Termination and Termination Charges Clause Samples
The 'Termination and Termination Charges' clause defines the conditions under which a contract may be ended by either party and outlines any financial obligations that arise as a result. Typically, this clause specifies the notice period required for termination, the circumstances that justify early termination (such as breach of contract or insolvency), and the calculation or payment of any fees or penalties due upon ending the agreement. Its core function is to provide a clear framework for ending the contractual relationship while ensuring that both parties understand the financial consequences, thereby reducing disputes and allocating risk fairly.
Termination and Termination Charges. Either party may terminate for material breach upon thirty (30) days’ prior written notice to the other party. If a Service or Service Component is terminated by Customer for convenience or by AT&T for cause prior to Cutover, Customer (i) agrees to pay any pre-Cutover termination or cancellation charges set out in a Pricing Schedule or Service Publication, or (ii) in the absence of such specified charges, agrees to reimburse AT&T for time and materials incurred prior to the effective date of termination, plus any third-party charges resulting from the termination. If a Service or Service Component is terminated by Customer for convenience or by AT&T for cause after Cutover, Customer agrees to pay applicable termination charges as follows: (i) 50% of any unpaid recurring charges for the terminated Service or Service Component attributable to the unexpired portion of an applicable Minimum Payment Period (as defined in applicable Pricing Schedule); (ii) if termination occurs before the end of an applicable Minimum Retention Period (as defined in applicable Pricing Schedule), any associated credits or waived or unpaid non- recurring charges; and (iii) any charges incurred by AT&T from a third-party (i.e., not an AT&T Affiliate) due to the termination. The charges set forth in (i) and (ii) do not apply if a terminated Service Component is replaced with an upgraded Service Component at the same Site, but only if the Minimum Payment Period or Minimum Retention Period, as applicable, (the “Minimum Period”) and associated charge for the replacement Service Component are equal to or greater than the corresponding Minimum Period and associated charge for the terminated Service Component, respectively, and if the upgrade is not restricted in the applicable Service Publication. In addition, if Customer terminates a Pricing Schedule that has a MARC, Customer agrees to pay an amount equal to 50% of the unsatisfied MARC for the balance of the Pricing Schedule Term.
Termination and Termination Charges. In the event of any disconnection by Spectrotel for non-payment by Customer or if Customer terminates early for any reason other than a material breach by Spectrotel (before which Spectrotel shall be given written notice and 30 days to cure), Customer will be obligated to pay an early termination fee (“ETF”), which shall be calculated as either: (a) the number of months remaining in the then current Term for each of the Service(s) being disconnected multiplied by the agreed upon monthly recurring charges as denoted in the Service Agreements; OR (b) in the case of usage- only allowance or subscription based Services the minimum revenue commitment for usage based charges associated with the Service(s) as denoted in the applicable Service Agreement or if no minimum revenue commitment is denoted, the number of months remaining in the then-current term of the Service Agreements multiplied by the average monthly usage charges over the two most recent 30-day billing periods. The ETF is not a penalty and has been determined based upon the facts and circumstances known by the Parties at the time of the negotiation and entering into this MSA, with due consideration given to the performance expectations of each Party. The ETF constitutes a reasonable approximation of the damages Spectrotel would sustain if its damages were readily ascertainable. Neither Party will be required to provide any proof of these damages, and the ETF provided herein will constitute full compensation as the sole and exclusive remedy for any failure by Customer to meet its specified performance. Any termination of Service or of the applicable Service Agreements or this MSA either by Customer or Spectrotel (in the event of breach of this MSA or Service Agreements) could result in Customer’s loss of all IP addresses and phone numbers assigned should Customer fail to move services to another carrier prior to termination. In addition, all Spectrotel property (including but not limited to Spectrotel routers, switches, equipment, facilities, and software) shall be returned to Spectrotel in accordance with the terms herein, and Spectrotel reserves the right to recover any and all Spectrotel property in accordance with applicable law. Spectrotel reserves the right to restrict, suspend or terminate Service(s) and terminate this MSA and/or Service Agreements in the event Customer is found to be in breach of the terms of this MSA as defined herein and/or Service Agreements. Except for breach due to non-p...
Termination and Termination Charges. This Agreement may be terminated as follows:
Termination and Termination Charges. Either we or you may terminate this Agreement or Service(s) or both) immediately on notice, if the other (i) is the subject of a bankruptcy order, becomes insolvent, makes any arrangement or composition with or assignment for the benefit of its creditors, goes into voluntary (otherwise than for reconstruction or amalgamation) or compulsory liquidation, has a receiver or administrator appointed over its assets, or if the equivalent of any such events, under the laws of any relevant jurisdiction, occurs to the other party, (ii) commits a material breach of this Agreement, which is capable of remedy, and fails to remedy the breach within fifteen days’ written notice to do so; or (iii) commits a material breach of this Agreement which cannot be remedied. In addition, we may terminate either (i) this Agreement; (ii) any Service; or (iii) both, (a) if you fail to make any payment in accordance with these terms having been given seven (7) days’ written notice of such nonpayment or (b) for your breach of our Acceptable Use Policy, per the terms below.
10.1 On the occurrence of any of the events detailed in the previous paragraph giving us a right to terminate this Agreement or Service(s), we may suspend Service(s), without prejudice to our right to terminate this Agreement or the applicable Service. In the event of termination of a Service and/or this Agreement by us under the previous paragraph as a result of a payment default by you, we shall have the right to retain your equipment on our premises (if any) pending satisfaction in full of your payment obligations under this Agreement.
Termination and Termination Charges a.) This Agreement shall become effective on the date upon which this Agreement is executed by **. The term of Services ("Term") shall commence on the date the Service is installed and shell continue in full force and effect until the earlier of: i.) the expiry of the Term specified in the Services Agreement; or ii) the termination of the Agreement in accordance with this section.
b.) Upon the expiry of the initial Term, this Agreement will be automatically renewed unless either party gives 30 days notice of termination prior to the end of the current term for successive one (1) year terms subject to termination pursuant to Section 6(d) or (e), or, subject to **'s approval, the Customer signing a new Agreement for the Services.
c.) Customers being provided Services on a month-to-month Agreement may terminate the Services at any time, subject to a 30-day minimum billing on 30 days written notice. For local access voice Services where the term is one year or longer for local access services, the Customer may terminate up to 25% of the original quantity of local access Services contracted for without penalty. If the number of local access lines in service fall below 75% of the original contracted quantity, termination Fees equal to 60% of the remaining charges for such removed services will be applied, based on the remaining portion of the Term.
d.) may terminate any Service under this Agreement, at **'s discretion, immediately, without further obligation to the Customer in the event of: i.) any failure by the Customer to pay any Fees, make payments for Transferred Equipment, or other amounts when due hereunder or any breach of this Agreement by the Customer which cannot be resolved or is not resolved to **'s satisfaction within fifteen (15) days of ** notifying the Customer of such breach; ii.) any merger, consolidation or similar transaction or acquisition or sale, lease or other transfer of all or substantially all of the assets or voting shares of the Customer, or any other change in the control or ownership of the Customer in respect of which written notification has not been provided to **; iii.) the Customer making or being deemed to have made a general assignment for the benefit of creditors under the Bankruptcy and Insolvency Act (the "Act"), or if a petition is filed against it under the Act, or if it shall be declared or adjudicated bankrupt, or if an application is made in respect of it under the Companies Creditors Arrangement Act, or if a liquid...
Termination and Termination Charges. 13.1. If Customer terminates any Hosted Call Center and/or Call Recording service prior to the end of the then-current Term, for convenience or for reasons other than Cincinnati Bell’s breach of this Agreement Customer shall (i) reimburse Cincinnati Bell for all waived costs of the implementation of such Service(s) and (ii) pay a termination charge equal to all remaining amounts due or to become due, including but not limited to all monthly charges for which Customer would have been responsible if Customer had not terminated the Service(s) prior to the expiration of the then-current Term. APPENDIX A: Hosted Call Center and/or Call Recording Service and SLA Supplement
Termination and Termination Charges. The following early termination charges will apply if Customer terminates MNS without cause prior to the end of the initial Service Term for which that service was initially ordered by Customer (the “MNS Service Term”). These charges shall apply to the early termination of MNS (only) in lieu of any early termination charges provided for in the Master Agreement: • Termination of MNS: Customer shall pay 80% of the standard rate MRC remaining on all Managed Devices for the remainder of the MNS Service Term. • Termination of MNS on a specific Managed Device: Customer shall pay (a) the lesser of (i) 50% of the MRC for the remainder of the MNS Service Term for the applicable Managed Device or (ii) the remaining value of the equipment and 90 days of maintenance services calculated by Global Crossing and quoted to Customer upon request for termination, PLUS (b) a router site deletion charge as specified in the Order Form for the Service.
Termination and Termination Charges. If the Services are terminated by Customer (other than pursuant to a right to do so under the Master Agreement, or by Global Crossing because of a breach of the Master Agreement (or these terms and conditions) by Customer, in either case prior to the end of the initial term for which the customer ordered the Service, then Customer will be responsible for
(i) all outstanding charges as at the date of termination and (ii) the monthly equipment rental charges remaining for the initial term for which the Services were initially ordered by the Customer.
Termination and Termination Charges. Customer is responsible for payment of all associated termination charges related to the termination of Managed Services ordered pursuant to this Appendix, either on a per site or a per Managed Device basis. The following charges apply if the contract is terminated by the Customer prior to the end of the agreed upon service term (the “Initial Term”) and are in lieu of any Termination Charges recited in the MSA: • Termination of Service: Customer shall pay 80% of the standard rate Monthly Recurring Charge remaining on all Managed Devices for the remainder of the Initial Term. • Termination of Service on a specific Managed Device: Customer shall pay (a) the lesser of (i) 50% of the Monthly Recurring Charge for the remainder of the Initial Term for which service was initially ordered on that Managed Device or (ii) the remaining value of the equipment and 90 days of maintenance services calculated by Global Crossing and quoted to Customer upon request for termination, PLUS (b) the router site deletion charge specified in section 6.2 above. Payment of charges is due within 20 days of service termination.
Termination and Termination Charges. (a) At each annual anniversary of the commencement of the Service Period (“Annual Anniversary Date”), Customer may terminate this Agreement without liability for termination charges by providing Verizon with at least sixty (60) days written notice prior to the Annual Anniversary Date. If Customer provides such notice, the Agreement shall terminate on the anniversary date of the commencement of the Service Period and Customer shall pay for Services rendered up to the date of termination plus any amounts that may be due Verizon pursuant to paragraph 5 above.
(b) If this Agreement is terminated for any reason except as set forth in (a) above prior to the expiration of the Service Period, Customer shall pay Verizon termination charges as follows: the sum of $525.00 per average Lines in Service multiplied by the number of months that the terminated lines have been in service.
(c) Termination charges are not applicable to PRI Optional Features.