Common use of Termination and Reduction Clause in Contracts

Termination and Reduction. The Eligible Organisation may terminate this Agreement if: the Funding Body ceases to provide Funding for the Project or the Funding Agreement is terminated for any reason, in which case the Eligible Organisation will notify the Participating Institutions and the Parties will meet to discuss available options regarding the Project and this Agreement; or a Participating Institution breaches a material term of this Agreement and such breach is not remedied within 30 days of written notice of the breach by the Eligible Organisation to the Participating Institution. This Agreement may be terminated: at any time by the Parties mutual written agreement; or if the Project is wholly terminated. If the Eligible Organisation receives notice that a Participating Institution wishes to withdraw its involvement in the Project the Eligible Organisation will seek, in accordance with the Funding Agreement, the remaining Parties consent to terminate this Agreement, or continue the Project with the remaining Participating Institutions. Where the Parties elect to proceed with the Project they will do all things necessary to amend this Agreement to reflect the new arrangements. If Health reduces the scope of the Funding Agreement, the Project or the Funding, the Eligible Organisation will notify the Participating Institutions in writing and the Parties agree that this Agreement will be similarly reduced. Upon termination or reduction, the Parties will stop or reduce performance of the Project, take all reasonable steps to minimise loss resulting from the termination or reduction, continue to perform any Project obligations which are not affected by the reduction, and each Participating Institution will reasonably assist the Eligible Organisation to comply with a request from Health for the Funding to be repaid if that request arises from the Participating Institution’s conduct. The Parties will also return all Confidential Information and property belonging to the other Parties within 14 days of the termination date, except that a Party will not be required to delete or destroy any electronic back-up files that have been created solely by its automatic or routine archiving and back-up procedures, to the extent created and retained in a manner consistent with such procedures. No Party will be liable to the other upon termination of this Agreement for any compensation for loss of prospective opportunities or benefits that would have been conferred on another Party but for the termination or reduction in scope of this Agreement.

Termination and Reduction. The Eligible Organisation Administering Institution may terminate this Agreement if: the Funding Body NHMRC ceases to provide Funding for the Project or the NHMRC Funding Agreement is terminated for any reason, in which case the Eligible Organisation Administering Institution will notify the Participating Institutions and the Parties will meet to discuss available options regarding the Project and this Agreement; or a Participating Institution breaches a material term of this Agreement and such breach is not remedied within 30 days of written notice of the breach by the Eligible Organisation Administering Institution to the Participating Institution. This Agreement may be terminated: at any time by the Parties mutual written agreement; or if the Project is wholly terminated. If the Eligible Organisation Administering Institution receives notice that a Participating Institution wishes to withdraw its involvement in the Project the Eligible Organisation Administering Institution will seek, in accordance with the NHMRC Funding Agreement, the remaining Parties consent to terminate this Agreement, or continue the Project with the remaining Participating Institutions. Where the Parties elect to proceed with the Project they will do all things necessary to amend this Agreement to reflect the new arrangements. If Health the NHMRC reduces the scope of the NHMRC Funding Agreement, the Project or the Funding, the Eligible Organisation Administering Institution will notify the Participating Institutions in writing and the Parties agree that this Agreement will be similarly reduced. Upon termination or reduction, the Parties will stop or reduce performance of the Project, take all reasonable steps to minimise loss resulting from the termination or reduction, continue to perform any Project obligations which are not affected by the reduction, and each Participating Institution will reasonably assist the Eligible Organisation Administering Institution to comply with a request from Health the NHMRC for the Funding to be repaid if that request arises from the Participating Institution’s conduct. The Parties will also return all Confidential Information and property belonging to the other Parties within 14 days of the termination date, except that a Party will not be required to delete or destroy any electronic back-up files that have been created solely by its automatic or routine archiving and back-up procedures, to the extent created and retained in a manner consistent with such procedures. No Party will be liable to the other upon termination of this Agreement for any compensation for loss of prospective opportunities or benefits that would have been conferred on another Party but for the termination or reduction in scope of this Agreement.

Termination and Reduction. The Eligible Organisation Administering Institution may terminate this Agreement if: the Funding Body NHMRC ceases to provide Funding for the Project or the NHMRC Funding Agreement is terminated for any reason, in which case the Eligible Organisation Administering Institution will notify the Participating Institutions and the Parties will meet to discuss available options regarding the Project and this Agreement; or a Participating Institution breaches a material term of this Agreement and such breach is not remedied within 30 days of written notice of the breach by the Eligible Organisation Administering Institution to the Participating Institution. This Agreement may be terminated: at any time by the Parties mutual written agreement; or if the Project is wholly terminated. If the Eligible Organisation Administering Institution receives notice that a Participating Institution wishes to withdraw its involvement in the Project the Eligible Organisation Administrating Institution will seek, in accordance with the NHMRC Funding Agreement, the remaining Parties consent to terminate this Agreement, or continue the Project with the remaining Participating Institutions. Where the Parties elect to proceed with the Project they will do all things necessary to amend this Agreement to reflect the new arrangements. If Health the NHMRC reduces the scope of the NHMRC Funding Agreement, the Project or the Funding, the Eligible Organisation Administering Institution will notify the Participating Institutions in writing and the Parties agree that this Agreement will be similarly reduced. Upon termination or reduction, the Parties will stop or reduce performance of the Project, take all reasonable steps to minimise loss resulting from the termination or reduction, continue to perform any Project obligations which are not affected by the reduction, and each Participating Institution will reasonably assist the Eligible Organisation Administering Institution to comply with a request from Health the NHMRC for the Funding to be repaid if that request arises from the Participating Institution’s conduct. The Parties will also return all Confidential Information and property belonging to the other Parties within 14 days of the termination date, except that a Party will not be required to delete or destroy any electronic back-up files that have been created solely by its automatic or routine archiving and back-up procedures, to the extent created and retained in a manner consistent with such procedures. No Party will be liable to the other upon termination of this Agreement for any compensation for loss of prospective opportunities or benefits that would have been conferred on another Party but for the termination or reduction in scope of this Agreement.

Termination and Reduction. The Eligible Organisation Administering Institution may terminate this Agreement if: the Funding Body NHMRC ceases to provide the Funding for the Project or the Funding Agreement is terminated for any reason, in which case the Eligible Organisation Administering Institution will notify the Participating Institutions and the Parties will meet to discuss available options regarding the Project and this Agreement; or a Participating Institution breaches a material term of this Agreement and such breach is not remedied within 30 days of written notice of the breach by the Eligible Organisation Administering Institution to the Participating Institution. This Agreement may be terminated: at any time by the Parties mutual written agreement; or if the Project is wholly terminated; by a Party if required under law or Ministerial direction or if it puts that Party in breach of a law, regulation or Ministerial direction, including under the Australia’s Foreign Relations (State and Territory Arrangements) Act 2020 (Cth); or terminated in accordance with clause 9.1. If the Eligible Organisation Administering Institution receives notice that a Participating Institution wishes to withdraw its involvement in the Project the Eligible Organisation Administering Institution will seek, in accordance with the Funding Agreement, the remaining Parties consent to terminate this Agreement, or continue the Project with the remaining Participating Institutions. Where the Parties elect to proceed with the Project Project, they will do all things necessary to amend this Agreement to reflect the new arrangements. If Health the NHMRC reduces or approves suspension of the scope of the Funding Agreement, the Project or the Funding, the Eligible Organisation Administering Institution will notify the Participating Institutions in writing and the Parties agree that this Agreement will be similarly reducedreduced or suspended, or alternatively the Parties will agree on a new funding distribution. Upon termination termination, reduction or reductionsuspension, the Parties will stop stop, reduce or reduce suspend performance of the Project, take all reasonable steps to minimise loss resulting from the termination termination, reduction or reductionsuspension, continue to perform any Project obligations which are not affected by the reductionreduction or suspension, and each a Participating Institution will reasonably assist the Eligible Organisation Administering Institution to comply with a request from Health the NHMRC for the Funding to be repaid if that request arises from the Participating Institution’s conduct. The Parties will also return all Confidential Information and property belonging to the other Parties within 14 days of the termination date, except that a Party will not be required to delete or destroy any electronic back-up files that have been created solely by its automatic or routine archiving and back-up procedures, to the extent created and retained in a manner consistent with such procedures. No Party will be liable to the other upon termination of this Agreement for any compensation for loss of prospective opportunities or benefits that would have been conferred on another Party but for the termination or reduction in scope of this Agreement. The following clauses of this Agreement will survive the expiration or earlier termination of this Agreement: 1, 2.2(i), 2.2(j), 2.3, 3.2, 4, 5, 6, 7, 9.5, 9.6, 10, 11.1, 11.2, 11.3, 11.9, and if applicable Part C, along with any other provision which by its nature survives termination or expiration of this Agreement.

Termination and Reduction. The Eligible Organisation MH may terminate this Agreement if: the Funding Body NHMRC ceases to provide Funding for the Project or the NHMRC Funding Agreement is terminated for any reason, in which case the Eligible Organisation MH will notify the Participating Institutions and the Parties will meet to discuss available options regarding the Project and this Agreement; or a Participating Institution breaches a material term of this Agreement and such breach is not remedied within 30 days of written notice of the breach by the Eligible Organisation MH to the Participating Institution. This Agreement may be terminated: at any time by the Parties mutual written agreement; or if the Project is wholly terminated. If the Eligible Organisation MH receives notice that a Participating Institution wishes to withdraw its involvement in the Project the Eligible Administrating Organisation will seek, in accordance with the NHMRC Funding Agreement, the remaining Parties consent to terminate this Agreement, or continue the Project with the remaining Participating Institutions. Where the Parties elect to proceed with the Project they will do all things necessary to amend this Agreement to reflect the new arrangements. If Health the NHMRC reduces the scope of the NHMRC Funding Agreement, the Project or the Funding, the Eligible Organisation MH will notify the Participating Institutions in writing and the Parties agree that this Agreement will be similarly reduced. Upon termination or reduction, the Parties will stop or reduce performance of the Project, take all reasonable steps to minimise loss resulting from the termination or reduction, continue to perform any Project obligations which are not affected by the reduction, and each Participating Institution will reasonably assist the Eligible Organisation MH to comply with a request from Health the NHMRC for the Funding to be repaid if that request arises from the Participating Institution’s conduct. The Parties will also return all Confidential Information and property belonging to the other Parties within 14 days of the termination date, except that a Party will not be required to delete or destroy any electronic back-up files that have been created solely by its automatic or routine archiving and back-up procedures, to the extent created and retained in a manner consistent with such procedures. No Party will be liable to the other upon termination of this Agreement for any compensation for loss of prospective opportunities or benefits that would have been conferred on another Party but for the termination or reduction in scope of this Agreement.