Consequence of Suspension. 46.1 During the suspension of any Service under clause 45.1, the Provider shall not be entitled to receive any Funding for the suspended Service except in respect of:
(a) all or part of the suspended Service the delivery of which took place before the date on which the relevant suspension took effect in accordance with clause 45.1(a); and/or
(b) all or part of the suspended Service which the Provider continues to deliver during the period of suspension in accordance with the notice served under clause 45.1(a).
46.2 Unless suspension occurs as a result of an Event of Force Majeure, the Provider shall indemnify HEE in respect of any Losses reasonably incurred by them in respect of a suspension (including for the avoidance of doubt Losses incurred in commissioning the suspended Service from an alternative provider).
46.3 The Parties must use all reasonable endeavours to minimise any inconvenience to Learners as a result of the suspension of the Service.
46.4 While any Service is suspended XXX must use reasonable efforts to ensure that no further Learners are referred to the Provider for that Service.
46.5 While any Service is suspended the Provider must:
(a) not accept any further referrals of Learners for that Service;
(b) at its own cost co-operate fully with HEE and any interim or successor provider of that Service in order to ensure continuity and smooth transfer of the suspended Service and to avoid any inconvenience to Learners, or to or risk to the health and safety of Service Users, including:
(i) promptly providing all reasonable assistance and all information necessary to effect an orderly assumption of that Service by any interim or successor provider; and
(ii) delivering to HEE all materials, papers, documents and operating manuals owned by XXX and used by the Provider in the provision of that Service.
46.6 As part of its compliance with clause 46.5 the Provider may be required by XXX to agree a transition plan with XXX and any interim or successor provider.
Consequence of Suspension. 21.1.1 After the expiry of 3 days’ notice of suspension and Customer fails or refuse the settlement payment, ALC-TECH shall have the right to terminate Customer service without further notice;
21.1.2 All licenses granted to Customer in relative to this Service or any other Services procured shall be terminated on the date of suspension takes effect;
21.1.3 In the event suspension due to arrears of payment, such suspension will be lifted and Service shall be re-activated upon receiving of payment due, however, for all licenses terminated according to para 21.1.2, a reinstatement licensing fee for re-setup or installation of such licenses will be imposed on Customer (ALC-TECH will notify Customer on the re-instatement fee rate). ALC-TECH’s right to effect a suspension under this Clause is independent of ALC-TECH’s right to terminate this Agreement.
