Common use of Term Termination and Survival Clause in Contracts

Term Termination and Survival. 8.1 This Agreement shall commence as of the Effective Date set forth in the Agreement and shall continue thereafter until the expiration Initial Services Term and/or any Renewal Terms described in the Agreement (giving effect to any extensions or renewals contemplated thereby, the "Term") or as otherwise described on Exhibit B, unless sooner terminated pursuant to Section 8.2. 8.2 Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party; provided that Service Provider may terminate this‌ Agreement before the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: and such failure continues for five days following the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to cure such breach within 30 days of receiving written notice thereof from Customer. 8.3 The rights and obligations of the parties set forth in this Section 8.3 and any right or obligation of the parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.‌

Term Termination and Survival. 8.1 This Agreement shall commence as of the Effective Date set forth in the Agreement and shall continue thereafter until the expiration Initial completion of the Services Term and/or any Renewal Terms described in the Agreement (giving effect to any extensions or renewals contemplated thereby, the "Term") or as otherwise described on Exhibit Bunder all Statements of Work, unless sooner terminated pursuant to Section 8.2. 8.2 or Section 8.3. Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party (the "Defaulting Party; provided that ") if the Defaulting Party: Materially breaches this Agreement, and such breach is incapable of cure, or with respect to a material breach capable of cure, the Defaulting Party does not cure such breach within 30 days after receipt of written notice of such breach. Becomes insolvent or admits its inability to pay its debts generally as they become due. Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law. Is dissolved or liquidated or takes any corporate action for such purpose. Makes a general assignment for the benefit of creditors. Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business. Notwithstanding anything to the contrary in Section 8.2(a), Interior Design Service Provider may terminate this‌ this Agreement before the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: (a) and such failure continues for five [NUMBER] days following the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration after Customer's receipt of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to cure such breach within 30 days of receiving written notice thereof from Customer. 8.3 of nonpayment; or (b) more than [NUMBER] time[s] in any [NUMBER] month period; The rights and obligations of the parties set forth in this Section 8.3 8.4 and any right or obligation of the parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, including, but not limited to Section 7, will survive any such termination or expiration of this Agreement. Most items, including, but not limited to, furniture and with respect to Confidential Information that constitutes a trade secret under applicable lawother design elements cannot be returned or canceled once purchased. Design and other fees are non-refundable once earned. Limitation of Liability. IN NO EVENT SHALL INTERIOR DESIGN SERVICE PROVIDER BE LIABLE TO CUSTOMER OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement untilREVENUE, if everOR PROFIT, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.‌OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT INTERIOR DESIGN SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL INTERIOR DESIGN SERVICE PROVIDER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO INTERIOR DESIGN SERVICE PROVIDER PURSUANT TO THIS AGREEMENT.

Term Termination and Survival. 8.1 11.1 This Agreement shall commence as of the Effective Date set forth in the Agreement and shall will continue thereafter (unless earlier terminated in accordance herewith) until the expiration Initial Services Term and/or any Renewal Terms described in the Agreement (giving effect to any extensions or renewals contemplated therebyMarch 4, the "Term") or as otherwise described on Exhibit B2020, and will continue thereafter for successive one year terms, unless sooner terminated pursuant to Section 8.2either party provides written notice of non-renewals within at least 30 days of such renewal date (the “Term”). 8.2 11.2 Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party (the “Defaulting Party; provided that Service Provider may terminate this‌ Agreement before ”) if the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: Defaulting Party: (a) materially breaches this Agreement, and such failure continues for five days following breach is incapable of cure, or with respect to a material breach capable of cure, the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to Defaulting Party does not cure such breach within 30 days after receipt of receiving written notice thereof from Customerof such breach. 8.3 (b) Becomes insolvent or admits its inability to pay its debts generally as they become due. (c) Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven Business Days or is not dismissed or vacated within 45 Business Days after filing. (d) Is dissolved or liquidated or takes any corporate action for such purpose. (e) Makes a general assignment for the benefit of creditors. (f) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business. 11.3 The rights and obligations of the parties Parties set forth in this Section 8.3 11.3 and Section 7, and any right or obligation of the parties Parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.‌.

Term Termination and Survival. 8.1 6.1 This Agreement shall commence as of the Effective Date set forth in last date of signature of the Agreement initial Statement of Work and shall continue thereafter until the expiration Initial Services Term and/or any Renewal Terms described in the Agreement (giving effect to any extensions or renewals contemplated thereby, the "Term") or as otherwise described on Exhibit B, unless sooner terminated pursuant to Section 8.26.2 or Section 6.3. 8.2 6.2 Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party (the “Defaulting Party; provided that Service Provider ”) if the Defaulting Party:‌ (a) Materially breaches this Agreement, and such breach is incapable of cure, or with respect to a material breach capable of cure, the Defaulting Party does not cure such breach within 30 days after receipt of written notice of such breach.‌ (b) Becomes insolvent or admits its inability to pay its debts generally as they become due. (c) Becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within 7 business days or is not dismissed or vacated within 45 days after filing. (d) Is dissolved or liquidated or takes any corporate action for such purpose. (e) Makes a general assignment for the benefit of creditors. (f) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business. 6.3 Notwithstanding anything to the contrary in Section 6.2(a), CC3 may immediately terminate this‌ this Agreement before the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: and such failure continues for five days following the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to cure such breach within 30 days of receiving written notice thereof from Customer.hereunder.‌ 8.3 6.4 The rights and obligations of the parties Parties set forth in this Section 8.3 6.4, and any right or obligation of the parties Parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.‌Agreement.‌

Term Termination and Survival. 8.1 This Agreement shall commence as of the Effective Date set forth in the Agreement and shall continue thereafter until the expiration Initial Services Term and/or any Renewal Terms described in the Agreement above (giving effect to any extensions or renewals contemplated thereby, the "Term") or as otherwise described on Exhibit B, unless sooner terminated pursuant to Section 8.2. 8.2 Either Party may terminate this Agreement, effective upon at least 30 days' prior written notice to the other Party; provided that Service Provider may terminate this‌ this Agreement before the expiration date of the Term immediately on written notice if Customer fails to pay any amount when due hereunder: and such failure continues for five days following the due date thereof; provided, further, that, in the event that Customer terminates this Agreement prior to the expiration of the Term, all fees paid or payable by Customer in connection with the term shall be fully earned and non-refundable for any reason unless Service Provider has materially breached the terms of this Agreement and failed to cure such breach within 30 days of receiving written notice thereof from Customer. 8.3 The rights and obligations of the parties set forth in this Section 8.3 and any right or obligation of the parties in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in Section 7 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party's Group.‌Group.