Violation clause: Copy, customize, and use instantly
Introduction
A violation clause outlines the actions to be taken if either party breaches the terms of the agreement. It serves to protect both parties by specifying the consequences and remedies available in the event of non-compliance, ensuring clarity on the steps to take when a violation occurs.
Below are templates for violation clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Standard violation clause
This version outlines general breach consequences.
If either party breaches any of the terms or conditions of this Agreement, the non-breaching party shall have the right to terminate this Agreement immediately upon written notice, and seek any other remedies available under applicable law.
Violation clause with a cure period
This version includes a cure period.
In the event of a breach, the breaching party shall have [X] days to cure the violation after receiving written notice from the non-breaching party. If the breach is not cured within the specified period, the non-breaching party may terminate the Agreement.
Violation clause with liquidated damages
This version includes liquidated damages.
In the event of a violation, the breaching party shall pay liquidated damages to the non-breaching party in the amount of [X] dollars, which represents a reasonable estimate of the damages incurred due to the breach.
Violation clause with termination right
This version includes a termination right.
If either party violates any of the provisions of this Agreement, the non-breaching party may terminate the Agreement immediately by providing written notice of termination to the breaching party.
Violation clause with indemnification obligation
This version includes indemnification obligations.
The breaching party agrees to indemnify and hold harmless the non-breaching party from any losses, damages, or expenses incurred as a result of the violation, including legal fees and costs associated with the enforcement of this Agreement.
Violation clause with specified default conditions
This version specifies default conditions.
A violation shall occur if either party fails to meet their obligations as outlined in [Section X]. Upon a violation, the non-breaching party may exercise the right to terminate the Agreement after providing written notice of default.
Violation clause with remedy for minor violations
This version provides a remedy for minor violations.
In the event of a minor violation that does not significantly impact the performance of the Agreement, the non-breaching party may seek remedies through mediation or arbitration, rather than terminating the Agreement.
Violation clause with breach notification requirement
This version includes a notification requirement.
The party alleging a violation shall notify the other party in writing within [X] days of discovering the breach, specifying the nature of the violation and the actions required to remedy it.
Violation clause with specific action for intellectual property breach
This version applies to intellectual property breaches.
Any violation related to intellectual property rights will be considered a material breach, and the non-breaching party may seek injunctive relief or monetary damages, including the recovery of any related losses.
Violation clause with financial penalties
This version includes financial penalties.
In the event of a violation, the breaching party shall pay financial penalties in the amount of [X] dollars for each day the violation continues, until the breach is remedied.
Violation clause with right to terminate for repeated breaches
This version allows for termination in the case of repeated violations.
If the breaching party repeats any violation of the terms of this Agreement within [Y] months of a previous violation, the non-breaching party has the right to terminate the Agreement immediately, without further notice.
Violation clause with escalation procedure
This version outlines an escalation procedure.
If a violation occurs, the matter will first be addressed through informal discussions between the parties. If unresolved, it will be escalated to senior management for resolution, and then to arbitration if necessary.
Violation clause with cure period for material breaches
This version includes a cure period for material breaches.
For any material breach, the breaching party shall have [X] days to remedy the breach after written notice from the non-breaching party. If the breach is not cured within this period, the non-breaching party may terminate the Agreement.
Violation clause with suspension option
This version includes a suspension option.
The non-breaching party may suspend the performance of its obligations under this Agreement during the period of breach, until the breaching party has rectified the violation.
Violation clause with dispute resolution process
This version includes a dispute resolution process.
In the event of a violation, the parties shall first attempt to resolve the issue through negotiation. If the dispute remains unresolved, the parties shall submit to mediation or arbitration under the rules of [arbitration institution].
Violation clause with waiver of claims
This version includes a waiver of claims.
If the non-breaching party fails to act on a violation within [X] days after becoming aware of the breach, the non-breaching party waives its right to claim damages or seek remedies for the violation.
Violation clause with automatic termination for non-payment
This version automatically terminates for non-payment.
If the [Customer] fails to make payment within [X] days after the due date, the Agreement shall terminate automatically, and the [Provider] may take any necessary legal action to recover the unpaid amount.
Violation clause with remedy for unauthorized use
This version includes a remedy for unauthorized use.
In the event of unauthorized use of the products or services, the [Customer] shall immediately cease such use and pay the [Provider] for any damages incurred due to the violation.
Violation clause with an obligation to return confidential information
This version includes an obligation to return confidential information.
Upon a violation, the breaching party must return or destroy all confidential information provided under this Agreement within [X] days of receiving written notice from the non-breaching party.
Violation clause with no waiver of rights
This version includes a no-waiver provision.
The failure of either party to enforce any provision of this Agreement following a violation does not constitute a waiver of the party’s right to enforce that provision or any other provision in the future.
Violation clause with dispute notification process
This version specifies a dispute notification process.
The [Customer] or [Provider] must notify the other party in writing within [X] days of discovering a violation, outlining the nature of the violation and the steps to be taken to resolve it.
Violation clause with refund obligation for breach
This version includes a refund obligation.
In the event of a breach by the [Provider], the [Customer] is entitled to a full refund of any fees paid for services that were not provided in accordance with the terms of this Agreement.
Violation clause with termination for non-compliance with confidentiality obligations
This version applies to confidentiality breaches.
Any violation of the confidentiality provisions of this Agreement will be considered a material breach, and the [Provider] may terminate the Agreement immediately upon discovering such a violation.
Violation clause with right to terminate for failure to meet performance standards
This version allows for termination for performance failures.
If the [Customer] fails to meet the agreed performance standards outlined in [Schedule X], the [Provider] may terminate this Agreement immediately after written notice, provided the breach remains uncorrected.
Violation clause with obligation to cooperate with investigation
This version includes cooperation requirements.
The breaching party agrees to fully cooperate with any investigation initiated by the non-breaching party regarding the violation, providing access to relevant documents and personnel as needed.
Violation clause with right to seek injunctive relief
This version allows for injunctive relief.
In the event of a breach that threatens irreparable harm, the non-breaching party may seek immediate injunctive relief, in addition to any other remedies available under this Agreement.
Violation clause with rights for third-party claims
This version addresses third-party claims.
If a violation results in a third-party claim against the non-breaching party, the breaching party shall indemnify the non-breaching party for any damages, losses, or legal costs incurred.
Violation clause with consequences for late performance
This version applies to late performance.
If the [Customer] fails to perform any of their obligations under this Agreement within the specified timelines, the [Provider] has the right to impose a late fee of [X]% for each day the breach remains unresolved.
Violation clause with remediation period for service failures
This version includes a remediation period for service failures.
In the case of service failures, the [Provider] shall have [X] days to remedy the issue after receiving written notice from the [Customer]. Failure to resolve the issue within this period will result in termination of the Agreement.
Violation clause with investigation rights for security breaches
This version includes investigation rights for security breaches.
In the event of a security breach, the [Provider] has the right to conduct a full investigation into the breach and take corrective action as needed to prevent further incidents.
Violation clause with escalation to senior management for unresolved violations
This version includes an escalation process.
If a violation remains unresolved for [X] days, the issue will be escalated to senior management for review and further action, including the potential termination of the Agreement.
Violation clause with notification of default
This version requires default notification.
In the event of a violation, the non-breaching party must notify the breaching party in writing of the default, providing a clear outline of the breach and a timeline for rectification.
Violation clause with enforcement through legal action
This version allows enforcement through legal action.
If the violation is not remedied within the specified timeframe, the non-breaching party may pursue legal action, including filing a lawsuit for any damages, losses, or enforcement of the Agreement.
Violation clause with agreed dispute resolution process
This version includes an agreed dispute resolution process.
Any violation of this Agreement shall first be addressed through the agreed-upon dispute resolution process outlined in [Schedule X], including mediation or arbitration, before resorting to legal action.
Violation clause with obligation for immediate cessation of violation
This version includes an immediate cessation obligation.
Upon notification of a violation, the breaching party must immediately cease the activity that is in violation of the Agreement and take corrective steps to prevent further violations.
Violation clause with right to terminate in case of breach of exclusivity
This version applies to breach of exclusivity.
Any breach of the exclusivity provisions outlined in [Section X] of this Agreement shall entitle the non-breaching party to terminate this Agreement immediately upon notice.
Violation clause with termination for non-compliance with regulatory requirements
This version applies to regulatory breaches.
If either party fails to comply with applicable regulatory requirements, including but not limited to [regulation], the non-breaching party may terminate the Agreement with immediate effect.
Violation clause with prohibition on unlawful conduct
This version prohibits unlawful conduct.
The [Customer] agrees not to use the products or services for any unlawful conduct, including violating any local, state, or federal laws, and any violation will result in immediate termination of this Agreement.
Violation clause with warning prior to termination
This version includes a warning before termination.
Before terminating the Agreement due to a violation, the non-breaching party shall issue a formal warning to the breaching party, providing a period of [X] days to cure the breach.
Violation clause with right to claim legal fees for breach
This version includes legal fees claims.
If a breach occurs and the non-breaching party takes legal action to enforce this Agreement, the breaching party agrees to pay any reasonable legal fees incurred during the enforcement process.
Violation clause with right to conduct compliance audits
This version allows compliance audits.
The [Provider] reserves the right to conduct audits of the [Customer]'s operations or systems to ensure compliance with the terms of this Agreement in the event of a suspected violation.
Violation clause with a cooling-off period
This version includes a cooling-off period.
If a violation occurs, the breaching party may request a cooling-off period of [X] days to resolve the issue before any penalties or termination are imposed.
Violation clause with suspension of benefits
This version suspends benefits for violations.
In the event of a violation, the [Customer]’s entitlement to any benefits or incentives under this Agreement will be suspended until the breach is resolved.
Violation clause with formal warning system
This version includes a formal warning system.
If a violation occurs, the non-breaching party shall issue a formal warning to the breaching party, and a second violation within [X] days will result in termination of the Agreement.
Violation clause with suspension of access to proprietary tools
This version includes access suspension for breaches.
In the event of a violation, the [Provider] may suspend the [Customer]’s access to proprietary tools, platforms, or services until the violation is rectified.
Violation clause with remedies for breaches of confidentiality
This version applies to confidentiality breaches.
Any violation of confidentiality obligations will be considered a material breach, and the non-breaching party shall be entitled to seek immediate injunctive relief and damages.
Violation clause with corrective action requirements
This version requires corrective action.
Upon identifying a violation, the breaching party must take immediate corrective actions within [X] days to resolve the issue and prevent recurrence.
Violation clause with right to seek equitable remedies
This version allows for equitable remedies.
In the event of a violation, the non-breaching party has the right to seek equitable remedies, including injunctive relief, to prevent further damage or harm.
Violation clause with performance bond requirement
This version includes a performance bond.
The breaching party shall provide a performance bond in the amount of [X] dollars to ensure compliance with the terms of this Agreement and to cover any potential damages caused by the violation.
Violation clause with automatic contract suspension
This version includes automatic suspension.
If a violation occurs, the Agreement shall be automatically suspended until the breaching party remedies the violation to the satisfaction of the non-breaching party.
Violation clause with termination for failure to meet deadlines
This version includes termination for missed deadlines.
The [Customer] agrees to meet all deadlines set forth in this Agreement. Failure to do so will constitute a violation, giving the non-breaching party the right to terminate the Agreement immediately.
Violation clause with waiver of claims for non-breach party
This version includes waiver provisions.
If the non-breaching party fails to act within [X] days of a violation, the non-breaching party waives any claims related to the violation and agrees to continue the Agreement.
Violation clause with right to claim damages for loss of revenue
This version allows for loss of revenue claims.
The non-breaching party may seek damages for any loss of revenue resulting from the violation, including any direct or indirect losses incurred as a result of the breach.
Violation clause with immediate remediation requirement for service disruptions
This version applies to service disruptions.
If the violation leads to a disruption of service, the breaching party must immediately remedy the disruption and ensure that services are restored within [X] hours.
Violation clause with notice of breach requirement
This version requires notice of breach.
If a violation occurs, the non-breaching party must notify the breaching party in writing, outlining the nature of the violation and giving the breaching party [X] days to remedy the breach before further action is taken.
Violation clause with right to take legal action for violation
This version includes the right to take legal action.
In the event of a violation, the non-breaching party reserves the right to pursue legal action, including lawsuits for breach of contract and recovery of any damages.
Violation clause with obligation to mitigate damages
This version includes a mitigation obligation.
The non-breaching party agrees to take reasonable steps to mitigate any damages resulting from a violation, including seeking alternative solutions or remedies where feasible.
Violation clause with obligations to report non-compliance to authorities
This version includes reporting obligations.
If a violation involves legal or regulatory non-compliance, the [Customer] agrees to report the violation to the relevant authorities within [X] days.
Violation clause with remedy for environmental law violations
This version applies to environmental violations.
Any violation of environmental laws or regulations will be considered a material breach, and the breaching party must rectify the violation immediately, with the non-breaching party reserving the right to terminate the Agreement.
Violation clause with no liability for accidental violations
This version excludes accidental violations from liability.
The breaching party will not be held liable for accidental violations, provided they take immediate action to rectify the situation and prevent further breaches.
Violation clause with non-compete violation penalties
This version applies to non-compete violations.
Any violation of the non-compete provisions of this Agreement will result in penalties, including but not limited to a fine of [X] dollars for each violation.
Violation clause with requirement for independent review
This version includes an independent review.
In the event of a violation, the parties agree to appoint an independent third-party reviewer to assess the situation and recommend corrective actions before proceeding further.
Violation clause with specified breach rectification period
This version specifies a breach rectification period.
The breaching party must resolve any violation within [X] days after being notified of the breach, or the non-breaching party may terminate the Agreement without further notice.
Violation clause with ongoing monitoring for repeated breaches
This version includes monitoring for repeated breaches.
The non-breaching party reserves the right to monitor the breaching party’s compliance with this Agreement for [X] months following any violation to ensure that the violation is not repeated.
Violation clause with suspension of certain rights upon breach
This version suspends rights upon breach.
If a violation occurs, the non-breaching party may suspend certain rights granted under this Agreement, such as access to services, until the breach is fully resolved.
Violation clause with indemnity for third-party claims
This version includes indemnity for third-party claims.
The breaching party agrees to indemnify the non-breaching party for any third-party claims arising from the violation, including all related legal fees and damages.
Violation clause with termination for breach of service quality standards
This version includes service quality breach provisions.
If the [Customer] fails to meet the agreed service quality standards as outlined in [Schedule X], the [Provider] reserves the right to terminate the Agreement immediately.
Violation clause with warranty disclaimer for non-compliance
This version includes a warranty disclaimer.
The [Provider] disclaims any warranties or guarantees regarding the products or services if the [Customer] is found in violation of this Agreement, including violations of service level agreements (SLAs).
Violation clause with suspension of payment obligations
This version suspends payment obligations.
In the event of a violation, the non-breaching party may suspend all payment obligations due to the breaching party until the breach is remedied.
Violation clause with opportunity to cure for non-monetary breaches
This version allows a cure for non-monetary breaches.
If the breach does not involve a monetary payment, the breaching party shall have [X] days to cure the breach before the non-breaching party can take further action.
Violation clause with post-termination obligations
This version includes post-termination obligations.
Upon termination of the Agreement due to a violation, the breaching party must fulfill all post-termination obligations, including the return of any proprietary materials and settling of outstanding liabilities.
Violation clause with performance metrics review
This version includes performance metrics review.
If a violation occurs due to poor performance, the non-breaching party has the right to review the performance metrics outlined in [Schedule X] and request a corrective action plan within [X] days.
Violation clause with automatic suspension for high-severity violations
This version includes automatic suspension for high-severity violations.
For any high-severity violation, including illegal activities or data breaches, access to the products and services will be automatically suspended, pending further investigation.
Violation clause with right to assess damages for breach
This version includes the right to assess damages.
The non-breaching party has the right to assess and claim damages for any loss or harm caused by a violation of this Agreement, including both direct and indirect losses.
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.