Common use of Termination for Cause, Expiration Clause in Contracts

Termination for Cause, Expiration. Any Party may immediately terminate this Agreement and all Sales Order Forms issued hereunder, if applicable, in the event the other Party commits a material breach of any provision of any Agreement not otherwise cured within thirty (30) days of written notice from the non- breaching Party. Such notice by the non-breaching Party shall expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching Party a meaningful opportunity to cure such alleged breach and shall be sent to the alleged breaching Party at the address listed in the Agreement (or such other address that may be provided pursuant to the Agreement (hereinafter, “Notice”). Upon termination or expiration of any Agreement, neither the Customer, Individual, Affiliates nor Users shall have any rights to continue use of the Services or to access the RelyMD Platform. If any Agreement is terminated by Customer or Individual for any reason other than a termination expressly permitted by the Agreement, then RelyMD shall be entitled to all of the fees due under the Agreement for the entire Term, for all of the Services, including, but not limited to, the Subscription Fees and all fees associated with the entire scope of the Professional Services contemplated therein, irrespective of whether or not the Term has expired, and irrespective of whether or not the Implementation or Integration of the RelyMD Platform has been fully-completed. If any Agreement is terminated as a result of RelyMD’s breach of the Agreement, then Customer shall be entitled to a refund of the pro-rata portion of any Subscription Fees paid by Customer to RelyMD under the Agreement for the portion of the Term remaining after the termination, or for the portion of any of the Services which have not been completed as of the effective date of the termination.

Termination for Cause, Expiration. Any Party Either party may immediately terminate this Agreement and all Sales Order Forms issued hereunder, if applicable, hereunder in the event i) the other Party party commits a material breach of any provision of any this Agreement which is not otherwise cured within thirty (30) days of written notice from the non- non-breaching Partyparty; or ii) any order is made or resolution is passed for the winding up of the other party (except for the purposes of amalgamation or reconstruction); or iii) the other party becomes insolvent, commits any act of insolvency or enters into any composition or arrangement with its creditors or ceases or threatens to cease to carry on business. Such In case of a material breach such notice by the non-breaching Party complaining party shall expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching Party party a meaningful opportunity to cure such alleged breach and shall be sent to the General Counsel of the alleged breaching Party party at the address listed in the heading of this Agreement (or such other address that may be provided pursuant to the Agreement this Agreement) (hereinafter, “Notice”). Upon termination or expiration of any this Agreement, neither the Customer, Individual, Affiliates nor Users you shall have any no rights to continue use of the Services or to access the RelyMD PlatformService. If any this Agreement is terminated by Customer or Individual you for any reason other than a termination expressly permitted by the this Agreement, then RelyMD we shall be entitled to all of the fees due under the this Agreement for the entire Term, for all of the Services, including, but not limited to, the Subscription Fees and all fees associated with the entire scope of the Professional Services contemplated therein, irrespective of whether or not the Term has expired, and irrespective of whether or not the Implementation or Integration of the RelyMD Platform has been fully-completed. If any this Agreement is terminated as a result of RelyMD’s our breach of the this Agreement, then Customer you shall be entitled to a refund of the pro-pro rata portion of any Subscription Fees subscription fees paid by Customer you to RelyMD us under the this Agreement for the terminated portion of the Term remaining after the termination, or for the portion of any of the Services which have not been completed as of the effective date of the terminationTerm.

Termination for Cause, Expiration. Any Party Either party may immediately terminate this Agreement MLA and all applicable Sales Order Forms issued hereunder, if applicable, Orders in the event the other Party party commits a material breach of any provision of any Agreement this MLA which is not otherwise cured within thirty (30) days of written notice from the non- non-breaching Partyparty, where such breach is capable of cure. Such notice by the non-breaching Party shall complaining party will expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching Party party a meaningful opportunity to cure such alleged breach and shall will be sent to the General Counsel of the alleged breaching Party party at the address listed in the Agreement heading of this MLA (or such other address that may be provided pursuant to the Agreement (hereinafter, “Notice”this MLA). Upon termination or expiration of any Agreementthis MLA, neither the Customer, Individual, Affiliates nor Users shall Licensee will have any no rights to continue use of the Services or Service except for the ninety (90) data period to access the RelyMD Platformretrieve all Licensee Data. If any Agreement this MLA is terminated by Customer or Individual Licensee for any reason other than a termination expressly permitted by the Agreementthis MLA, then RelyMD shall Licensor will be entitled to all of the fees due under the Agreement any applicable Sales Orders for the entire Term, for all of the Services, including, but not limited to, the Subscription Fees and all fees associated with the entire scope of the Professional Services contemplated therein, irrespective of whether or not the Term has expired, and irrespective of whether or not the Implementation or Integration of the RelyMD Platform has been fully-completedterm. If any Agreement this MLA is terminated as a result of RelyMDLicensor’s breach of the Agreementthis MLA, then Customer shall Licensee will be entitled to a refund of the pro-pro rata portion of any Subscription Fees subscription fees paid by Customer Licensee to RelyMD Licensor under the Agreement any applicable Sales Orders for the terminated portion of the Term remaining after the termination, or for the portion term to be remitted to Licensee within thirty (30) days of any of the Services which have not been completed as of the effective date of the such termination.