks
This clause applies when unauthorized use of trademarks or intellectual property is considered a breach.
The unauthorized use of any trademarks, patents, or intellectual property covered under this Agreement shall be deemed a breach. The non-breaching party may terminate the Agreement and seek damages for any harm caused by the unauthorized use.
Breach due to failure to comply with anti-bribery and anti-corruption laws
This clause applies when there is a breach due to non-compliance with anti-bribery or anti-corruption laws.
If a party fails to comply with applicable anti-bribery and anti-corruption laws as outlined in this Agreement, it shall constitute a material breach. The non-breaching party may terminate the Agreement and pursue legal remedies for damages and other consequences.
Breach due to failure to meet sustainability targets
This clause applies when failure to meet sustainability targets is a breach.
If a party fails to meet the sustainability targets specified in this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement and seek remedies for any resulting environmental or reputational damages.
Breach involving failure to meet technical specifications
This clause applies when failure to meet technical specifications is considered a breach.
If the products or services delivered under this Agreement fail to meet the technical specifications outlined, this shall be deemed a breach. The non-breaching party may seek damages, request a corrective action plan, or terminate the Agreement.
Breach due to failure to meet contractual obligations in a merger or acquisition
This clause applies when a failure to meet obligations in a merger or acquisition is a breach.
In the event of a breach of any obligations related to a merger or acquisition outlined in this Agreement, the non-breaching party may terminate the Agreement and seek any legal remedies, including compensation for damages incurred due to the failure to meet the terms.
Breach due to failure to meet delivery deadlines
This clause applies when failure to meet delivery deadlines is considered a breach.
If either party fails to meet any agreed-upon delivery deadlines specified in this Agreement, it shall constitute a breach. The non-breaching party may seek remedies, including termination of the Agreement and compensation for any damages caused by the delay.
Breach involving non-performance of warranties
This clause applies when failure to perform warranties is considered a breach.
If a party fails to honor the warranties or guarantees provided under this Agreement, it shall be deemed a material breach. The non-breaching party may terminate the Agreement and seek damages for any losses incurred as a result of the breach.
Breach due to violation of regulatory compliance
This clause applies when violation of regulatory compliance is considered a breach.
If either party fails to comply with applicable regulatory requirements or industry standards, this shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement and pursue any necessary corrective actions.
Breach involving failure to maintain confidentiality
This clause applies when a failure to maintain confidentiality constitutes a breach.
If a party discloses any confidential information in violation of this Agreement, it shall be considered a material breach. The non-breaching party may terminate the Agreement, seek damages, and request injunctive relief to prevent further unauthorized disclosure.
Breach due to failure to obtain necessary permits or licenses
This clause applies when the failure to obtain permits or licenses is considered a breach.
The failure of either party to obtain the necessary permits, licenses, or approvals required to fulfill the obligations under this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any losses incurred as a result of the breach.
Breach due to non-compliance with data protection laws
This clause applies when non-compliance with data protection laws is considered a breach.
If either party fails to comply with data protection and privacy laws, including GDPR or other relevant legislation, it shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement and seek any damages resulting from the non-compliance.
Breach of exclusivity provisions
This clause applies when exclusivity provisions are breached.
Any violation of the exclusivity provisions in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement, claim damages, and seek specific performance to restore the exclusive relationship.
Breach due to unauthorized assignment of contract
This clause applies when the unauthorized assignment of contract rights or obligations is a breach.
If either party assigns or delegates its rights or obligations under this Agreement without prior written consent from the other party, such assignment shall constitute a breach. The non-breaching party may terminate the Agreement and seek any legal remedies available.
Breach involving intellectual property infringement
This clause applies when there is a breach due to intellectual property infringement.
If a party infringes upon any intellectual property rights under this Agreement, such infringement shall constitute a breach. The non-breaching party may terminate the Agreement, seek injunctive relief, and demand compensation for any damages.
Breach due to failure to meet payment obligations
This clause applies when failure to meet payment obligations is considered a breach.
The failure to make any payment required under this Agreement within the specified time frame shall constitute a breach. The non-breaching party may terminate the Agreement, seek the overdue payment, and claim interest on any late payments.
Breach due to unauthorized use of trademarks
This clause applies when the unauthorized use of trademarks constitutes a breach.
If a party uses the trademarks or other intellectual property covered by this Agreement without prior approval, such unauthorized use shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any harm caused by the breach.
Breach of non-compete agreement terms
This clause applies when the non-compete agreement terms are violated.
The breach of any non-compete provisions in this Agreement shall be considered a material breach. The non-breaching party may terminate the Agreement and seek remedies, including damages and an injunction to prevent further competition.
Breach due to failure to fulfill contractual milestones
This clause applies when failure to meet contractual milestones is a breach.
If a party fails to meet the specified milestones outlined in this Agreement, it shall be considered a breach. The non-breaching party may terminate the Agreement, seek compensation, and demand performance in accordance with the terms.
Breach of anti-corruption and anti-bribery provisions
This clause applies when the anti-corruption or anti-bribery provisions are breached.
A breach of the anti-corruption or anti-bribery provisions of this Agreement shall constitute a material breach. The non-breaching party may terminate the Agreement, seek damages, and report the breach to the relevant authorities.
Breach due to failure to deliver key performance indicators
This clause applies when failure to meet key performance indicators (KPIs) is considered a breach.
If a party fails to meet the agreed-upon key performance indicators (KPIs), such failure shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement, seek damages, or request specific performance to meet the agreed KPIs.
Breach involving fraudulent activity
This clause applies when fraudulent activity is considered a breach.
If any fraudulent activity is discovered related to the performance of this Agreement, it shall be considered a material breach. The non-breaching party may terminate the Agreement, seek compensation for any damages, and take legal action against the breaching party.
Breach due to failure to comply with insurance requirements
This clause applies when failure to comply with insurance requirements is considered a breach.
If either party fails to maintain the required insurance as stipulated in this Agreement, such failure shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any losses or liabilities resulting from the breach.
Breach due to changes in control of the company
This clause applies when changes in control of the company result in a breach.
In the event of a change in control of either party, the non-breaching party may terminate this Agreement. The change in control will be deemed a breach unless expressly agreed to in writing by the non-breaching party.
Breach of confidentiality obligations
This clause applies when confidentiality obligations are breached.
Any unauthorized disclosure or misuse of confidential information by either party shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement, seek damages, and demand injunctive relief to prevent further disclosures.
Breach due to failure to comply with service level agreements (SLAs)
This clause applies when failure to comply with service level agreements is considered a breach.
A failure to meet the service levels specified in the Agreement shall be deemed a breach. The non-breaching party may terminate the Agreement, seek damages for any business disruption caused, and require corrective actions.
Breach due to failure to provide support and maintenance services
This clause applies when failure to provide support and maintenance services is a breach.
If the Party responsible for providing support and maintenance services fails to perform in accordance with the terms set forth in this Agreement, such failure shall constitute a breach. The non-breaching party may terminate the Agreement and seek remedies for any resulting damages.
Breach due to failure to adhere to pricing terms
This clause applies when failure to adhere to agreed pricing terms is considered a breach.
If a party fails to adhere to the agreed pricing terms for goods or services, such failure shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and demand compensation for any overcharge incurred due to the breach.
Breach involving the failure to meet compliance with tax laws
This clause applies when a failure to comply with tax laws is considered a breach.
If either party fails to comply with applicable tax laws related to this Agreement, it will be considered a breach. The non-breaching party may terminate the Agreement, seek damages, and pursue any necessary corrective actions to comply with the tax regulations.
Breach due to failure to maintain business licenses
This clause applies when failure to maintain business licenses is considered a breach.
Failure to maintain the necessary business licenses or permits as required by this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and claim damages for any business interruptions caused by the lack of proper licensing.
Breach due to unlawful or unethical conduct
This clause applies when unlawful or unethical conduct is considered a breach.
If a party engages in unlawful or unethical conduct that affects the performance of this Agreement, such conduct shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and report the conduct to relevant authorities.
Breach due to failure to fulfill material obligations
This clause applies when failure to fulfill material obligations is considered a breach.
A failure to fulfill any material obligation under this Agreement, including the failure to deliver goods, provide services, or perform specific duties, shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any resulting loss.
Breach of non-disparagement clauses
This clause applies when a non-disparagement clause is violated.
A violation of the non-disparagement provisions outlined in this Agreement shall be considered a material breach. The non-breaching party may terminate the Agreement, claim damages, and seek other legal remedies as a result of the disparagement.
Breach due to non-performance of intellectual property licensing obligations
This clause applies when intellectual property licensing obligations are breached.
If a party fails to perform its obligations related to the licensing of intellectual property under this Agreement, such failure shall be considered a breach. The non-breaching party may terminate the Agreement, claim damages, and request specific performance of the licensing terms.
Breach of security obligations
This clause applies when security obligations are breached.
A failure to comply with security requirements, including data protection and network security standards as outlined in this Agreement, shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and request corrective actions to address any security vulnerabilities.
Breach due to failure to cooperate in audits
This clause applies when failure to cooperate in audits constitutes a breach.
If a party fails to cooperate with any audits or inspections required under this Agreement, such failure shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any disruption or additional costs incurred as a result.
Breach due to failure to provide timely notice
This clause applies when a failure to provide timely notice is considered a breach.
If either party fails to provide the required notice within the timeframe specified in this Agreement, it shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any losses caused by the delay.
Breach due to violation of non-disclosure obligations
This clause applies when a violation of non-disclosure obligations is a breach.
The disclosure of confidential information without proper authorization shall constitute a breach of this Agreement. The non-breaching party may terminate the Agreement and pursue legal remedies, including claims for damages and injunctive relief.
Breach due to unauthorized modification of deliverables
This clause applies when unauthorized modifications to deliverables are considered a breach.
Any unauthorized modification, alteration, or change to the deliverables under this Agreement shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any harm caused by the modifications.
Breach of restrictions on use of data
This clause applies when there is a breach involving unauthorized use of data.
The unauthorized use of any data provided under this Agreement outside the agreed purposes shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any resulting data breach or misuse.
Breach of performance obligations in subcontracting
This clause applies when a subcontractor’s failure to perform constitutes a breach.
If a subcontractor fails to meet the performance obligations specified in this Agreement, it shall constitute a breach by the party responsible for subcontracting the work. The non-breaching party may terminate the Agreement and seek damages for any resulting losses.
Breach of insurance requirements
This clause applies when failure to meet insurance requirements is considered a breach.
If either party fails to maintain the necessary insurance coverage as stipulated in this Agreement, it shall be considered a breach. The non-breaching party may terminate the Agreement and seek compensation for any losses caused by the failure to maintain proper insurance.
Breach of intellectual property licensing terms
This clause applies when intellectual property licensing terms are violated.
The breach of any terms related to the licensing of intellectual property under this Agreement shall be considered a material breach. The non-breaching party may terminate the Agreement, seek damages, and request the return of licensed intellectual property.
Breach involving failure to meet quality assurance standards
This clause applies when failure to meet quality assurance standards is a breach.
Failure to meet the specified quality assurance standards outlined in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement, request a refund, and seek damages for any negative impact on business operations.
Breach due to non-compliance with export control laws
This clause applies when non-compliance with export control laws is a breach.
A failure to comply with applicable export control laws and regulations as specified in this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek legal remedies, including claims for damages.
Breach due to failure to meet service level agreements (SLAs)
This clause applies when service levels are not met, constituting a breach.
If the service levels agreed to in this Agreement are not met, it shall be considered a breach. The non-breaching party may terminate the Agreement, claim damages, and require corrective action to restore the agreed service levels.
Breach due to violation of non-solicitation agreement
This clause applies when a non-solicitation agreement is breached.
Any violation of the non-solicitation agreement provisions by either party, including soliciting employees or clients, shall be considered a breach. The non-breaching party may terminate the Agreement and seek legal remedies, including damages.
Breach due to failure to provide adequate staffing
This clause applies when inadequate staffing constitutes a breach.
If a party fails to provide adequate staffing to fulfill the obligations under this Agreement, such failure shall constitute a breach. The non-breaching party may terminate the Agreement and seek remedies for any resulting business disruptions.
Breach due to improper handling of sensitive data
This clause applies when improper handling of sensitive data is considered a breach.
Failure to properly handle sensitive or protected data in compliance with the terms of this Agreement shall be considered a breach. The non-breaching party may terminate the Agreement and seek compensation for any resulting damages, including reputational harm.
Breach of obligations related to third-party agreements
This clause applies when failure to fulfill third-party obligations constitutes a breach.
A failure to fulfill any obligations under third-party agreements, as required by this Agreement, shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any resulting consequences or liabilities.
Breach of contract due to non-compliance with local laws
This clause applies when non-compliance with local laws is considered a breach.
Failure to comply with applicable local laws or regulations relevant to this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement, seek damages, and take necessary actions to ensure compliance.
Breach due to unauthorized access to systems or data
This clause applies when unauthorized access is considered a breach.
If a party or its affiliates gain unauthorized access to systems or data as part of their performance under this Agreement, it shall be considered a breach. The non-breaching party may terminate the Agreement and seek damages for any security breach or data loss.
Breach due to unauthorized assignment of rights
This clause applies when unauthorized assignment of rights or obligations is considered a breach.
Any unauthorized assignment or transfer of rights or obligations under this Agreement without prior written consent from the non-breaching party shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages.
Breach due to failure to conduct audits
This clause applies when failure to conduct required audits constitutes a breach.
Failure to conduct or cooperate with any audits required under this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek any appropriate remedies, including legal action for non-compliance.
Breach due to failure to comply with ethical business practices
This clause applies when a breach occurs due to unethical business practices.
If a party engages in unethical business practices that impact the integrity of this Agreement, it shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages for any harm caused by the unethical conduct.
Breach involving non-compliance with reporting obligations
This clause applies when failure to meet reporting obligations is considered a breach.
A failure to submit the required reports or documentation as specified in this Agreement shall be considered a breach. The non-breaching party may terminate the Agreement, seek damages, and demand compliance with the reporting requirements.
Breach due to unauthorized modification of contract terms
This clause applies when a party modifies contract terms without consent.
If a party unilaterally modifies the terms of this Agreement without prior written consent from the other party, such modification shall constitute a breach. The non-breaching party may terminate the Agreement and seek legal remedies, including any damages resulting from the modification.
Breach involving failure to meet production standards
This clause applies when failure to meet production standards is a breach.
If a party fails to meet the agreed-upon production standards or targets, it shall constitute a breach of the Agreement. The non-breaching party may terminate the Agreement, seek damages, and require corrective action.
Breach due to mismanagement of funds
This clause applies when mismanagement of funds is considered a breach.
A breach of this Agreement will occur if a party mismanages or misallocates funds provided for the performance of obligations. The non-breaching party may terminate the Agreement, seek damages, and pursue legal action for any financial mismanagement.
Breach due to failure to meet contractually agreed upon milestones
This clause applies when a party fails to meet specific contract milestones.
Failure to meet any agreed-upon milestones in the performance of this Agreement will be considered a breach. The non-breaching party may terminate the Agreement and seek remedies for any damages or loss resulting from the failure.
Breach involving unauthorized use of the company’s name or logo
This clause applies when unauthorized use of the company’s name or logo is considered a breach.
Any unauthorized use of the company’s name, logo, or branding outside the terms of this Agreement shall constitute a breach. The non-breaching party may terminate the Agreement and seek damages, including any loss of reputation or brand integrity.
Breach due to failure to provide agreed-upon support services
This clause applies when failure to provide support services is considered a breach.
If the party responsible for providing support services fails to do so as agreed in this Agreement, it will constitute a breach. The non-breaching party may terminate the Agreement and claim damages for any resulting negative impact on operations.
Breach due to failure to return confidential documents
This clause applies when a party fails to return confidential documents as required.
If a party fails to return any confidential documents or materials upon termination of this Agreement, it shall constitute a breach. The non-breaching party may take legal action and seek damages for the non-return of confidential materials.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.