Suspension and Termination Clause Samples

The Suspension and Termination clause defines the conditions under which one or both parties may temporarily halt or permanently end their obligations under an agreement. Typically, this clause outlines specific events or breaches—such as non-payment, insolvency, or failure to perform—that can trigger suspension or termination, and may detail the required notice periods and procedures to be followed. Its core practical function is to provide a clear framework for ending or pausing the contractual relationship, thereby managing risk and ensuring both parties understand their rights and responsibilities if the agreement cannot continue as planned.
POPULAR SAMPLE Copied 13 times
Suspension and Termination. 10.1 Either party may suspend the performance of its obligations under the Agreement in the event that the other party: (a) is unable to pay its debts and is becoming insolvent; (c) ceases or threatens to cease to carry on business in the ordinary course; (d) breaches a material obligation under the Agreement, which cannot be remedied or otherwise is not remedied within 14 days of the date of written notice of notifying party. 10.2 Versuni may terminate this Agreement for convenience by giving seven days prior written notice to Supplier. 10.3 Upon termination, Supplier shall be entitled to reimbursement of its reasonable and non-recoverable costs incurred directly in relation to providing the Goods/Services prior to termination. Supplier shall aim to minimize such costs. Supplier shall refund Versuni for fees related to the period or termination. Termination shall not affect rights of either party accrued prior to termination.
Suspension and Termination. Schedule 6 shall have effect.
Suspension and Termination. If the coal sold hereunder fails to meet one (1) or more of the Guaranteed Monthly Weighted Averages set forth in §6.1 for any two (2) months in a six (6) month period, or if five (5) barge shipments in a thirty (30) day period are rejectable by Buyer, or two (2) rail shipments are rejectable in any thirty (30) day period by Buyer, then Buyer may upon notice confirmed in writing and sent to Seller by certified mail, suspend future shipments except shipments already loaded into barges, and/or railcars. Seller shall, within ten (10) days, provide Buyer with reasonable assurances that subsequent monthly deliveries of coal shall meet or exceed the Guaranteed Monthly Weighted Averages set forth in §6.1 and that the source will exceed the rejection limits set forth in §6.1. If Seller fails to provide such assurances within said ten (l0) day period, Buyer may terminate this Agreement by giving written notice of such termination at the end of the ten (10) day period. A waiver of this right for any one (1) period by Buyer shall not constitute a waiver for subsequent periods. If Seller after providing such assurances to Buyer’s reasonable satisfaction, shipments hereunder shall resume and any tonnage deficiencies resulting from suspension may be made up at Buyer’s sole option. If Buyer elects to not make up the shipments, the Base Quantity shall be reduced to reflect the tonnage deficiency resulting from suspension. Buyer shall not unreasonably withhold its acceptance of Seller’s assurances, or delay the resumption of shipment. If Seller, after such assurances, fails to meet any of the Guaranteed Monthly Weighted Averages for any one (1) month within the next six (6) months or if three (3) barge shipments or if one (1) rail shipment are rejectable within any thirty (30) day period during such six (6) month period, then Buyer may terminate this Agreement and exercise all its other rights and remedies under applicable law and in equity for Seller’s breach.
Suspension and Termination. (1) Without prejudice to its other rights, Alaris may terminate the Contract or in the event that (i) Customer fails to pay any sums due under the Contract (ii) Customer breaches any terms of the Contract (iii) Customer is unable to pay its debts as they fall due, passes a resolution for winding up (other than for the purposes of a solvent amalgamation or reconstruction) or if a court of competent jurisdiction makes an order to that effect, enter into a receivership or liquidation or otherwise ceases to carry on business or an analogous event occurs to Customer in any jurisdiction (iv) an event pursuant to Section 19.2 or pursuant to Section 20.6 where such event has persisted for more than 14 days.
Suspension and Termination. 9.1 To the extent permitted by law, we may at any time suspend performance of your obligations under this agreement by giving you notice. When you receive a notice of suspension from us you must suspend performance of the relevant obligations until such time as we direct you to resume performance of those obligations by notice in writing. Where the suspension of your obligations by us under this clause is not as a result of: (a) any default or action by you; or (b) an event or circumstance which is beyond the control and without the fault or negligence of us and which by the exercise of reasonable diligence we are unable to prevent (excluding any shortage of labour or materials), but is a result of the acts or omissions of us or our personnel, and continues for a cumulative period of 7 days, we will reimburse you within a reasonable time of receipt by us of a detailed breakdown of your claim for the direct, verifiable and reasonable costs incurred by you as a consequence of the suspension. 9.2 A party may immediately terminate this agreement by notice in writing to the other party if the other party: (a) breaches any term under this agreement and such breach is not able to be remedied; (b) breaches any term under this agreement and such breach is not remedied within 14 days of notice being given to the party to remedy the breach; (c) breaches any law relating to the supply of the goods or services; (d) becomes insolvent; or (e) is convicted of a criminal offence. 9.3 In addition to any other rights of termination available to us, we may terminate this agreement by giving 14 days’ notice to you, in which case (subject to our other rights under this agreement) we must reimburse you for all verifiable: (a) work in progress; (b) goods or services supplied or completed; and (c) expenses incurred up to the date of the notice of termination, which are incurred in compliance with this agreement, and which cannot be reversed or mitigated by you applying best efforts. 9.4 In addition to clauses 9.2 and 9.3 we may terminate this agreement with immediate effect by notice in writing to you if any information supplied by you relating to the purchase order, your details or any other material fact, is materially incorrect. 9.5 If this agreement is terminated pursuant to clauses 9.2, 9.3 or 9.4, you must cease the supply of the goods or services the subject of the purchase order and you must deliver all goods or services in progress or completed as we may request. 9.6 Unle...
Suspension and Termination. Your use of the Platform and the SFDC Service may be immediately terminated and/or suspended upon notice due to (a) a breach of the terms of this SFDC Service Agreement by You or any User, (b) the termination or expiration of Reseller’s agreement with SFDC pursuant to which Reseller is providing the Platform as part of the Reseller Application to You, and/or (c) a breach by Reseller of its obligations to SFDC with respect to the subscriptions it is providing to You in connection with this SFDC Service Agreement. If You use the Reseller Application in combination with a SFDC Service Org other than the Org provisioned solely for use with the Reseller Application (a “Shared org”) You acknowledge and understand that (i) access to such Org, including the Reseller Application used in connection with such Org, may be suspended due to Your non-payment to SFDC or other breach of Your Agreement with SFDC, and (ii) in the event Your relationship with SFDC is terminated as a result of non-payment or other material breach of Your agreement with SFDC, Your Platform subscriptions would also be terminated. In no case will any such termination or suspension give rise to any liability of SFDC to You for a refund or other compensation.
Suspension and Termination a) Each Party may, so long as the events listed in Paragraphs i through viii below continues, at its sole discretion and in addition to any other legal remedies it may have, forthwith upon giving notice to the other Party either suspend Deliveries of the Oil or terminate the Agreement if: i) as applicable to Seller, Buyer for any reason whatsoever fails to make any payment due to Seller under the Agreement by due date; or ii) the other Party is in substantial or material breach of its obligations under the Agreement; or iii) as applicable to the other Party, Buyer fails to take Delivery, or Seller fails to make Delivery, of the Oil in accordance with the provisions of the Agreement and such failure is not excused by any other provision of the Agreement; or iv) a petition is filed with a court having jurisdiction or an order is made or an effective resolution is passed for the dissolution, liquidation or winding up of the other Party or its parent company; or v) there is a more than fifty one percent (51%) change in the direct or indirectly ownership of the other Party; or vi) the other Party or its parent company becomes insolvent or is adjudged bankrupt or makes an assignment for the benefit of its creditors or does not pay, or is in Buyer’s or Seller’s, as applicable, reasonable opinion expected to be unable or unwilling to pay, its debts as they become due; or vii) a receiver is appointed or an encumbrancer takes possession of the whole or a significant part of the assets or undertaking of the other Party or its parent company; or viii) the other Party or its parent company ceases or threatens to cease to carry on its business or a major part thereof or a distress, execution or other process is levied or enforced or sued out upon or against any significant part of the property of the other Party or its parent company and is not Delivered within fourteen (14) Days. b) If pursuant to the provisions of this Clause, a Party withholds, reduces or suspends deliveries or receipts of the Oil, then such Party shall be under no obligation to make up any quantity of the Oil which would have been delivered or received but for such withholding, reduction or suspension. c) Any termination of the Agreement shall be without prejudice to the rights and obligations of each Party that have accrued as of the date of termination. d) The Parties agree that if at any time during the term of the Agreement, any laws or regulations are changed or new laws or regulations have bec...
Suspension and Termination. Should Merchant, at any time, fail to agree or comply with this Addendum, Bank shall have the right to immediately and without prior notice suspend and/or terminate CNP Transactions and/or the Agreement.
Suspension and Termination. DISTRICT may, by written notice, direct OCCUPANT to suspend its use of the FACILITY for such period of time as may be determined by DISTRICT to be necessary or desirable. Upon receipt of such termination notice, OCCUPANT shall immediately discontinue use of the FACILITY under this Agreement. Payment for use already completed or in process at the time of the notice of termination is received shall be adjusted between DISTRICT and OCCUPANT in a fair and reasonable manner, but shall exclude any allowance for unperformed use or anticipated profits thereon.
Suspension and Termination. 11.1 GBG may suspend all or part of the Service immediately and without notice in the event that the Client breaches or GBG acting reasonably suspects that the Client has committed a material breach of any term of this Agreement. 11.2 Either Party may terminate this Agreement by giving at least 90 days' prior written notice to the other of such termination to take effect on the expiry of the Initial Period [or on the expiry of a Renewal Period]. 11.3 Either Party may terminate this Agreement (or, if GBG wish, part of it) on immediate notice in writing to the other if any of the following applies: (a) the other Party commits a material or persistent breach of this Agreement, which is capable of remedy, and it fails to remedy the breach within 10 Business Days of a written notice to do so. A breach shall be capable of remedy if the Party in breach can comply with the provision in question in all respects other than as to the time of performance; (b) the other Party commits a material or persistent breach of this Agreement which cannot be remedied; (c) any meeting of creditors of the other Party is held or any arrangement or composition with or for the benefit of its creditors (including any voluntary arrangement as defined in the Insolvency Act 1986) is proposed or entered into by or in relation to the other Party (other than for the purpose of a bona fide solvent re- construction, re-organisation or amalgamation); (d) the other Party ceases or threatens to cease carrying on business or is or becomes unable to pay its debts within the meaning of Section 123 of the Insolvency ▇▇▇ ▇▇▇▇; (e) a nominee, supervisor, receiver, administrator, administrative receiver or liquidator is appointed in respect of the other Party or any encumbrancer takes possession of, or any distress, lien, execution or other process is levied or enforced (and is not discharged within seven days) upon, the assets of the other Party; (f) an order is made for the bankruptcy or winding-up of the other Party or a resolution for its winding up is passed; (g) a notice of intention to appoint an administrator is filed with the court or served on any creditor of the other Party; (h) an application for an administration order is issued at court in respect of the other Party; (i) a meeting is convened for the purpose of considering a resolution for the winding up of the other Party or the making of an application for an administration order or the dissolution of the other Party; or (j) any event a...