Common use of TERMINATION AND RIGHTS UPON TERMINATION Clause in Contracts

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “Scope of Work.” In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen 60 calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “Scope of Work.” In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of entitled to compensation for services performed acceptably up to the effective date of termination. termination as set forth in EXHIBIT B. Either party may terminate this Agreement for convenience upon fourteen thirty (30) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. EXHIBIT B. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. . If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “EXHIBIT A - Scope of Work.” . In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. In the event of such termination, Contractor shall deliver to County all deliverables, as set forth in Exhibit A, whether partial or completed, that have been prepared up to the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen sixty (60) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B.B. In the event of such termination, Contractor shall deliver to County all deliverables, as set forth in Exhibit A, whether partial or completed, that have been prepared up to the effective date of termination. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. In the event of such termination, Contractor shall deliver to County all deliverables, as set forth in Exhibit A, whether partial or completed, that have been prepared up to the effective date of termination. D. If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “Scope of Work.” In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen ninety (90) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B.. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates this Agreement for default or material breachdirected by County, then Contractor shall be liable for any reasonable costs in excess cooperate with County and County’s other vendors and contractors to ensure a smooth transition at the time of termination of this Agreement, regardless of the Agreement amount incurred nature or timing of the termination. Contractor shall cooperate with County to accomplish a complete transition of the services being terminated to County or to any replacement provider designated by County, without any interruption or adverse impact on those services or any other services provided by third parties. Contractor shall fully cooperate with County and any new service provider and otherwise promptly take all commercially reasonable steps, including but not limited to providing to County or any new service provider all requested information or documentation required to assist County in order effecting a complete transition to complete Exhibit Athe new service provider, “Scope provided however, the Contractor shall not be obligated to disclose its Intellectual Property to any third party. Contractor shall provide all information or documentation regarding the services to be transitioned, including but not limited to data conversion tables, client files, and interface specifications. Contractor shall provide for the prompt and orderly conclusion of Work.” In additionall work required under the Agreement, Contractor understands as County may direct, including completion or partial completion of projects, documentation of work in process, and agrees that other measures to assure an orderly transition to County may, in or the County’s sole discretion, refuse to pay designee. All Contractor for that portion work done as part of Contractor’s services which were the Disentanglement shall be performed by Contractor prior and will be reimbursed by the County on a time and materials basis at the Contractor’s then current hourly rate for technical services applicable to this Contract. Contractor’s obligation to provide the Services shall not cease until the earlier of the following: a) the Disentanglement is completed to the termination date and which remain unacceptable to County as County’s reasonable satisfaction, orb) twelve (12) months after the expiration of the termination datethen-current Term of the Agreement.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen [INSERT TIMEFRAME] calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates this Agreement for default or material breach, then Contractor shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “Scope of Work.” In addition, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion of Contractor’s services which were performed by Contractor prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor Consultant shall immediately be paid all fees earned as of the effective date of termination. B. Either party may terminate this Agreement for convenience upon fourteen thirty (30) calendar days’ written notice to the other party. Upon termination for convenience, Contractor Consultant Consultant shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B. C. Should Contractor Consultant default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to ContractorConsultant. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates this Agreement for default or material breach, then Contractor Consultant shall be liable for any reasonable costs in excess of the Agreement amount incurred by County in order to complete Exhibit A, “Scope of Work.” In addition, Contractor Consultant understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor Consultant for that portion of ContractorConsultant’s services which were performed by Contractor Consultant prior to the termination date and which remain unacceptable to County as of the termination date.

TERMINATION AND RIGHTS UPON TERMINATION. A. This Agreement may be terminated upon mutual written consent of the parties, or as a remedy available at law or in equity. In the event of the termination of this Agreement, Contractor shall immediately be paid all fees earned as of the effective date of termination. B. Either party The County may terminate this Agreement for convenience upon fourteen thirty (30) calendar days’ written notice to the other party. Upon termination for convenience, Contractor shall be entitled to compensation for services performed acceptably up to the effective date of termination, as set forth in Exhibit B.Contractor. C. Should Contractor default in the performance of this Agreement or materially breach any of its provisions, County, at its option, may terminate this Agreement by giving written notification to Contractor. The termination date shall be the effective date of the notice. For the purposes of this subsection, default or material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services in a timely manner, willful destruction of County property, dishonesty, or theft. D. If County terminates Upon termination of this Agreement for default or material breachany reason, then including expiration, Contractor shall place no further orders nor enter into subcontracts for materials or services unless it is necessary in accordance with agreed upon wind-down procedures. Contractor shall, upon receipt of a termination notice, unless otherwise directed by the County, (i) take such action as may be liable necessary for any reasonable costs in excess the protection and preservation of the Agreement amount incurred County’s materials and property; and (ii) act in good faith to mitigate costs to County. E. In the event of termination of this Agreement, County shall pay for completed Work Products delivered as well as for Services performed by County in order to complete Exhibit AConsultant through the date of termination, “Scope of Work.” In additionincluding completed milestones/deliverables and partially completed milestones/deliverables. For partially completed milestones/deliverables, Contractor understands and agrees that County may, in County’s sole discretion, refuse to pay Contractor for that portion shall mutually agree on the proportion of Contractor’s services which were performed by Contractor prior to work completed and payment amounts should equal the termination date and which remain unacceptable to County as same proportion of the termination datemilestone/deliverable payment amount.