Common use of Rights and Obligations on Termination or Expiration Clause in Contracts

Rights and Obligations on Termination or Expiration. 12.3.1 Except as provided below termination or expiration of this Agreement shall not release either party from the obligation to make payment of all amounts then or thereafter due and payable. RESELLER shall be released from the minimum commitment obligation to FAST as specified in Section 7.3 if i) this Agreement is termination by RESELLER for cause pursuant to Section 12.2.1 or ii) this Agreement is terminated by FAST upon 90-days written notice pursuant to Section 12.2.2. 12.3.2 Upon termination or expiration of this Agreement, RESELLER shall: (1) immediately return to FAST or destroy (i) all media containing the Products; (ii) all originals and copies of the Products, manuals, Documentation, product literature, fee schedules, and other written materials provided by FAST; or (iii) all Confidential Information and other property of FAST, provided that such materials or information are in RESELLER’s possession or under its control; (2) immediately discontinue holding itself out as a distributor of the Products, shall destroy all advertising and promotional materials in its possession or control bearing any Trademarks, and shall remove all signs bearing Trademarks or otherwise identifying RESELLER as a representative of FAST; and (3) deliver to FAST a document executed on behalf of RESELLER certifying RESELLER’s compliance with this Section. 12.3.3 Termination or expiration of this Agreement does not affect any sublicenses granted by RESELLER to Customers in accordance with this Agreement. However, in the event of such termination or expiration, FAST shall have the option of assuming first tier support for all then-current Customers, and RESELLER shall in such event refund to FAST a prorata share of all maintenance and support fees collected from such Customers, based on the time remaining in such Customers’ then-current maintenance and support term.