Rights and Obligations of the Parties on Termination Sample Clauses
The 'Rights and Obligations of the Parties on Termination' clause defines what each party must do and what rights they retain or lose when the contract ends, whether by expiration or early termination. It typically outlines responsibilities such as returning confidential information, settling outstanding payments, or ceasing use of intellectual property, and may specify any ongoing obligations that survive termination. This clause ensures both parties understand their post-termination duties, reducing disputes and providing a clear roadmap for unwinding the contractual relationship.
Rights and Obligations of the Parties on Termination. In the event that this Agreement is terminated, each party shall forthwith return to the other all papers, materials, and other properties of the other party then in its possession or certify to the destruction of same.
Rights and Obligations of the Parties on Termination. All rights and obligations of Parties shall, subject to Sub-article 44.6, cease upon termination of this Contract, except for any obligation or liability imposed or incurred under this Contract prior to the date of termination.
Rights and Obligations of the Parties on Termination. Upon the expiration or earlier rightful termination of this Agreement, the provisions of this Agreement shall continue to apply and be enforceable to allow for the orderly runoff of all NMS Accounts and End Users, on a NMS Account basis, until the next annual anniversary or renewal date of such NMS Account's contract with NMS occurring immediately after the expiration or termination of this Agreement but not to exceed twelve (12) months from the effective date of expiration or termination. Upon the expiration or earlier rightful termination of this Agreement: (i) at the end of the last runoff period, NMS shall forthwith return to Healtheon all papers, materials, and other properties of Healtheon then in its possession or under its control, including but not limited to any elements of the System, the related documentation and any Intellectual Property, including any copies which have been distributed to any third parties; (ii) at the end of each applicable runoff period, Healtheon shall return to NMS all data (in such format and on such media as may be reasonably required by NMS) or other property of NMS, NMS Accounts, Employees or End Users relating to the foregoing, and shall thereafter delete or otherwise destroy any copies of such data and property, except to the extent such information is contained in Healtheon's backup systems, and (iii) thereafter each party shall furnish to the other party an affidavit signed by an officer of such party certifying that, to the best of his or her knowledge, such delivery or destruction has been fully effected. Notwithstanding the foregoing, Healtheon shall not be obligated to provide NMS Accounts access to and use of the Healtheon Service during the applicable runoff periods if NMS defaults on its material obligations under this Agreement and fails to cure such default within fifteen (15) days after such written notice thereof from Healtheon. This Agreement, and each Healtheon Service Agreement and all related End User License Agreements granted hereunder shall terminate upon the effective termination date of this Agreement or at the end of the applicable runoff period, whichever is later.
Rights and Obligations of the Parties on Termination. In the event that this Agreement is terminated as provided for herein, each party shall forthwith return to the other, or certify to the other in writing as to the destruction of (if the other party in writing instructs that such be destroyed), all data, materials and other properties of the other party then in its possession. Upon the consummation of the exchange of such properties, Vendor shall return to Customer all payments received by Vendor up to and including the date of termination of this Agreement, reduced by the fair value of the Services previously delivered to and accepted by the Customer and all provable costs and expenses incurred by Vendor up to the date of termination of the performance of this Agreement. Upon termination, Customer shall immediately pay to Vendor all amounts due and owing without any right of set-off, recoupment or deduction. A file containing Customers data will be available to Customer upon request for a period of thirty days (See Appendix A for fee). Appendix A is attached to this agreement and is made a part hereof. After the thirty day period following termination, regardless of which party terminated the agreement, Vendor shall have no obligation to maintain or forward to Customer any data stored for Customer.
Rights and Obligations of the Parties on Termination. Upon the termination of this Agreement by either party, (i) the Company shall continue to be obligated to pay the Consultant all compensation due under Exhibit A attached hereto, to the extent the same has not been previously paid, and (ii) each party shall promptly return to the other all data, materials and other properties of the other held by it; provided, however, that if the Company terminates because the Consultant is in default, the Company shall have the right to retain and use such data, materials, and other properties until such time as the Company has found a comparable replacement to perform the Services.
Rights and Obligations of the Parties on Termination. In the event that this Agreement is terminated, Licensee will pay all of its outstanding obligations to Licensor, all of Licensee’s rights under this Agreement shall be terminated, and Licensee shall delete or destroy all copies of the Software and all Documentation and any other data, materials, and other properties of Licensor in its possession at time of termination. Upon termination of this Agreement, each party shall further return, delete, or destroy all Confidential Information of the other party in its possession or control to such party. Upon request, Licensee shall certify in writing it has deleted or destroyed all required copies of the Software and Documentation and all Confidential Information as required under this paragraph. Licensee acknowledges that at time of termination the Key may be invalidated and access to the Software shall be made inaccessible at Licensor’s discretion.
Rights and Obligations of the Parties on Termination. The following provisions shall apply on the termination or expiration of this Agreement:
12.4.1 PB shall cease all sales and other activities for which it is licensed under this Agreement with respect to the Licensed Software and immediately cease all use of RenSoft Proprietary Information previously furnished by RenSoft and then in PB's possession except as otherwise provided in this Agreement.
12.4.2 All indebtedness of PB to RenSoft and of RenSoft to PB, not including any such disputed indebtedness as evidenced by written notice of same from either party to the other and received by the other party before or promptly after the termination or expiration date of this Agreement, shall become immediately due and payable without further notice or demand, which is hereby expressly waived.
12.4.3 PB shall remove from its property and immediately discontinue all use, directly or indirectly, of the RenSoft trademarks. PB shall further certify in writing to RenSoft that PB has completely terminated its use of any and all such trademarks.
12.4.4 The parties shall remove from their respective property and immediately return to the other all Proprietary Information of the other party except as otherwise provided in this Agreement. The parties shall further certify in writing to each other that they have returned all Proprietary Information belonging to the other party in their possession as required by this Agreement.
12.4.5 Notwithstanding the foregoing, PB shall be permitted to retain RenSoft Proprietary Information to the extent and for the period of time needed to fulfill obligations under agreements with Customers relating to the Licensed Software.
12.4.6 In the event of termination by PB under Section 12.2.1 or 12.2.2, PB shall be entitled to retain the Master License source code for purposes of supporting and maintaining the Licensed Software.
Rights and Obligations of the Parties on Termination. In the event that this Agreement expires or is terminated for any reason, each party shall forthwith return to the other at no extra cost, or certify in writing to the other the destruction of (if the other party in writing instructs that such be destroyed), all data, materials and other properties of the other party then in its possession. Prior to or contemporaneous with the consummation of the exchange of the foregoing properties, Continuum shall pay to DST all payments due for Data Processing Services and all costs and expenses incurred by DST up to the date of expiration or of termination of this Agreement.
Rights and Obligations of the Parties on Termination. In the event that this Agreement is terminated, for any reason (i) Liberty shall immediately cease holding itself out as having any on-going business relationship with Annie's or with the Products, and (ii) Annie's agrees to purchase from Liberty all Saleable Inventory at Liberty's landed warehouse costs, plus "in & out" warehouse charges and monthly warehouse storage fees.
Rights and Obligations of the Parties on Termination. In the event that this Agreement is terminated, each party shall return to the other all papers, materials, and other properties of the other party then in its possession. In addition, Licensee shall return to Licensor all copies of the Licensed Intellectual Property.