Common use of COMMENCEMENT, DURATION AND TERMINATION Clause in Contracts

COMMENCEMENT, DURATION AND TERMINATION. 22.1. This agreement will come into force on the date it is executed and, without prejudice to the provisions for earlier termination contained in this agreement, it will continue until the end of the Initial Term and shall continue thereafter until terminated by either party by giving to the other party [●] months' notice given in writing to expire on or at any time after the Initial Term. 22.2. This agreement will terminate upon the expiry, earlier revocation or other termination of either party's licence without there being a replacement or other licence to that party to run that party's System. 22.3. If either party ceases to be an Annex II Public Operator:- 22.3.1. the party so ceasing may terminate the agreement by not less than three months' advance written notice; or 22.3.2. the other party may terminate the agreement immediately by written notice. 22.4. The operation of this agreement and all interconnections and/or services or any part of any of them provided under or pursuant to this agreement may be suspended on 30 days' notice by either party in the event that and for so long as the other party will be in material breach of this agreement (including non- payment of any sums due thereunder) and will have failed to remedy such breach within 30 days after receipt of a notice specifying the breach and requiring it to be remedied PROVIDED THAT in case of emergency (including in particular but without limitation, in circumstances where a material breach of this agreement by the Operator may result in damage to or may impair the operation of the VFAT Operator System) such suspension may be implemented without prior notice but in any event, such suspension will only apply to such of the services provided under this agreement as are affected by the emergency. 22.5. This agreement may be terminated immediately by either party: 22.5.1. upon the expiration of [●] months' written notice given by either party to the other at any time following the suspension in accordance with and pursuant to clause 22.4 provided that the other remains in material breach of this Agreement upon such expiry; or 22.5.2. upon the expiration of three months' written notice by the VFAT Operator in respect of [consistent] breaches of the payment provisions set out in clause 7.6 above corresponding to unpaid services for at least 3 consecutive months; or 22.5.3. if either party is prevented from performing all or a substantial part of its obligations under this agreement as a result of an event of force majeure for a period exceeding 60 days for a reason mentioned in clause 14.1; or 22.5.4. by notice in writing to the other if the other ceases to trade or a resolution or petition to wind up the other party is passed or presented (otherwise than for the purposes or reconstruction or amalgamation), or a receiver of any of the other party's assets or undertaking is appointed or if the other party becomes unable to pay its debts within the meaning of any relevant insolvency legislation or other circumstances arise which entitle the court or a creditor to appoint a receiver or administrator or to make a winding-up order in respect of the other party. 22.6. Upon the termination or expiry of this agreement each party will be entitled after reasonable prior notice in writing to the other party to enter the premises of the other party for the purposes of carrying out any necessary disconnection works and repossessing any plant, equipment or apparatus belonging to the party or a third party installed by or for that party provided that the party seeking to enter the premises will give the other reasonable notice requesting that the other party carry out disconnection and return any such plant equipment and apparatus and will only enter the premises if that other party will have failed to do so. The party on whose premises such equipment or apparatus was installed will compensate the other for any such plant equipment apparatus or things belonging to the other or such third party which are not delivered up in good condition (fair wear and tear excepted) and the party carrying out such disconnection works will indemnify the other in respect of any damage thereby caused to the premises fixtures and fittings of such party. Neither party will be responsible for any damage to plant equipment or apparatus belonging to the other or such third party which has been caused by any failure by the other or such third party to perform necessary and timely maintenance. 22.7. Termination or expiry of this agreement will not: 22.7.1. operate as a waiver of any breach by a party of any of the provisions of this agreement and will be without prejudice to any rights, liabilities or obligations of either party which have accrued up to the date of such termination or expiry; or 22.7.2. affect the coming into force or the continuation in force of any provision of this agreement which is expressly or by implication intended to come into force on or after such termination or expiry.

COMMENCEMENT, DURATION AND TERMINATION. 22.1. This agreement will come into force 4.1 The Contract shall commence on the date it that the DVLS is executed and, without prejudice made available to the provisions for Client, subject to valid earlier termination contained in this agreementtermination, it will continue until the end of the Initial Term and shall continue thereafter for an initial period of XX months from that Date; thereafter, the Contract shall renew on each anniversary of such date for a further 12 months unless and until terminated cancelled by either party by giving to the other party [●] months' no less than 3 month’s written notice of cancellation, which may be given in writing to expire on or at any time after the Initial Termbut only to be effective on an annual renewal date. 22.2. This agreement will terminate upon the expiry4.2 Without affecting any other right or remedy available to it, earlier revocation or other termination of either party's licence without there being a replacement or other licence to that party to run that party's System. 22.3. If either party ceases to be an Annex II Public Operator:- 22.3.1. the party so ceasing may terminate the agreement by not less than three months' advance written notice; or 22.3.2. the other party may terminate the agreement immediately Contract with immediate effect by giving written notice. 22.4. The operation of this agreement and all interconnections and/or services or any part of any of them provided under or pursuant notice to this agreement may be suspended on 30 days' notice by either party in the event that and for so long as the other party will be in if: (a) the other party commits a material breach of this agreement any term of the Contract and (including non- payment of any sums due thereunderif such a breach is remediable) and will have failed fails to remedy such that breach within 30 days after receipt of that party being notified in writing to do so; (b) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a notice specifying the breach and requiring it solvent restructuring), having a receiver appointed to be remedied PROVIDED THAT in case any of emergency its assets or ceasing to carry on business; (including in particular but without limitation, in circumstances where a material breach of this agreement by the Operator may result in damage to or may impair the operation of the VFAT Operator Systemc) such suspension may be implemented without prior notice but in any event, such suspension will only apply to such of the services provided under this agreement as are affected by the emergency. 22.5. This agreement may be terminated immediately by either party: 22.5.1. upon the expiration of [●] months' written notice given by either party to the other at any time following the suspension in accordance with and pursuant party suspends, or threatens to clause 22.4 provided that the other remains in material breach of this Agreement upon such expiry; or 22.5.2. upon the expiration of three months' written notice by the VFAT Operator in respect of [consistent] breaches of the payment provisions set out in clause 7.6 above corresponding suspend, or ceases or threatens to unpaid services for at least 3 consecutive months; or 22.5.3. if either party is prevented from performing cease to carry on all or a substantial part of its obligations under this agreement as a result of an event of force majeure for a period exceeding 60 days for a reason mentioned in clause 14.1business; or 22.5.4(d) the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy. 4.3 Without affecting any other right or remedy available to it, the Company may terminate the Contract with immediate effect by giving written notice to the Client if: (a) the Client fails to pay any amount due under the Contract on the due date for payment; or (b) the Client notifies the Company upon the occurrence of a Change of Control which it is obliged to do immediately. Upon notification of a Change of Control in the Client, the Company reserves the right to terminate the Contract by notice in writing to the other if Client within 26 weeks of being notified that a Change of Control has occurred. 4.4 The Company obtains Data from DVLA under the other ceases terms of its contract with DVLA as amended or varied from time to trade or a resolution or petition to wind up time (the other party is passed or presented (otherwise than for “ADD Contract”). In the purposes or reconstruction or amalgamation), or a receiver event of any termination of the other party's assets or undertaking is appointed or if ADD Contract, the other party becomes unable to pay Company may at its debts within the meaning of any relevant insolvency legislation or other circumstances arise which entitle the court or a creditor to appoint a receiver or administrator or to make a winding-up order in respect of the other party. 22.6. Upon the termination or expiry of own discretion immediately terminate this agreement each party will be entitled after reasonable prior Contract by notice in writing to the other party to enter the premises of the other party for the purposes of carrying out any necessary disconnection works and repossessing any plant, equipment or apparatus belonging to the party or a third party installed by or for that party provided that the party seeking to enter the premises will give the other reasonable notice requesting that the other party carry out disconnection and return any such plant equipment and apparatus and will only enter the premises if that other party will have failed to do so. The party on whose premises such equipment or apparatus was installed will compensate the other for any such plant equipment apparatus or things belonging to the other or such third party which are not delivered up in good condition (fair wear and tear excepted) and the party carrying out such disconnection works will indemnify the other in respect of any damage thereby caused to the premises fixtures and fittings of such party. Neither party will be responsible for any damage to plant equipment or apparatus belonging to the other or such third party which has been caused by any failure by the other or such third party to perform necessary and timely maintenanceClient. 22.7. Termination or expiry of this agreement will not: 22.7.1. operate as a waiver of any breach by a party of any of the provisions of this agreement and will be without prejudice to any rights, liabilities or obligations of either party which have accrued up to the date of such termination or expiry; or 22.7.2. affect the coming into force or the continuation in force of any provision of this agreement which is expressly or by implication intended to come into force on or after such termination or expiry.

COMMENCEMENT, DURATION AND TERMINATION. 22.1. This agreement will come into force 4.1 The Contract shall commence on the date it that the DVLS is executed and, without prejudice made available to the provisions for Client, subject to valid earlier termination contained in this agreementtermination, it will continue until the end of the Initial Term and shall continue thereafter for an initial period of XX months from that Date; thereafter, the Contract shall renew on each anniversary of such date for a further XX months unless and until terminated cancelled by either party by giving to the other party [●] months' no less than 3 month’s written notice of cancellation, which may be given in writing to expire on or at any time after the Initial Termbut only to be effective on an annual renewal date. 22.2. This agreement will terminate upon the expiry4.2 Without affecting any other right or remedy available to it, earlier revocation or other termination of either party's licence without there being a replacement or other licence to that party to run that party's System. 22.3. If either party ceases to be an Annex II Public Operator:- 22.3.1. the party so ceasing may terminate the agreement by not less than three months' advance written notice; or 22.3.2. the other party may terminate the agreement immediately Contract with immediate effect by giving written notice. 22.4. The operation of this agreement and all interconnections and/or services or any part of any of them provided under or pursuant notice to this agreement may be suspended on 30 days' notice by either party in the event that and for so long as the other party will be in if: (a) the other party commits a material breach of this agreement any term of the Contract and (including non- payment of any sums due thereunderif such a breach is remediable) and will have failed fails to remedy such that breach within 30 days after receipt of that party being notified in writing to do so; (b) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a notice specifying the breach and requiring it solvent restructuring), having a receiver appointed to be remedied PROVIDED THAT in case any of emergency its assets or ceasing to carry on business; (including in particular but without limitation, in circumstances where a material breach of this agreement by the Operator may result in damage to or may impair the operation of the VFAT Operator Systemc) such suspension may be implemented without prior notice but in any event, such suspension will only apply to such of the services provided under this agreement as are affected by the emergency. 22.5. This agreement may be terminated immediately by either party: 22.5.1. upon the expiration of [●] months' written notice given by either party to the other at any time following the suspension in accordance with and pursuant party suspends, or threatens to clause 22.4 provided that the other remains in material breach of this Agreement upon such expiry; or 22.5.2. upon the expiration of three months' written notice by the VFAT Operator in respect of [consistent] breaches of the payment provisions set out in clause 7.6 above corresponding suspend, or ceases or threatens to unpaid services for at least 3 consecutive months; or 22.5.3. if either party is prevented from performing cease to carry on all or a substantial part of its obligations under this agreement as a result of an event of force majeure for a period exceeding 60 days for a reason mentioned in clause 14.1business; or 22.5.4(d) the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy. 4.3 Without affecting any other right or remedy available to it, the Company may terminate the Contract with immediate effect by giving written notice to the Client if: (a) the Client fails to pay any amount due under the Contract on the due date for payment; or (b) the Client notifies the Company upon the occurrence of a Change of Control which it is obliged to do immediately. Upon notification of a Change of Control in the Client, the Company reserves the right to terminate the Contract by notice in writing to the other if Client within 26 weeks of being notified that a Change of Control has occurred. 4.4 The Company obtains Data from DVLA under the other ceases terms of its contract with DVLA as amended or varied from time to trade or a resolution or petition to wind up time (the other party is passed or presented (otherwise than for “ADD Contract”). In the purposes or reconstruction or amalgamation), or a receiver event of any termination of the other party's assets or undertaking is appointed or if ADD Contract, the other party becomes unable to pay Company may at its debts within the meaning of any relevant insolvency legislation or other circumstances arise which entitle the court or a creditor to appoint a receiver or administrator or to make a winding-up order in respect of the other party. 22.6. Upon the termination or expiry of own discretion immediately terminate this agreement each party will be entitled after reasonable prior Contract by notice in writing to the other party to enter the premises of the other party for the purposes of carrying out any necessary disconnection works and repossessing any plant, equipment or apparatus belonging to the party or a third party installed by or for that party provided that the party seeking to enter the premises will give the other reasonable notice requesting that the other party carry out disconnection and return any such plant equipment and apparatus and will only enter the premises if that other party will have failed to do so. The party on whose premises such equipment or apparatus was installed will compensate the other for any such plant equipment apparatus or things belonging to the other or such third party which are not delivered up in good condition (fair wear and tear excepted) and the party carrying out such disconnection works will indemnify the other in respect of any damage thereby caused to the premises fixtures and fittings of such party. Neither party will be responsible for any damage to plant equipment or apparatus belonging to the other or such third party which has been caused by any failure by the other or such third party to perform necessary and timely maintenanceClient. 22.7. Termination or expiry of this agreement will not: 22.7.1. operate as a waiver of any breach by a party of any of the provisions of this agreement and will be without prejudice to any rights, liabilities or obligations of either party which have accrued up to the date of such termination or expiry; or 22.7.2. affect the coming into force or the continuation in force of any provision of this agreement which is expressly or by implication intended to come into force on or after such termination or expiry.

COMMENCEMENT, DURATION AND TERMINATION. 22.1. 5.1 This agreement will come into force Agreement shall commence on the date it is executed Commencement Date and, without prejudice subject to the remaining provisions of Clause 5 shall continue for earlier termination contained a fixed period of 12 months following the Commencement Date (“Initial Period”) and thereafter subject to payment of the Fees (as may be varied in this agreement, it will continue until accordance with Clause 4.5) shall renew automatically from the day following the end of the Initial Term Period for fixed periods of 12 months (each such 12 month period being a "Renewal Period"). 5.2 The Customer may terminate (cancel) this Agreement: 5.2.1 within 14 days from the Commencement Date during the Initial Period subject to the payment of any Fees which RAC may render on a Pay On Use basis for any Services used in the Initial Period; and 5.2.2 within 14 days from the Commencement of a Renewal Period subject to the payment of any Fees which RAC may render on a Pay On Use basis for any Services used in the Renewal Period. 5.3 The terms and conditions set out in this Agreement shall continue thereafter until terminated apply to any Renewal Period except to the extent as may be varied by either party RAC in writing prior to a Renewal Period. 5.4 Either Party shall be entitled forthwith to terminate this Agreement by giving written notice to the other party [●] months' notice given in writing to expire on or at if: 5.4.1 that other Party commits any time after the Initial Term. 22.2. This agreement will terminate upon the expiry, earlier revocation or other termination of either party's licence without there being a replacement or other licence to that party to run that party's System. 22.3. If either party ceases to be an Annex II Public Operator:- 22.3.1. the party so ceasing may terminate the agreement by not less than three months' advance written notice; or 22.3.2. the other party may terminate the agreement immediately by written notice. 22.4. The operation of this agreement and all interconnections and/or services or any part material breach of any of them provided under or pursuant to the provisions of this agreement may be suspended on 30 days' notice by either party Agreement and in the event that and for so long as case of a breach capable of remedy (a breach shall be considered capable of remedy if the other party will be Party in breach can comply with the provisions in question in all material breach of this agreement (including non- payment of any sums due thereunder) and will have failed respects), fails to remedy such the breach within 30 thirty (30) days after the receipt of a written notice specifying the breach and requiring it to be remedied PROVIDED THAT in case of emergency (including in particular but without limitationremedied; 5.4.2 that other Party becomes insolvent, in circumstances where has a material breach of this agreement by receiver appointed over the Operator may result in damage to whole or may impair the operation of the VFAT Operator System) such suspension may be implemented without prior notice but in any event, such suspension will only apply to such of the services provided under this agreement as are affected by the emergency. 22.5. This agreement may be terminated immediately by either party: 22.5.1. upon the expiration of [●] months' written notice given by either party to the other at any time following the suspension in accordance with and pursuant to clause 22.4 provided that the other remains in material breach of this Agreement upon such expiry; or 22.5.2. upon the expiration of three months' written notice by the VFAT Operator in respect of [consistent] breaches of the payment provisions set out in clause 7.6 above corresponding to unpaid services for at least 3 consecutive months; or 22.5.3. if either party is prevented from performing all or a substantial part of its obligations under this agreement as a result of assets, enters into any compound with its creditors or has an event of force majeure for a period exceeding 60 days for a reason mentioned in clause 14.1; or 22.5.4. by notice in writing to the other if the other ceases to trade order made or a resolution or petition passed for it to wind be wound up the (other party is passed or presented (otherwise than for the purposes or purpose of a bona fide solvent reconstruction or amalgamation), or a receiver of ; 5.4.3 anything analogous to any of the other party's assets or undertaking is appointed or if foregoing under the other party becomes unable to pay its debts within the meaning law of any relevant insolvency legislation jurisdiction occurs in relation to that other Party; or 5.4.4 that other Party ceases, or other circumstances arise which entitle the court or a creditor threatens to appoint a receiver or administrator or cease, to make a winding-up order in respect of the other partycarry on business. 22.6. Upon 5.5 If a force majeure event as set out in Clause 11 prevails for a continuous period in excess of twenty eight (28) days, the termination or expiry Party not claiming force majeure shall be entitled to terminate this Agreement forthwith by written notice. 5.6 Any waiver by either Party of a breach of any provision of this agreement each party will Agreement shall not be entitled after reasonable prior notice in writing to the other party to enter the premises of the other party for the purposes of carrying out any necessary disconnection works and repossessing any plant, equipment or apparatus belonging to the party or a third party installed by or for that party provided that the party seeking to enter the premises will give the other reasonable notice requesting that the other party carry out disconnection and return any such plant equipment and apparatus and will only enter the premises if that other party will have failed to do so. The party on whose premises such equipment or apparatus was installed will compensate the other for any such plant equipment apparatus or things belonging to the other or such third party which are not delivered up in good condition (fair wear and tear excepted) and the party carrying out such disconnection works will indemnify the other in respect of any damage thereby caused to the premises fixtures and fittings of such party. Neither party will be responsible for any damage to plant equipment or apparatus belonging to the other or such third party which has been caused by any failure by the other or such third party to perform necessary and timely maintenance. 22.7. Termination or expiry of this agreement will not: 22.7.1. operate considered as a waiver of any subsequent breach by a party of any of the same or any other of its provisions. 5.7 The provisions of this agreement clauses 1, 4, 5, 7, 10, 12, 13, 15 and will be without prejudice to 17 shall survive any rights, liabilities or obligations of either party which have accrued up to the date of such termination or expiry; or 22.7.2. affect the coming into force or the continuation in force of any provision expiration of this agreement which is expressly or by implication intended to come into force on or after such termination or expiryAgreement.