Common use of TERMINATION OF AN ASSIGNMENT Clause in Contracts

TERMINATION OF AN ASSIGNMENT. 11.1. Any of the Client, the Employment Business or the Temporary Resource may terminate an Assignment at any time without prior notice and without liability except where the relevant Assignment Details Form provides for a specified notice period. Otherwise an Assignment will terminate when the Assignment Services have been completed. However, and whenever an Assignment terminates, the Client must pay any Charges due under clause 6 (Charges) above. 11.2. Notwithstanding the provisions of clause 11.1, the Client may terminate an Assignment with immediate effect by notice in writing to the Employment Business where: 11.2.1. the relevant Temporary Resource has breached of any statutory or other reasonable rules and regulations applicable to them while providing the Assignment Services; or 11.2.2. the Client reasonably believes that the relevant Temporary Resource has not observed any condition of confidentiality applicable to that Temporary Resource from time to time; or 11.2.3. the Client reasonably considers that a Temporary Resource’s provision of the Assignment Services is unsatisfactory or that the Temporary Resource has not delivered the Specified Deliverables. 11.3. The Employment Business may terminate an Assignment with immediate effect by notice in writing if: 11.3.1. the Client is in wilful or persistent breach of its obligations under this Agreement and where the breach is capable of being remedied, does not remedy the breach within 7 days of receiving written notice from the Employment Business to do so; or 11.3.2. the Client does not pay any amount due to the Employment Business, in full and on the date that the payment falls due; or 11.3.3. the Client is dissolved, ceases to conduct all (or substantially all) of its business, is or becomes unable to pay its debts as they fall due, is or becomes insolvent or is declared insolvent, or convenes a meeting or makes or proposes to make any arrangement or composition with its creditors; or 11.3.4. or an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the Client, or an order is made for the winding up of the Client, or where the Client passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation or amalgamation where the resulting entity will assume all the obligations of the other party under this Agreement); or 11.3.5. the Employment Business knows or suspects that the Client is an Exempt Organisation; or 11.3.6. the Employment Business knows or suspects that the Client has not used best endeavours in providing its SDS or that the SDS is incorrect; or 11.3.7. the Client advises that the circumstances of that Assignment have changed so that an Outside IR35 Assignment has become an Inside IR35 Assignment or vice versa; or 11.3.8. where the Temporary Resource works through a PSC, the Employment Business knows or suspects that the Temporary Resource no longer meets the Conditions of Liability; 11.3.9. WHERE THE CLIENT HAS ASSESSED THE ASSIGNMENT AS OUTSIDE IR35: 11.3.9.1. the Employment Business knows or suspects that the PSC or Intermediary Staff work under (or subject to the right of) supervision, direction or control of any person as to the manner in which they provide the Assignment Services, in breach of this Agreement; or 11.3.9.2. the Client does not give accurate and sufficient evidence that the PSC or Intermediary Staff do not work under (or subject to the right of) supervision, direction or control of any person as to the manner in which it provides the Assignment Services; or 11.3.9.3. either the Client or the PSC gives the Employment Business fraudulent information with the purpose of avoiding the Off-payroll rules or a document which fraudulently states that the PSC or Intermediary Staff do not work under (or is not subject to) the supervision, direction or control of any person as to the manner in which they provide the Assignment Services; or 11.3.9.4. either the Client or the PSC enters into avoidance arrangements where the main purpose, or one of their main purposes, is to secure a tax advantage. 11.3.10. the Employment Business knows or suspects that the Client has breached the Data Protection Laws.

TERMINATION OF AN ASSIGNMENT. 11.110.1. Any of the Client, the Employment Business or the Temporary Resource may terminate an Assignment at any time without prior notice and without liability except where the relevant Assignment Details Form provides for a specified notice period. Otherwise Otherwise, an Assignment will terminate when the Client confirms that the Assignment Services have been completed. However, and whenever an Assignment terminates, the Client must pay any Charges due under clause 6 (Charges) above. 11.210.2. Notwithstanding the provisions of clause 11.1, the Client may terminate an Assignment with immediate effect by notice in writing to the Employment Business where: 11.2.110.2.1. the relevant Temporary Resource has breached of any statutory or other reasonable rules and regulations applicable to them while providing the Assignment Services; or 11.2.210.2.2. the Client reasonably believes that the relevant Temporary Resource has not observed any condition of confidentiality applicable to that Temporary Resource from time to time; or 11.2.310.2.3. the Client reasonably considers that a Temporary Resource’s provision of the Assignment Services is unsatisfactory or that the Temporary Resource has not delivered the Specified Deliverables. 11.310.3. The Employment Business may terminate an Assignment with immediate effect by notice in writing if: 11.3.110.3.1. the Client is in wilful or persistent breach of its obligations under this Agreement and where the breach is capable of being remedied, does not remedy the breach within 7 days of receiving written notice from the Employment Business to do so; or 11.3.210.3.2. the Client does not pay any amount due to the Employment Business, in full and on the date that the payment falls due; or 11.3.310.3.3. the Client is dissolved, ceases to conduct all (or substantially all) of its business, is or becomes unable to pay its debts as they fall due, is or becomes insolvent or is declared insolvent, or convenes a meeting or makes or proposes to make any arrangement or composition with its creditors; or 11.3.410.3.4. or an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the Client, or an order is made for the winding up of the Client, or where the Client passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation or amalgamation where the resulting entity will assume all the obligations of the other party under this Agreement); or 11.3.510.3.5. the Employment Business knows or suspects that the Client is an Exempt Organisation; or 11.3.610.3.6. the Employment Business knows or suspects that the Client has not used best endeavours in providing its SDS or that the SDS is incorrect; or 11.3.710.3.7. the Client advises that the circumstances of that Assignment have changed so that an Outside IR35 Assignment has become an Inside IR35 Assignment or vice versa; or 11.3.810.3.8. where the Temporary Resource works through a PSC, the Employment Business knows or suspects that the Temporary Resource no longer meets the Conditions of Liability; 11.3.910.3.9. WHERE THE CLIENT HAS ASSESSED THE ASSIGNMENT AS OUTSIDE IR35: 11.3.9.110.3.9.1. the Employment Business knows or suspects that the PSC or Intermediary Staff work under (or subject to the right of) supervision, direction or control of any person as to the manner in which they provide the Assignment Services, in breach of this Agreement; or 11.3.9.210.3.9.2. the Client does not give accurate and sufficient evidence that the PSC or Intermediary Staff do not work under (or subject to the right of) supervision, direction or control of any person as to the manner in which it provides the Assignment Services; or 11.3.9.310.3.9.3. either the Client or the PSC gives the Employment Business fraudulent information with the purpose of avoiding the Off-payroll rules or a document which fraudulently states that the PSC or Intermediary Staff do not work under (or is not subject to) the supervision, direction or control of any person as to the manner in which they provide the Assignment Services; or 11.3.9.410.3.9.4. either the Client or the PSC enters into avoidance arrangements where the main purpose, or one of their main purposes, is to secure a tax advantage. 11.3.1010.3.10. the Employment Business knows or suspects that the Client has breached the Data Protection Laws.

TERMINATION OF AN ASSIGNMENT. 11.1. Any of the Client, the Employment Business or the Temporary Resource may terminate an Assignment at any time without prior notice and without liability except where the relevant Assignment Details Form provides for a specified notice period. Otherwise Otherwise, an Assignment will terminate when the Client confirms that the Assignment Services have been completed. However, and whenever an Assignment terminates, the Client must pay any Charges due under clause 6 (Charges) above. 11.2. Notwithstanding the provisions of clause 11.1, the Client may terminate an Assignment with immediate effect by notice in writing to the Employment Business where: 11.2.1. the relevant Temporary Resource has breached of any statutory or other reasonable rules and regulations applicable to them while providing the Assignment Services; or 11.2.2. the Client reasonably believes that the relevant Temporary Resource has not observed any condition of confidentiality applicable to that Temporary Resource from time to time; or 11.2.3. the Client reasonably considers that a Temporary Resource’s provision of the Assignment Services is unsatisfactory or that the Temporary Resource has not delivered the Specified Deliverables. 11.3. The Employment Business may terminate an Assignment with immediate effect by notice in writing if: 11.3.1. the Client is in wilful or persistent breach of its obligations under this Agreement and where the breach is capable of being remedied, does not remedy the breach within 7 days of receiving written notice from the Employment Business to do so; : or 11.3.2. the Client does not pay any amount due to the Employment Business, in full and on the date that the payment falls due; or 11.3.3. the Client is dissolved, ceases to conduct all (or substantially all) of its business, is or becomes unable to pay its debts as they fall due, is or becomes insolvent or is declared insolvent, or convenes a meeting or makes or proposes to make any arrangement or composition with its creditors; or 11.3.4. or an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the Client, or an order is made for the winding up of the Client, or where the Client passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation or amalgamation where the resulting entity will assume all the obligations of the other party under this Agreement); or 11.3.5. the Employment Business knows or suspects that the Client is an Exempt Organisation; or 11.3.6. the Employment Business knows or suspects that the Client has not used best endeavours in providing its SDS or that the SDS is incorrect; or 11.3.7. the Client advises that the circumstances of that Assignment have changed so that an Outside IR35 Assignment has become an Inside IR35 Assignment or vice versa; or 11.3.8. where the Temporary Resource works through a PSC, the Employment Business knows or suspects that the Temporary Resource no longer meets the Conditions of Liability;. 11.3.9. WHERE THE CLIENT HAS ASSESSED THE ASSIGNMENT AS OUTSIDE IR35: 11.3.9.1. the Employment Business knows or suspects that the PSC or Intermediary Staff work under (or subject to the right of) supervision, direction direction, or control of any person as to the manner in which they provide the Assignment Services, in breach of this Agreement; or 11.3.9.2. the Client does not give accurate and sufficient evidence that the PSC or Intermediary Staff do not work under (or subject to the right of) supervision, direction direction, or control of any person as to the manner in which it provides the Assignment Services; or 11.3.9.3. either the Client or the PSC gives the Employment Business fraudulent information with the purpose of avoiding the Off-Off‐ payroll rules or a document which fraudulently states that the PSC or Intermediary Staff do not work under (or is not subject to) the supervision, direction direction, or control of any person as to the manner in which they provide the Assignment Services; or 11.3.9.4. either the Client or the PSC enters into avoidance arrangements where the main purpose, or one of their main purposes, is to secure a tax advantage. 11.3.10. the Employment Business knows or suspects that the Client has breached the Data Protection Laws.