COMMENCEMENT, TERM AND TERMINATION. 2.1 The term of this Agreement shall commence on the Effective Date and shall remain in effect until terminated in accordance with this clause 2. 2.2 The Services Recipient may terminate this Agreement at any time by written notice to the Services Provider, such notice to take effect in accordance with the following terms: 2.2.1 if the Services Provider commits a material breach of this Agreement and fails to remedy such breach within 30 days of receiving written notice to do so from the Services Recipient; 2.2.2 if there occurs an Insolvency Event in respect of the Services Provider; 2.2.3 upon 90 days written notice, provided that the Services Recipient shall (i) pay to the Services Provider an amount equal to the costs incurred by the Services Provider as a result of such termination, including, without limitation, any severance or cancellation fees and (ii) still be obliged to pay to the Service Provider such proportion of Charges as may be payable by the Services Recipient for such Services (based upon its usage of such Services) as may be provided by the Services Provider’s Affiliates and/or Third Parties where: (a) the Services Provider has a reasonable period from receipt of the above notice from the Services Recipient, to take reasonable steps to give notice to terminate relevant agreements and arrangements which govern the provision of Services by the Affiliate or Third Parties to whom the Services Provider has delegated any or all provision of Services in accordance with clause 3.3; and (b) the Services Provider is bound under such agreements and arrangements with Affiliates and/or Third Parties to continue to pay for provision of Services for a longer period than the expiry of the notice period in this clause 2.2.3; and such agreements and arrangements have not yet terminated (c) and for the avoidance of doubt the provisions in this clause 2.2.3 shall also apply to the termination of provision of any specific Services by the Services Recipient as specified in clause 2.3. 2.3 The Services Recipient may terminate the provision of any specific Service upon 90 days written notice (or such shorter period as the parties may agree) to the Services Provider but subject to the provisions of clause 2.2.3. Further, if the provision of any Service or Services is terminated pursuant to this clause 2.3, the level of Charges provided for in respect of the Service or Services in question shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services. The Services Provider’s obligations to provide the remaining Services shall continue in force. 2.4 Subject to clause 5A, the Services Provider may terminate this Agreement at any time by written notice to the Services Recipient such notice to take effect in accordance with the following terms: 2.4.1 if the Services Recipient commits a material breach of this Agreement and fails to remedy such breach within 90 days of receiving written notice to do so from the Services Provider; or 2.4.2 if there is any failure by the Services Recipient to pay an amount (which is not a disputed amount) 60 days after it has become due and payable; or 2.4.3 by 365 days notice in writing to the Services Recipient. 2.5 Subject to clause 5A.5, the Services Provider may only terminate the provision of any specific Service upon 365 days notice by written notice to the Services Recipient (or such shorter period as the parties may agree). If the provision of any Service or Services is terminated pursuant to this clause 2.5, the level of Charges in respect of the Service or Services in question by reference to Schedule 3 shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services (subject to the provisions of clause 2.2 in relation to Third Parties and Affiliates). The Services Provider’s obligations to provide the remaining Services shall continue in force.
Appears in 2 contracts
Samples: Administrative Services Agreement (BGC Partners, Inc.), Administrative Services Agreement (BGC Partners, Inc.)
COMMENCEMENT, TERM AND TERMINATION. 2.1 4.1 The term of this Agreement shall commence on the Effective Date and the Agreement shall remain in effect until terminated in accordance with this clause 24.
2.2 The Services Recipient 4.2 TBIS may terminate this Agreement at any time by written notice to the Services ProvidereSpeed, such notice to take effect in accordance with the following terms:
2.2.1 4.2.1 if the Services Provider eSpeed commits a material breach of this Agreement and fails to remedy such breach within 30 days of receiving written notice to do so from the Services RecipientTBIS;
2.2.2 4.2.2 if there occurs an Insolvency Event in respect of the Services ProvidereSpeed;
2.2.3 4.2.3 upon 90 days written notice, provided that the Services Recipient TBIS shall (i) pay to the Services Provider eSpeed an amount equal to the costs incurred by the Services Provider eSpeed as a result of such termination, including, without limitation, any severance or cancellation fees and (ii) still be obliged to pay to the Service Provider eSpeed such proportion of Charges as may be payable by the Services Recipient TBIS for such Services (based Based upon its usage of such Services) as may be provided by the Services ProvidereSpeed’s Affiliates and/or Third Parties where:
(a) the Services Provider eSpeed has a reasonable period from receipt of the above notice from the Services RecipientTBIS, to take reasonable steps to give notice to terminate relevant agreements and arrangements which govern the provision of Services by the Affiliate or Third Parties to whom the Services Provider eSpeed has delegated any or all provision of Services in accordance with clause 3.32.3; and
(b) the Services Provider eSpeed is bound under such agreements and arrangements with Affiliates and/or Third Parties to continue to pay for provision of Services for a longer period than the expiry of the notice period in this clause 2.2.34.2.3; and such agreements and arrangements have not yet terminated (c) and for the avoidance of doubt the provisions in this clause 2.2.3 4.2.3 shall also apply to the termination of provision of any specific Services by the Services Recipient TBIS as specified in clause 2.34.3.
2.3 The Services Recipient 4.3 TBIS may terminate the provision of any specific Service upon 90 days written notice (or such shorter period as the parties may agree) to the Services Provider eSpeed but subject to the provisions of clause 2.2.34.2.3. Further, if the provision of any Service or Services is terminated pursuant to this clause 2.34.3, the level of Charges provided for in respect of the Service or Services in question shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider eSpeed of supplying that Service or those Services. The Services ProvidereSpeed’s obligations to provide the remaining Services shall continue in force.
2.4 4.4 Subject to clause 5A8, the Services Provider eSpeed may terminate this Agreement at any time by written notice to the Services Recipient TBIS such notice to take effect in accordance with the following terms:
2.4.1 4.4.1 if the Services Recipient TBIS commits a material breach of this Agreement and fails to remedy such breach within 90 days of receiving written notice to do so from the Services ProvidereSpeed; or
2.4.2 4.4.2 if there is any failure by the Services Recipient TBIS or Firms to pay an amount (which is not a disputed amount) 60 days after it has become due and payable; or
2.4.3 4.4.3 by 365 days notice in writing to the Services RecipientTBIS.
2.5 4.5 Subject to clause 5A.58.5, the Services Provider eSpeed may only terminate the provision of any specific Service upon 365 days notice by written notice to the Services Recipient TBIS (or such shorter period as the parties may agree). If the provision of any Service or Services is terminated pursuant to this clause 2.54.5, the level of Charges in respect of the Service or Services in question by reference to Schedule 3 shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider eSpeed of supplying that Service or those Services (subject to the provisions of clause 2.2 in relation to Third Parties and Affiliates)Services. The Services ProvidereSpeed’s obligations to provide the remaining Services shall continue in force.
Appears in 2 contracts
Samples: Administrative Services Agreement (BGC Partners, Inc.), Administrative Services Agreement (BGC Partners, Inc.)
COMMENCEMENT, TERM AND TERMINATION. 2.1 4.1 The term of this Agreement shall commence on the Effective Date and the Agreement shall remain in effect until terminated in accordance with this clause 24.
2.2 The Services Recipient 4.2 TBIS may terminate this Agreement at any time by written notice to the Services ProviderBGCI, such notice to take effect in accordance with the following terms:
2.2.1 4.2.1 if the Services Provider BGCI commits a material breach of this Agreement and fails to remedy such breach within 30 days of receiving written notice to do so from the Services RecipientTBIS;
2.2.2 4.2.2 if there occurs an Insolvency Event in respect of the Services ProviderBGCI;
2.2.3 4.2.3 upon 90 days written notice, provided that the Services Recipient TBIS shall (i) pay to the Services Provider BGCI an amount equal to the costs incurred by the Services Provider BGCI as a result of such termination, including, without limitation, any severance or cancellation fees and (ii) still be obliged to pay to the Service Provider BGCI such proportion of Charges as may be payable by the Services Recipient TBIS for such Services (based Based upon its usage of such Services) as may be provided by the Services ProviderBGCI’s Affiliates and/or Third Parties where:
(a) the Services Provider BGCI has a reasonable period from receipt of the above notice from the Services RecipientTBIS, to take reasonable steps to give notice to terminate relevant agreements and arrangements which govern the provision of Services by the Affiliate or Third Parties to whom the Services Provider BGCI has delegated any or all provision of Services in accordance with clause 3.32.3; and
(b) the Services Provider BGCI is bound under such agreements and arrangements with Affiliates and/or Third Parties to continue to pay for provision of Services for a longer period than the expiry of the notice period in this clause 2.2.34.2.3; and such agreements and arrangements have not yet terminated (c) and for the avoidance of doubt the provisions in this clause 2.2.3 4.2.3 shall also apply to the termination of provision of any specific Services by the Services Recipient TBIS as specified in clause 2.34.3.
2.3 The Services Recipient 4.3 TBIS may terminate the provision of any specific Service upon 90 days written notice (or such shorter period as the parties may agree) to the Services Provider BGCI but subject to the provisions of clause 2.2.34.2.3. Further, if the provision of any Service or Services is terminated pursuant to this clause 2.34.3, the level of Charges provided for in respect of the Service or Services in question shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider BGCI of supplying that Service or those Services. The Services ProviderBGCI’s obligations to provide the remaining Services shall continue in force.
2.4 4.4 Subject to clause 5A8, the Services Provider BGCI may terminate this Agreement at any time by written notice to the Services Recipient TBIS such notice to take effect in accordance with the following terms:
2.4.1 4.4.1 if the Services Recipient TBIS commits a material breach of this Agreement and fails to remedy such breach within 90 days of receiving written notice to do so from the Services ProviderBGCI; or
2.4.2 4.4.2 if there is any failure by the Services Recipient TBIS or Firms to pay an amount (which is not a disputed amount) 60 days after it has become due and payable; or
2.4.3 4.4.3 by 365 days notice in writing to the Services RecipientTBIS.
2.5 4.5 Subject to clause 5A.58.5, the Services Provider BGCI may only terminate the provision of any specific Service upon 365 days notice by written notice to the Services Recipient TBIS (or such shorter period as the parties may agree). If the provision of any Service or Services is terminated pursuant to this clause 2.54.5, the level of Charges in respect of the Service or Services in question by reference to Schedule 3 shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider BGCI of supplying that Service or those Services (subject to the provisions of clause 2.2 in relation to Third Parties and Affiliates)Services. The Services ProviderBGCI’s obligations to provide the remaining Services shall continue in force.
Appears in 1 contract
Samples: Administrative Services Agreement (BGC Partners, Inc.)
COMMENCEMENT, TERM AND TERMINATION. 2.1 The term of this Agreement shall commence on the Effective Date and shall remain in effect until terminated in accordance with this clause 2.
2.2 The Services Recipient may terminate this Agreement at any time by written notice to the Services Provider, such notice to take effect in accordance with the following terms:
2.2.1 if the Services Provider commits a material breach of this Agreement and fails to remedy such breach within 30 ___ days of receiving written notice to do so from the Services Recipient;
2.2.2 if there occurs an Insolvency Event in respect of the Services Provider;
2.2.3 upon 90 ___ days written notice, provided that the Services Recipient shall (i) pay to the Services Provider an amount equal to the costs incurred by the Services Provider as a result of such termination, including, without limitation, any severance or cancellation fees and (ii) still be obliged to pay to the Service Services Provider such proportion of Charges as may be payable by the Services Recipient for such Services (based upon its usage of such Services) as may be provided by the Services Provider’s Affiliates and/or Third Parties where:
(a) the Services Provider has a reasonable period from receipt of the above notice from the Services Recipient, to take reasonable steps to give notice to terminate relevant agreements and arrangements which govern the provision of Services by the Affiliate or Third Parties to whom the Services Provider has delegated any or all provision of Services in accordance with clause 3.3; and
(b) the Services Provider is bound under such agreements and arrangements with Affiliates and/or Third Parties to continue to pay for provision of Services for a longer period than the expiry of the notice period in this clause 2.2.3; and such agreements and arrangements have not yet terminated terminated
(c) and for the avoidance of doubt the provisions in this clause 2.2.3 shall also apply to the termination of provision of any specific Services by the Services Recipient as specified in clause 2.3.
2.3 The Services Recipient may terminate the provision of any specific Service upon 90 ______days written notice (or such shorter period as the parties may agreeagree in writing) to the Services Provider but subject to the provisions of clause 2.2.3. Further, if the provision of any Service or Services is terminated pursuant to this clause 2.3, the level of Charges provided for in respect of the Service or Services in question shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services. The Services Provider’s obligations to provide the remaining Services shall continue in force.
2.4 Subject to clause 5A7, the Services Provider may terminate this Agreement at any time by written notice to the Services Recipient such notice to take effect in accordance with the following terms:
2.4.1 if the Services Recipient commits a material breach of this Agreement and fails to remedy such breach within 90 ___ days of receiving written notice to do so from the Services Provider; or
2.4.2 if there is any failure by the Services Recipient to pay an amount (which is not a disputed amount) 60 days after it has become due and payable; or
2.4.3 by 365 days ___days’ notice in writing to the Services Recipient.
2.5 Subject to clause 5A.57, the Services Provider may only terminate the provision of any specific Service upon 365 days _____days’ notice by written notice to the Services Recipient (or such shorter period as the parties may agreeagree in writing). If the provision of any Service or Services is terminated pursuant to this clause 2.5, the level of Charges in respect of the Service or Services in question by reference to Schedule 3 shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services (subject to the provisions of clause 2.2 in relation to Third Parties and Affiliates). The Services Provider’s obligations to provide the remaining Services shall continue in force.
2.6 For the avoidance of doubt, provision of the services hereunder by the Services Provider to the Services Recipient shall include the provision of such Services to the Services Recipient or any overseas branch of the Services Recipient.
Appears in 1 contract
Samples: Administrative Services Agreement (BGC Partners, Inc.)
COMMENCEMENT, TERM AND TERMINATION. 2.1 The term of this Agreement shall commence on the Effective Date and shall remain in effect until terminated in accordance with this clause 2.
2.2 The Services Recipient may terminate this Agreement at any time by written notice to the Services Provider, such notice to take effect in accordance with the following terms:
2.2.1 if the Services Provider commits a material breach of this Agreement and fails to remedy such breach within 30 days of receiving written notice to do so from the Services Recipient;
2.2.2 if there occurs an Insolvency Event in respect of the Services Provider;
2.2.3 upon 90 days written notice, provided that the Services Recipient shall (i) pay to the Services Provider an amount equal to the costs incurred by the Services Provider as a result of such termination, including, without limitation, any severance or cancellation fees and (ii) still be obliged to pay to the Service Provider such proportion of Charges as may be payable by the Services Recipient for such Services (based upon its usage of such Services) as may be provided by the Services Provider’s Affiliates and/or Third Parties where:
(a) the Services Provider has a reasonable period from receipt of the above notice from the Services Recipient, to take reasonable steps to give notice to terminate relevant agreements and arrangements which govern the provision of Services by the Affiliate or Third Parties to whom the Services Provider has delegated any or all provision of Services in accordance with clause 3.3; and
(b) the Services Provider is bound under such agreements and arrangements with Affiliates and/or Third Parties to continue to pay for provision of Services for a longer period than the expiry of the notice period in this clause 2.2.3; and such agreements and arrangements have not yet terminated terminated
(c) and for the avoidance of doubt the provisions in this clause 2.2.3 shall also apply to the termination of provision of any specific Services by the Services Recipient as specified in clause 2.3.
2.3 The Services Recipient may terminate the provision of any specific Service upon 90 days written notice (or such shorter period as the parties may agree) to the Services Provider but subject to the provisions of clause 2.2.3. Further, if the provision of any Service or Services is terminated pursuant to this clause 2.3, the level of Charges provided for in respect of the Service or Services in question shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services. The Services Provider’s obligations to provide the remaining Services shall continue in force.
2.4 Subject to clause 5A, the Services Provider may terminate this Agreement at any time by written notice to the Services Recipient such notice to take effect in accordance with the following terms:
2.4.1 if the Services Recipient commits a material breach of this Agreement and fails to remedy such breach within 90 days of receiving written notice to do so from the Services Provider; or
2.4.2 if there is any failure by the Services Recipient to pay an amount (which is not a disputed amount) 60 days after it has become due and payable; or
2.4.3 by 365 days notice in writing to the Services Recipient.
2.5 Subject to clause 5A.5, the Services Provider may only terminate the provision of any specific Service upon 365 days notice by written notice to the Services Recipient (or such shorter period as the parties may agree). If the provision of any Service or Services is terminated pursuant to this clause 2.5, the level of Charges in respect of the Service or Services in question by reference to Schedule 3 shall be reduced by an amount to be agreed between the parties within 30 days of the termination of the Service(s), or in the absence of agreement, the cost to the Services Provider of supplying that Service or those Services (subject to the provisions of clause 2.2 in relation to Third Parties and Affiliates). The Services Provider’s obligations to provide the remaining Services shall continue in force.
Appears in 1 contract
Samples: Administrative Services Agreement (BGC Partners, Inc.)