TERMINATION AND SUSPENSION OF SERVICES Sample Clauses

TERMINATION AND SUSPENSION OF SERVICES. The Agreement may be terminated by the Administrator or the Trustees giving 30 calendar days written notice (or such shorter notice as the other parties may agree to accept) to the other party whereupon the Agreement and the obligations of the parties (save as set out in clauses 3, 4, 5, 9.6 and 9.7 and in respect of antecedent breaches) shall cease and terminate. The Agreement may be terminated with immediate effect by notice in writing by either the Trustees or the Administrator in the event that:- 9.2.1 the other party commits any material breach of its obligations under the Agreement or under any other agreement between the parties; or 9.2.2 its performance or any aspect of it results, or might result, in either party breaching any legal or regulatory requirement in any applicable jurisdiction. Notwithstanding the above, in such circumstances, either party may seek to vary the Agreement to avoid such a legal or regulatory breach; or 9.2.3 the other party goes into liquidation (except for the purpose of a bona fide solvent amalgamation or re-organisation) or is declared bankrupt; or a bankruptcy petition is presented against him or a receiver or administrator is appointed in respect of it; or 9.2.4 any encumbrancer takes possession of a material part of the property of the other party or execution is levied in respect of the other party’s assets; or 9.2.5 anything analogous to any of the foregoing occurs in relation to the other under the law of any jurisdiction. The Administrator shall be entitled to terminate the Agreement with immediate effect by written notice to the Trustees in the event that: 9.3.1 sanctions are imposed on the Trustees, any officer or direct or indirect shareholder of or person otherwise connected with the Trustees in any jurisdiction in which The Administrator operates; or 9.3.2 any legal proceedings are commenced against the Trustees (including any injunction or investigation proceedings). Termination shall be without prejudice to any rights or liabilities of any party either arising prior to termination or arising in respect of any act or omission occurring prior to termination. In the event of termination, the Administrator shall not be obliged to return all or any part of the fees and expenses paid to it hereunder (save for amounts paid on account of disbursements to be incurred). In the event of termination the Administrator and the Trustees shall each arrange that all such acts are done as may be necessary to give effect to...

TERMINATION AND SUSPENSION OF SERVICES. A. Either party may terminate this Agreement, subject to accrued charges, if the other party fails to perform or observe any material term or condition of this Agreement for reasons not attributable to the other party or force majeure conditions (as described herein) and such failure continues un-remedied for thirty (30) days after receipt of written notice thereof by the breaching party. B. Either party may terminate this Agreement for any reason by notice in writing sixty (60) days before the end of the applicable Initial Term or Renewal Terms. C. Either party may terminate this Agreement by notice in writing in the event that the other makes an assignment for the benefit of creditors; or admits in writing an inability to pay debts as they mature; or a trustee or receiver of the other of any substantial part of the other's assets, is appointed by any court; or a proceeding is instituted under any provision of an applicable bankruptcy act by the other, or against the other, and is acquiesced in or is not dismissed within sixty (60) days, or results in adjudication in bankruptcy. D. If Customer has failed to pay the Billing Entity for the Services, Dialogic may, at its sole option, suspend the performance of Services until the situation is remedied, and/or seek any other remedies it may have under this Agreement or at law or in equity, including terminating the agreement as provided in Paragraph 10(A) above.

TERMINATION AND SUSPENSION OF SERVICES. 11.1 As well as our other rights under law and in this Agreement, we have the right to terminate this Agreement or suspend our provision of Services to you without notice, and to be compensated by you for any losses or expenses incurred by us, if: (i) you do not make payments to us when they are due or your Account Limit is exceeded; or (ii) you do not perform or observe any other obligation under this Agreement (a “breach”) and where you have breached this Agreement and that breach can be remedied, you fail to remedy the breach within the reasonable time specified by us in our written notice requiring you to do so; (iii) a voluntary arrangement between you and your creditors is proposed, or a bankruptcy petition is presented or a bankruptcy order is made against you or you are sequestrated or a receiver or trustee is appointed in respect of your estate; (iv) we have reason to believe that you have provided us with false, inaccurate or misleading information either for the purpose of obtaining the Services and/or the Equipment from us or at any time during the provision of the Services and/or the Equipment; (v) you or another person at your premises commits, or is suspected in our reasonable opinion of committing, fraud or attempted fraud in connection with the use of the Services or the Equipment (including the use of the Services or the Equipment to commit or attempt to commit fraud); (vi) you do or allow anything to be done which is in breach of our User Policy; (vii); we are legally required to do so; (viii) you violate Section 20; or (ix) in our reasonable opinion it is otherwise necessary or desirable to do so. 11.2 Any exercise of our right to suspend the Services shall not exclude our right to later terminate this Agreement. We may refuse to restore the Services to you until we receive an acceptable assurance from you that there will be no further breach. 11.3 If, for reasons outside our control, the provision or maintenance of the Services to you proves impracticable, as determined in our sole discretion, we may discontinue the provision of the Services to you and refund you any Charges paid in advance by you to us. 11.4 If the Services are suspended as a result of a breach of this Agreement by you, we may impose a Charge to reflect our costs incurred in connection with suspending and/or recommencing the Services. In normal circumstances such Charge must be paid before the Services will be recommenced. You will continue to be liable to pay all Cha...

TERMINATION AND SUSPENSION OF SERVICES. SLS may (a) deny a Member’s membership, (b) preclude, suspend, or terminate a Member’s access to the Services, (c) suspend, revoke or terminate a Member’s license to the Content, and/or (d) suspend, revoke or terminate a Member’s membership, for any reason whatsoever, including, but not limited to, those mentioned below. In each case, the Member will remain liable to SLS for all amounts due or owed to SLS up to and including the date of termination. • Member is not in good financial standing with SLS. A Member is not in good financial standing with SLS if for more than sixty (60) days the Member has (a) outstanding debt due or owed to SLS; (b) outstanding charges due or owed to SLS; or (c) given SLS a check or other negotiable instrument that has been returned for insufficient funds and which remains outstanding. • SLS has reasonable cause to believe that a Member has engaged in sexual misconduct. For the purposes of this subsection, reasonable cause shall exist when: (a) criminal or civil charges have been filed against a Member alleging sexual misconduct; (b) the Member has been convicted of a crime involving sexual misconduct; (c) allegations of sexual misconduct against the Member of reasonable probative value have been submitted to SLS; or (d) the Member has been accused of sexual misconduct and the accusations have reasonable probative value. • Member has been accused or convicted of, or pleaded nolo contendere to, a felony or any crime involving moral turpitude, including, without limitation, any crime against a child. • Member has a substantial criminal history. For the purposes of this subsection, a Member has a substantial criminal history when the membership background check yields a negative report using criteria approved by SLS. • Member fails to disclose a felony conviction or sexual misconduct or submits a membership application containing material information that is false. • Member fails to comply with any rules, policies or regulations of SLS, including, without limitation, any provisions, terms, rules or conditions of the Agreement and/or, if applicable, the Youth Protection Program and Risk Management Program. SLS further reserves the right to modify, suspend, or discontinue the Services (or any part or Content thereof) at any time with or without notice to you, and SLS will not be liable to you or to any third party should it exercise such rights.

TERMINATION AND SUSPENSION OF SERVICES. The services to be performed under this Agreement may be terminated by either party, subject to written notice submitted thirty (30) days from termination, provided that attempts to reconcile the reason for termination have been undertaken but failed. The notice shall specify whether the termination is for convenience or cause.

TERMINATION AND SUSPENSION OF SERVICES. 17.1 The Bank may at any time, by giving prior notice to the Customer and without giving any reason, close or suspend (for any duration as the Bank sees fit) any of the Customer’s account(s) which fails to maintain such minimum balance as may be determined by the Bank or which is not operated in a manner satisfactory to the Bank. The Bank may also close or suspend (for any duration as the Bank sees fit) any of the Customer’s accounts or terminate or suspend (for any duration as the Bank sees fit) any service to the Customer by giving prior notice to the Customer without giving any reason therefor. The notice may, if necessary, take effect immediately. The Bank may (in its sole and absolute discretion) impose conditions on the Customer, which the Customer must fulfil or agree to, before any account is re-opened, any suspension is lifted or any service is made available to the Customer. For the avoidance of doubt, the Customer acknowledges that it is most likely that such right will only be exercised by the Bank under exceptional circumstances such as for the prevention of crime or compliance with the Applicable Laws and Regulations. 17.2 On closure or suspension of any of the Customer’s account(s) or on the termination or suspension of any service to the Customer, all debts and liabilities of the Customer to the Bank shall become immediately due and payable, all other rights, powers and remedies of the Bank shall become immediately enforceable and the Bank shall become immediately entitled to exercise any and all of the same. The Bank may (subject to clause 15.1(i) of these General Terms) send its cheque in favour of the Customer for the balance of such account, or if the account contains any investment in unit trusts, mutual funds and securities, send a certificate representing such investment to the Customer in his name, after deducting all the Bank’s charges therefor (including any amounts paid to the Authority by the Bank with its own funds which should have been, but was not, a Collected Amount) to the last known address of the Customer whereupon the Bank shall have no further liability to the Customer in relation to such account. 17.3 The Bank may at any time declare that a particular status of the Customer be terminated if the Customer shall fail to fulfil such conditions applicable to all customers having such status as it may prescribe from time to time. In the event that a particular status of the Customer shall be terminated, the Customer shall n...

TERMINATION AND SUSPENSION OF SERVICES. 6.1 If you fail to comply with, or Phoenix23 suspect that you have not complied with, the provisions of this Agreement, Phoenix23 will be entitled, at its sole discretion and without prior notice: (I) to terminate this Agreement, while continuing to pay any amounts due up to and including the date of termination and/or (II) to terminate the license to the software and/or (III) to deny access to the Services (or any part of it). 6.2 Phoenix23 may also modify, suspend or terminate the Services (or any part of the Content) at any time, with or without notice, and Phoenix23 shall have no liability to you or any third party for exercising any such rights. To the extent possible, Phoenix23 will notify you in advance of any modification, suspension, or termination of the Service. Termination of the Services does not affect Content already purchased by you, but you may no longer be able to designate additional means (computers…) to use the Content. 6.3 Phoenix23 offers and expects courtesy and respect for all its customers and representatives. Any failure of fair, decent, dignified and respectful communication within the Services might result to the termination of your access to any and all Services, or part thereof.

TERMINATION AND SUSPENSION OF SERVICES. 8.1 MTCL or the Client may terminate the services by giving 90 days written notice to the other party. In such event the obli- gations of the parties shall cease and terminate.

TERMINATION AND SUSPENSION OF SERVICES. 8.1 MTCL or the Client may terminate the services by giving 90 days written notice to the other party. In such event the obligations of the parties shall cease and terminate. 8.2 This Agreement may be terminated with immediate effect by notice in writing by either the Client or MTCL in the event that: (a) the other party commits any material breach of its obligations under this agreement or under any other agreement between the parties; or (b) the other party goes into liquidation (except for the purpose of a bona fide solvent amalgamation or reor- ganisation) or is declared bankrupt; or a bankruptcy petition is presented against it or a receiver is appointed in respect of it. 8.3 MTCL shall be entitled to terminate its representation of the Client by written notice to the Client in the event that any legal proceedings are commenced against the Client (including any injunction or investigation proceedings or any incident that may bring the reputation or standing of MTCL into disrepute). 8.4 Termination shall be without prejudice to any rights or liabilities of any party either arising prior to termination or arising in respect of any act or omission occurring prior to termination. 8.5 In the event of termination, MTCL shall not be obliged to return all or any part of the fees and expenses paid to it hereunder (save for amounts paid on account of disbursements to be incurred). 8.6 In the event of termination the Client shall arrange that all such acts are done as may be necessary to give effect to such termi- nation and the Client shall within 30 days of the date of termina- tion procure the appointment of a successor to MTCL. MTCL shall, subject to payment of all amounts due to it, co-operate with the Client in relation to such appointments. 8.7 MTCL shall be responsible for filing the necessary notification with the Registrar of Companies to effect the transfer of any company or companies to a successor Registered Agent and the applicable rate for undertaking this service shall be invoiced and settled by the Client prior to the filing of the notification. 8.8 The Client acknowledges that notwithstanding the right of MTCL to terminate or suspend its services in accordance herewith MTCL (and/or its officers, agents and employees) may have con- tinuing regulatory/fiduciary duties under applicable law. Accord- ingly, without prejudice to its rights, it is agreed that MTCL shall be entitled (but not obliged) to continue to provide services so as to discharge s...

TERMINATION AND SUSPENSION OF SERVICES. 8.1 Termination by Client The Client may by notice in writing served on the Consulting Engineer, terminate the Client’s obligations under this Agreement:- a) If the Consulting Engineer is in breach of the terms of this Agreement and the breach has not been remedied within twenty-eight (28) days (or longer period as the Client may allow) of the service by the Client on the Consulting Engineer of a notice requiring the breach to be remedied; or b) If the Client serves on the Consulting Engineer a notice requiring that this Agreement be terminated on a date specified in the notice being not less than sixty (60) days after from the date of issue of the notice.