Common use of Termination and Dissolution Clause in Contracts

Termination and Dissolution. 28.1 The client is entitled at all times to terminate the contract prematurely by means of a written notice to the supplier, provided this is accompanied by reasons. Immediately after receipt of the written notice, the supplier will cease activities in the implementation of the agreement. The client and the supplier will then consult with each other regarding the consequences of such termination. 28.2 The supplier is legally in default and the client is entitled to declare the agreement fully or partially dissolved without any notice of default or legal intervention being required, notwithstanding its right to compensation, in the following cases: a. if the supplier fails to meet one or more of its contractual obligations or fails to meet them promptly after being served notice of default; b. if the supplier petitions for bankruptcy or applies for a moratorium on payments, or is placed in receivership under a statutory provision; c. if the supplier is declared bankrupt or is granted a moratorium on payments or the client can reasonably expect that supplier will be in that situation on short notice. d. if one or more items of property of the supplier are placed under administration; e. if the supplier transfers all or part of its business or control over it, winds up its business or halts operations entirely or in part, or business operations are otherwise ceased; f. if a prejudgement or executory seizure is placed on all or some of the goods of the supplier. 28.3 Notwithstanding the provisions of the previous paragraph, the client is entitled to claim compensation in addition to the dissolution of the agreement. 28.4 If the client exercises the right referred to in the previous paragraphs, the supplier will be notified in writing of the dissolution of the agreement and the reasons for it. 28.5 In the case of (partial) dissolution, notwithstanding its rights to compensation for damage and costs the client is entitled at its discretion: a. to return the goods already delivered but no longer (to be) used to the supplier at the latter’s expense and to claim a refund of payments already made for these goods or to set them off against amounts due. The supplier will be obliged to refund immediately to the client the payments already made in respect of the agreement after deducting the value of the goods retained by the client; b. to refuse the goods still offered for delivery without incurring any (creditor’s) default as a consequence; c. to complete the implementation of the agreement itself or have it completed by a third party, after written notice if applicable, making use of the goods already delivered by the supplier and the materials and suchlike used by the supplier, whether or not for a reasonable payment to be agreed on afterwards.

Termination and Dissolution. 28.1 29.1 The client is entitled has the right to terminate the agreement prematurely at all times to terminate the contract prematurely by means of a written notice notification to the supplier, provided this is accompanied by done with a statement of reasons. Immediately The supplier will discontinue the implementation of the agreement immediately after receipt of the written notice, the supplier will cease activities in the implementation of the agreementnotification. The client and the supplier will then consult with each other regarding on the consequences of such a termination. 28.2 The 29.2 In the following cases, the supplier is legally in default and the client is entitled to declare the agreement fully or partially dissolved entitled, without any notice of default or legal judicial intervention being required, notwithstanding to terminate the agreement in whole or in part, without prejudice to its right to compensation, in the following cases: a. if the supplier fails to meet does not fulfil one or more of its contractual obligations or fails to meet them promptly after being served notice of defaultdefault or does not fulfil them on time; b. if the supplier petitions applies for bankruptcy or applies for a moratorium on suspension of payments, or is placed in receivership under administration pursuant to a statutory provision; c. if the supplier is declared bankrupt bankrupt, or is granted a moratorium on payments suspension of payment, or if the client can reasonably expect has good reasons to believe that supplier this will be take place in that situation on the short notice.term; d. if one or more items of property of the supplier supplier’s goods are placed under administration; e. if the supplier transfers all (a part of) its company or part of its business or the control over itit in whole or in part, winds up liquidates its business or halts operations entirely company in whole or in part, or if the business operations are otherwise ceaseddiscontinued; f. if a prejudgement the goods or executory seizure is placed on all or some part of the goods of the suppliersupplier are subject to a pre- judgement or executory attachment. 28.3 Notwithstanding 29.3 Without prejudice to the provisions of the previous paragraph, the client is entitled has the right to claim compensation in addition to the dissolution of the agreementdissolution. 28.4 29.4 If the client exercises makes use of the right referred to in the previous preceding paragraphs, the supplier will be notified in writing of the dissolution of the agreement and the reasons for itagreement. 28.5 29.5 In the case event of (partial) dissolution, notwithstanding the client has the right, without prejudice to its rights right to compensation for damage and costs the client is entitled costs, at its discretion: a. to return the goods already delivered but no longer not to be used (to beany longer) used to at the expense of the supplier at the latter’s expense and to claim a refund of reclaim or settle the payments already made for these goods or to set them off against amounts duegoods. The supplier will be is obliged to immediately refund immediately to the client the payments already made in respect of the agreement agreement, after deducting deduction of the value of the goods retained by the client; b. to refuse the any goods still offered for delivery delivery, without incurring any falling into (creditor’screditors) default as a consequenceresult; c. to complete the implementation of fulfil the agreement itself or have it completed done by a third party, possibly after a written notice if applicablenotification, making use of using the goods already delivered by the supplier and the materials and suchlike the like used by the supplier, whether or not for a reasonable payment fee to be agreed on afterwards.

Termination and Dissolution. 28.1 The client is entitled has the right to terminate the agreement prematurely at all times to terminate the contract prematurely by means of a written notice notification to the supplier, provided this is accompanied by done with a statement of reasons. Immediately The supplier will discontinue the implementation of the agreement immediately after receipt of the written notice, the supplier will cease activities in the implementation of the agreementnotification. The client and the supplier will then consult with each other regarding on the consequences of such a termination. 28.2 The In the following cases, the supplier is legally in default and the client is entitled to declare the agreement fully or partially dissolved entitled, without any notice of default or legal judicial intervention being required, notwithstanding to terminate the agreement in whole or in part, without prejudice to its right to compensation, in the following cases: a. if the supplier fails to meet does not fulfil one or more of its contractual obligations or fails to meet them promptly after being served notice of defaultdefault or does not fulfil them on time; b. if the supplier petitions applies for bankruptcy or applies for a moratorium on suspension of payments, or is placed in receivership under administration pursuant to a statutory provision; c. if the supplier is declared bankrupt bankrupt, or is granted a moratorium on payments suspension of payment, or if the client can reasonably expect has good reasons to believe that supplier this will be take place in that situation on the short notice.term; d. if one or more items of property of the supplier supplier's goods are placed under administration; e. if the supplier transfers all (a part of) its company or part of its business or the control over itit in whole or in part, winds up liquidates its business or halts operations entirely company in whole or in part, or if the business operations are otherwise ceaseddiscontinued; f. if a prejudgement the goods or executory seizure is placed on all or some part of the goods of the suppliersupplier are subject to a pre- judgement or executory attachment. 28.3 Notwithstanding Without prejudice to the provisions of the previous paragraph, the client is entitled has the right to claim compensation in addition to the dissolution of the agreementdissolution. 28.4 If the client exercises makes use of the right referred to in the previous preceding paragraphs, the supplier will be notified in writing of the dissolution of the agreement and the reasons for itagreement. 28.5 In the case event of (partial) dissolution, notwithstanding the client has the right, without prejudice to its rights right to compensation for damage and costs the client is entitled costs, at its discretion: a. to return the goods already delivered but no longer not to be used (to beany longer) used to at the expense of the supplier at the latter’s expense and to claim a refund of reclaim or settle the payments already made for these goods or to set them off against amounts duegoods. The supplier will be is obliged to immediately refund immediately to the client the payments already made in respect of the agreement agreement, after deducting deduction of the value of the goods retained by the client; b. to refuse the any goods still offered for delivery delivery, without incurring any falling into (creditor’screditors) default as a consequenceresult; c. to complete the implementation of fulfil the agreement itself or have it completed done by a third party, possibly after a written notice if applicablenotification, making use of using the goods already delivered by the supplier and the materials and suchlike the like used by the supplier, whether or not for a reasonable payment fee to be agreed on afterwards.