Common use of Cancellation and Termination Clause in Contracts

Cancellation and Termination. 8.1 Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Subscription Agreement

Cancellation and Termination. 8.1 Unless Your Account The Client shall pay to Xanda the Fees on receipt of a valid invoice in accordance with the payment terms set out therein or on the Specification. Without prejudice to any other right or remedy that it may have, if the Client fails to pay Xanda on the relevant due date, Xanda may charge interest on such sum from the due date for payment at the annual rate of 10% above the base lending rate from time to time of National Westminster Bank accruing on a daily basis and subscription being compounded quarterly until payment is made, whether before or after any judgment and Xanda may claim interest under the Late Payment of Commercial Debts (Interest) ▇▇▇ ▇▇▇▇ and the Client shall pay the interest immediately on demand. If applicable an invoice for this interest will be raised at Xanda’s discretion at any time or times after the payment due date. Without prejudice to any other right or remedy that it may have, if the Client fails to pay Xanda on the relevant due date, Xanda may pass the debt to a Service is mutually renewed by the parties prior third party debt collection agency where a 17.5% recovery fee will be added to the end outstanding balance. If applicable an invoice for this fee will be raised at Xanda’s discretion at any time or times after the payment due date. All sums and the full Fees payable to Xanda under this agreement shall become due immediately on its termination, despite any other provision. This provision is without prejudice to any right to claim for interest under the law, or any such right under this agreement. Xanda may, without prejudice to any other rights it may have, set off any liability of the then current Subscription Term, Your subscription Client to a Service Xanda against any liability of Xanda to the Client. Xanda reserves the right to terminate this Agreement; (including any and all Deployed Associated Servicesi) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription reason on giving 30 days’ notice to the Service Client; or cancel Your Account prior (ii) with immediate effect if the Client has committed any serious or repeated breach or non-observance of its obligations, including but not limited to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15a) days of subscribing failing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with amount due under this agreement on the remainder of such Subscription Term. This amount will not be payable by You due date for payment and remaining in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness default not less than thirty (30) 14 days after being notified in writing to reasonably cure make such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such periodpayment; or (b) if the other Party becomes the subject suspending or threatening to suspend payment of a petition in bankruptcy its debts or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation unable to pay any fees payable its debts as they fall due; or (c) failing to Us for the period prior to the effective date of termination. 8.6 Upon request act in good faith towards Xanda, unreasonably withholding required Materials or information required by You made within thirty (30) days after the effective date of Xanda, or obstructing Xanda from carrying out its obligations hereunder. On termination or expiration of this Agreement, We will make Service Data available to You agreement for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.reason:

Appears in 1 contract

Sources: General Terms and Conditions

Cancellation and Termination. 8.1 6.1. Either Party may elect to terminate Your Account and subscription to the Service as of the end of Your then current Subscription Term by providing notice, in accordance with these Terms, on or prior to the date thirty (30) days preceding the end of such Subscription Term. 6.2. Unless Your Account and subscription to a Service the Services is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a the Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation Order any Form, the any renewed Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term Terms shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployedcharged at our rates, as applicable, as of the time such subsequent renewal Subscription Term commences. 8.2 6.3. No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service Service, or cancel Your Account Account, prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days . Following the termination or cancellation of subscribing Your subscription to the ServiceService and/or Account, We reserve the right to delete all Service Data in the normal course of operation. Service Data cannot be recovered once Your Account is cancelled. 8.3 Except for Your termination under Section 8.5, if 6.4. If You terminate Your subscription to a Service the Service, or cancel Your Account Account, prior to the end of Your then effective Subscription Term or if We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, sections 1.6(c) or 6.6; in addition to other amounts You may owe Life FitnessDutySheet, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. 6.5. This amount The payments otherwise due under 6.4 will not be payable by You in the event that You terminate Your subscription to a Service the Service, or cancel Your Account Account, as a result of a material breach of this Agreement these Terms by Life FitnessDutySheet, provided that You provide advance notice of such breach to Life Fitness DutySheet and afford Life Fitness DutySheet not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 hereinbreach. 8.4 6.6. We reserve the right to modify, suspend or terminate the Services Service (or any part thereof), Your Account or Your and/or Agentsagents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents Your agents or End-End- Users have violated this Agreementthese Terms by engaging in fraudulent or illegal activity. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, AgentsYour agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the ServicesService. Any suspected fraudulent, abusive, or illegal activity by You, Agents Your agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Terms of Use

Cancellation and Termination. 8.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein.addition 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. This includes the removal or disablement of Service Data in accordance with Our Copyright Infringement Notice and Takedown Policy available at ▇▇▇.▇▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇▇-▇▇▇▇▇▇▇▇/▇▇▇▇/. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension suspension, or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this sectionSection, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this sectionSection, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Master Subscription Agreement

Cancellation and Termination. 8.1 Unless Your 10.1 You may cancel your Account and subscription to a Service is mutually renewed terminate the Terms at any time by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including any contacting Cyber eCom and all Deployed Associated Services) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated providing us with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days written notice of your intention to reasonably cure such breach as provided for in Section 8.5 hereincancel. 8.4 10.2 Cyber eCom will cease providing you with the Services and on receipt of your cancellation notice, your Shop will be removed from the Platform. 10.3 You will not be entitled to any refunds of any Fees, pro rata or otherwise. Any outstanding balance owed to Cyber eCom for your use of the Platform and/or Services through the effective date of such termination will immediately become due and payable in full. 10.4 If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again. 10.5 We reserve the right to modifyterminate your access to all or any part of the Platform at any time, with or without cause, with or without notice, effective immediately. 10.6 Without limiting any other remedies, Cyber eCom may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use of the Services. 11.1 Users/buyers may pay for your items by choosing among the following payment methods, the availability of which may vary by Cyber eCom, such as : (1) Pay Pal (2) Peach Payments (3) Google Pay 11.2 Upon completion of sign up for the Platform, Cyber eCom will create a Pay Pal and/or Peach Payments account on your behalf, using your email address. 11.3 You acknowledge that Pay Pal and/or Peach Payments will be your default payments gateway(s) and remove, disable that it is your sole responsibility as the Shop Owner to activate and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreementmaintain these accounts. Unless legally prohibited from doing so, We will use commercially reasonable efforts If you do not wish to contact You directly via email to notify You when taking any keep either of the foregoing actionspayment accounts active, it is your responsibility to deactivate them. 11.4 We may modify the scope of payment methods available to Users/buyers in our sole discretion. We shall not be liable to Youmay change, Agentsdiscontinue, End-Users enhance or modify features of Payment offerings in the Cyber eCom Platform at any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretiontime. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment 11.5 The underlying sale contract for the benefit purchase of creditors. If this Agreement goods is terminated by You in accordance with this section, We will, to directly concluded between you and the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided User/Buyer in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, same manner as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by lawfor transactions for which we do not manage payments.

Appears in 1 contract

Sources: Terms of Service

Cancellation and Termination. 8.1 Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.or

Appears in 1 contract

Sources: Subscription Agreement

Cancellation and Termination. 8.1 7.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No 7.2 To the extent permitted by law, no refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 7.3 Except for Your termination under Section 8.57.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 7.4 and 8.57.5, in addition to other amounts You may owe Life FitnessFlexitime, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life FitnessFlexitime, provided that You provide advance notice of such breach to Life Fitness Flexitime and afford Life Fitness give Flexitime not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 7.5 herein. 8.4 7.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents You or End-Users or have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents You or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 7.5 A Party may terminate this Agreement for cause (a) cause: A. upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) or B. if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, termination and You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order FormsForms as the case may be. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Subscription Agreement

Cancellation and Termination. 8.1 6.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 6.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 6.3 Except for Your termination under Section 8.56.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 6.4 and 8.56.5, in addition to other amounts You may owe Life Fitnesscuilassist, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitnesscuilassist, provided that You provide advance notice of such breach to Life Fitness cuilassist and afford Life Fitness cuilassist not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 7.5 herein. 8.4 6.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. This includes the removal or disablement of Service Data in accordance with Our Copyright Infringement Notice and Takedown Policy. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 6.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 6.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Subscription Agreement

Cancellation and Termination. 8.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, no less than thirty (30) days prior to the end of such Subscription Term . Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No Except for Your termination rights under Section 8.5, no refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life FitnessZendesk, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 hereinZendesk. 8.4 We reserve the right to modifyrestrict functionality, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard quarantine any Service Data if We reasonably believe that You, Agents or End-Users have violated this Agreement. This right includes the removal or disablement of Service Data in accordance with Our Copyright Infringement Notice and Takedown Policy available at ▇▇▇.▇▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇▇-▇▇▇▇▇▇▇▇/▇▇▇▇/. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of thirty (30) days from the date of the breaching Party’s receipt of such periodnotice; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or controlcontrol in accordance with Our Data Deletion Policy, unless prohibited by law.

Appears in 1 contract

Sources: Master Subscription Agreement

Cancellation and Termination. 8.1 Unless Your Account and subscription You are solely responsible for properly canceling your account by providing IB-PROfifteen(15) days' written notice of your intention to a Service is mutually renewed by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at the end of the Subscription Termdo so. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences.If users cancel their account: 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within 1. Within fifteen (15) days of subscribing account creation and never utilized Services offered by us then user shall be entitled to the Servicereceivefrom us an entire payment made by him for opted plan. 8.3 Except 2. Within fifteen (15) days of account creation and after utilizing Services offered by us thenuser shall be entitled to receivefrom us 75% of payment made by him for Your termination under Section 8.5, if You terminate Your opted plan. 3. After fifteen (15) days of account creation then user shall not be entitle to receive any payment made by him for opted plan. All of your Content will be immediately deleted from the Service as per our (1) Privacy Policy: General and (2) Privacy Policy: Web Application) upon cancellation and/or the expiration of the existing term based upon your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Termplan. This amount information cannot and will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your recovered once cancellation and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvencyexisting term. IB-PRO, receivershipIN ITS SOLE DISCRETION, liquidation or assignment for the benefit of creditorsHAS THE RIGHT TO SUSPEND OR TERMINATE YOUR ACCOUNT AND REFUSE ANY AND ALL CURRENT OR FUTURE USE OF THE SERVICE, OR ANY OTHER SERVICE, FOR ANY REASON AT ANY TIME, INCLUDING YOUR BREACH OF THIS AGREEMENT OR ANY VIOLATION OF THE TERMS OF SERVICE, INCLUDING ANY VIOLATION OF THE TERMS OF SERVICE BY ANY PERSON WHICH YOU HAVE ALLOWED USE OF YOUR ACCOUNT. If this Agreement is terminated by You in accordance with this sectionSUCH TERMINATION OF THE SERVICE WILL RESULT IN THE DEACTIVATION OR DELETION OF YOUR ACCOUNT OR YOUR ACCESS TO YOUR ACCOUNT AND THE DELETION OF ALL CONTENT ASSOCIATED WITH YOUR ACCOUNT. IB-PRO RESERVES THE RIGHT TO REFUSE SERVICE TO ANYONE FOR ANY REASON AT ANY TIME. IN THE EVENT THAT IB-PRO TERMINATES YOUR ACCOUNT FOR REASONS WHOLLY UNRELATED TO YOUR OR YOUR ACCOUNT USERS BREACH OF THIS AGREEMENT OR YOUR OR YOUR ACCOUNT USERS VIOLATION OF ANY OF THE TERMS OF SERVICE, We willYOUR SOLE REMEDY SHALL BE A RETURN OF THE UNUSED PORTION OF YOURLICENSE FEE, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of terminationBASED ON THE NUMBER OF DAYS REMAINING IN YOUR LICENSE. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: License Agreement

Cancellation and Termination. 8.1 Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including a) Buyer may cancel any and all Deployed Associated Services) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend PO or terminate the Services (Supply Agreement, in whole or in part, at any time with no liability, should the Supplier or any part thereof), Your Account of its Affiliates (i) default in performance of any provision or Your and/or Agents’ or End-Users’ rights obligation under the Supply Agreement and fail to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any cure such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause default within seven (a7) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such periodBuyer’s notice; or (bii) if materially breach the other Party becomes the subject Supply Agreement in Buyer’s sole discretion (including delivery of any defective or non-conforming Deliverable); or (iii) fail to accept any PO within five (5) days; or (iv) become insolvent or unable to pay its debts as they mature; or make a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or general assignment for the benefit of creditors; or have a receiver appointed for the whole or any part of Supplier’s assets; or become in any way the subject of a bankruptcy petition; or (v) have a change in ownership or management such that a competitor of Buyer controls the Supplier. (b) Buyer may cancel any PO or terminate the Supply Agreement at its discretion by giving Supplier a written notice to that effect. If this Agreement is terminated by You in accordance with this section, We will, Such cancellation notice will not impact any conforming Deliverables already delivered to the extent permitted by applicable law, refund You any prepaid fees covering the remainder Buyer as of the Subscription Term after the effective date of terminationcancellation. If this Agreement Buyer shall have no further liability whatsoever if ▇▇▇▇▇’s written notice is terminated ten (10) days or more. Buyer’s liability arising from a notice shorter than ten (10) days shall only be Supplier’s costs of customized raw materials (limited to those which cannot be cancelled, sold to a third party, or used by Us Supplier) and works-in-progress incurred within any lead time approved by Buyer in accordance with this section, You will pay any unpaid fees covering the remainder writing as of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 cancellation. Supplier will provide a complete cancellation cost analysis and shall immediately notify Buyer of any anticipated cancellation costs. Upon request by You made within thirty (30) days after cancellation of software or services orders, Buyer shall only be liable for the effective price of the work that has been completed as of the date of termination or expiration cancellation notice. Under no circumstances shall Buyer pay cancellation charges exceeding the value of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in unpaid balance of the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by lawcancelled PO.

Appears in 1 contract

Sources: General Terms and Conditions for Indirect Procurement

Cancellation and Termination. 8.1 Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Term, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve A. Cancellation: Purchaser reserves the right to modifycancel some or all of the goods and materials covered by this Purchase Order without liability to Purchaser if Seller (i) does not make deliveries as specified in this Purchase Order and related release(s); (ii) delivers nonconforming or defective goods and materials; (iii) fails to make progress so as to endanger the performance of Purchaser’s work; (iv) does not correct any failure to perform within ten (10) days after receipt of written notice from Purchaser specifying such failure; (v) if Seller breaches any of the terms and conditions contained herein or in Purchaser’s release(s); or (vi) if Purchaser’s customer(s) cancels or modifies some or all of its parts and/or purchase order(s) with Purchaser B. Termination: In addition to any other rights of Purchaser to terminate this Purchase Order, suspend or Purchaser may, at its option, immediately terminate the Services (all or any part thereofof this Purchase Order at any time and for any reason by giving written notice to Seller. C. Upon termination under this Paragraph, Purchaser shall pay to Seller the following amounts without duplication: 1. The Purchase Order price for all completed goods and materials delivered to Purchaser which conform to the requirements of this Purchase Order and not previously paid for; and 2. Seller’s reasonable actual cost for the goods and materials that are in the “firm” or “fabrication” stage as identified in Purchaser’s release(s), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We . D. Purchaser shall not be liable for and shall not be required to You, Agents, End-Users make payments to Seller directly or any other third party on account of claims by Seller’s subcontractors or suppliers for any such modificationalleged losses or costs whether denominated as loss of anticipated profit, suspension unabsorbed overhead, interest on claims, product or discontinuation materials development or engineering costs, facilities and equipment rearrangement costs or rental, unamortized appreciation costs, general and administrative burden charges resulting from any changes or termination of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretionthis Purchase Order. 8.5 A Party may terminate this Agreement for cause E. Within twenty (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (3020) days after the effective date of termination under this section, Seller shall furnish to Purchaser its termination claim together with all supporting data, which shall consist exclusively of the items of Purchaser’s obligation to Seller that are listed in subsection C above. Purchaser may audit Seller’s records before or expiration of after payment to verify the amounts requested in Seller’s termination claim. F. Purchaser may immediately terminate this Agreement, We will make Service Data available Purchase Order without any liability to You for export or download as provided Seller in the Documentation. After such 30-day period, We will have no obligation to maintain event of the occurrence of any of the following or provide any Service Data, and, as provided in the Documentation, will have the right to delete other similar or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.comparable events:

Appears in 1 contract

Sources: Purchase Order

Cancellation and Termination. 8.1 Either You or Dubber may elect to terminate Your Account and subscription to the Service as of the end of your then current Subscription Term by providing notice, in accordance with these Terms, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a the Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to the Service will renew for a Service (including any and all Deployed Associated Services) will automatically expire at Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation Order any Form, the Subscription Charges applicable to Your subscription to a the Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days . Following the termination or cancellation of subscribing Your subscription to the ServiceService and/or Account, We reserve the right to delete all Your Data in the normal course of operation. Your Data cannot be recovered once Your Account is cancelled. 8.3 Except for Your termination under Section 8.5, if If You terminate Your subscription to a the Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5Section 2.5(c) or 8.4, in addition to other amounts You may owe Life FitnessDubber, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a the Service or cancel Your Account as a result of a material breach of this Agreement these Terms by Life Fitness▇▇▇▇▇▇, provided that You provide advance notice of such breach to Life Fitness Dubber and afford Life Fitness Dubber not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 hereinbreach. 8.4 We reserve Dubber reserves the right to modify, suspend or terminate the Services Service (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the ServicesService, and remove, disable and discard any Service of Your Data if We believe that You, Agents You or End-Users have violated this Agreementthese Terms. This includes the removal or disablement of Your Data in accordance with Our Copyright Infringement Notice and Takedown Policy. Unless legally prohibited from doing so, We ▇▇▇▇▇▇ will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We Dubber shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the ServicesService. Any suspected fraudulent, abusive, or illegal activity by You, Agents You or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Terms of Service

Cancellation and Termination. 8.1 Unless Your Account and subscription to a Service is mutually renewed by the parties 7.1 The Hirer may cancel any booking prior to the end Event Date provided that the Hirer notifies KEHF in writing and immediately pays KEHF (and KEHF will be entitled to set-off the Deposit against) a cancellation fee together with any and all other costs incurred by KEHF either on the Hirer’s behalf or otherwise in respect of the then current Subscription Term, Your subscription to a Service Event (including any food and all Deployed Associated Services) will automatically expire at the end of the Subscription Termbeverage costs). Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term The cancellation fee shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployedlevied as follows, as applicable, as : (a) 25% of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Hire Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account booking is cancelled within 124 working days prior to the end Event Date; then (b) 50% of Your then effective Subscription Term, unless You make such refund request in writing the Hire Charges if the booking is cancelled within fifteen (15) 93 working days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end Event Date; then (c) 75% of Your then effective Subscription Term the Hire Charges if the booking is cancelled within 62 working days prior to the Event Date; then (d) 100% of the Hire Charges if the booking is cancelled within 31 working days prior to the Event Date. For the avoidance of doubt, the Hire Charges for these purposes comprise (as applicable) the total hire fee to be paid for the use of the Venue or We effect such termination the charges for the agreed minimum delegate numbers at the agreed daily delegate rate or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 hereinpackage price per head. 8.4 We reserve 7.2 KEHF reserves the right to modify, suspend or terminate the Services booking and this Agreement immediately by notice in writing without liability to the Hirer, if the Hirer: (a) fails to fulfil any of its obligations under this Agreement, including (without limitation) if the Hirer is more than 30 days in arrears with any payment to KEHF; (b) enters into liquidation (whether voluntary or compulsory) or becomes bankrupt or has a receiver and/or manager, administrator or administrative receiver appointed in relation to its assets, or fails to be able to pay its debts as they fall due; or (c) If KEHF becomes aware of any deterioration in the Hirer’s financial situation; or (d) if the booking might, in the opinion of KEHF, prejudice the reputation of KEHF or that of The King’s Fund; or (e) if the Venue, or any part thereof)of it, Your Account or Your and/or Agents’ or End-Users’ rights is closed due to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated circumstances beyond ▇▇▇▇’s control. In this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any event a refund of the foregoing actions. We shall not Deposit will be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We paid but KEHF will have no obligation other liability to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by lawHirer.

Appears in 1 contract

Sources: Venue Rental Agreement

Cancellation and Termination. 8.1 7.1 Either Party may elect to terminate Customer’s Account and subscription to a Service as of the end of Customer’s then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date ninety (90) days preceding the end of such Subscription Term. Unless Your Customer’s Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your Customer’s subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your Customer’s subscription to a Service for any such subsequent Subscription Term shall be Our ANCILE’s standard Subscription Charges for the Service Plan and Deployed Associated Services fees to which You have Customer has subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 7.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You Customer if You elect Customer elects to terminate Your Customer’s subscription to the Service or cancel Your Customer’s Account prior to the end of Your Customer’s then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. ▇▇▇.▇▇▇▇▇▇.▇▇▇ • ▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ • +▇ ▇▇▇-▇▇▇-▇▇▇▇ 8.3 7.3 Except for Your Customer’s termination under Section 8.57.5, if You terminate Your Customer terminates a subscription to a Service or cancel Your cancels Customer’s Account prior to the end of Your Customer’s then effective Subscription Term or We ANCILE effect such termination or cancellation pursuant to Sections 2, 8.4 7.4 and 8.57.5, in addition to other amounts You Customer may owe Life FitnessANCILE, You Customer must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You Customer in the event You Customer terminate Your Customer’s subscription to a Service or cancel Your Customer’s Account as a result of a material breach of this Agreement by Life FitnessANCILE, provided that You Customer provide advance notice of such breach to Life Fitness ANCILE and afford Life Fitness ANCILE not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 7.5 herein. 8.4 We reserve 7.4 ANCILE reserves the right to modify, suspend or terminate the Services (or any part thereof), Your Customer’s Account or Your Customer’s and/or Agents’ or End-its Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe ANCILE believes that YouCustomer, Agents or End-its Users have violated this Agreement. This includes the removal or disablement of Service Data in accordance with ANCILE’s copyright infringement notice and takedown policy. Unless legally prohibited from doing so, We ANCILE will use commercially reasonable efforts to contact You Customer directly via email to notify You Customer when taking any of the foregoing actions. We ANCILE shall not be liable to YouCustomer or its Users, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your Customer’s rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents Customer or End-its Users may be referred to law enforcement authorities at Our ANCILE’s sole discretion. 8.5 7.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You Customer in accordance with this section, We ANCILE will, to the extent permitted by applicable law, refund You Customer any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us ANCILE in accordance with this section, You Customer will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You Customer of Your Customer’s obligation to pay any fees payable to Us ANCILE for the period prior to the effective date of termination. 8.6 7.6 Upon request by You Customer made within thirty (30) days after the effective date of termination or expiration of this Agreement, We ANCILE will make Service Data available to You Customer for export or download as provided in the Documentation. After such 30-30- day period, We ANCILE will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our ANCILE’s systems or otherwise in Our ANCILE’s possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Master Subscription Agreement

Cancellation and Termination. 8.1 Unless Your Account The Client shall pay to Xanda the Fees on receipt of a valid invoice in accordance with the payment terms set out therein or on the Specification. Without prejudice to any other right or remedy that it may have, if the Client fails to pay ▇▇▇▇▇ on the relevant due date, ▇▇▇▇▇ may charge interest on such sum from the due date for payment at the annual rate of 10% above the base lending rate from time to time of National Westminster Bank accruing on a daily basis and subscription being compounded quarterly until payment is made, whether before or after any judgment and ▇▇▇▇▇ may claim interest under the Late Payment of Commercial Debts (Interest) Act 1998 and the Client shall pay the interest immediately on demand. If applicable an invoice for this interest will be raised at ▇▇▇▇▇’s discretion at any time or times after the payment due date. Without prejudice to any other right or remedy that it may have, if the Client fails to pay ▇▇▇▇▇ on the relevant due date, ▇▇▇▇▇ may pass the debt to a Service is mutually renewed by the parties prior third party debt collection agency where a 17.5% recovery fee will be added to the end outstanding balance. If applicable an invoice for this fee will be raised at ▇▇▇▇▇’s discretion at any time or times after the payment due date. All sums and the full Fees payable to Xanda under this agreement shall become due immediately on its termination, despite any other provision. This provision is without prejudice to any right to claim for interest under the law, or any such right under this agreement. Xanda may, without prejudice to any other rights it may have, set off any liability of the then current Subscription Term, Your subscription Client to a Service Xanda against any liability of Xanda to the Client. Xanda reserves the right to terminate this Agreement; (including any and all Deployed Associated Servicesi) will automatically expire at the end of the Subscription Term. Unless otherwise provided for in a Quotation Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription reason on giving 30 days’ notice to the Service Client; or cancel Your Account prior (ii) with immediate effect if the Client has committed any serious or repeated breach or non-observance of its obligations, including but not limited to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15a) days of subscribing failing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with amount due under this agreement on the remainder of such Subscription Term. This amount will not be payable by You due date for payment and remaining in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness default not less than thirty (30) 14 days after being notified in writing to reasonably cure make such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such periodpayment; or (b) if the other Party becomes the subject suspending or threatening to suspend payment of a petition in bankruptcy its debts or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation unable to pay any fees payable its debts as they fall due; or (c) failing to Us for the period prior to the effective date of termination. 8.6 Upon request act in good faith towards ▇▇▇▇▇, unreasonably withholding required Materials or information required by You made within thirty (30) days after the effective date of ▇▇▇▇▇, or obstructing ▇▇▇▇▇ from carrying out its obligations hereunder. On termination or expiration of this Agreement, We will make Service Data available to You agreement for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.reason:

Appears in 1 contract

Sources: General Terms and Conditions

Cancellation and Termination. 8.1 6.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 6.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 6.3 Except for Your termination under Section 8.56.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 6.4 and 8.56.5, in addition to other amounts You may owe Life Fitness▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇, provided that You provide advance notice of such breach to Life Fitness ▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇ and afford Life Fitness ▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇ not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 7.5 herein. 8.4 6.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. This includes the removal or disablement of Service Data in accordance with Our Copyright Infringement Notice and Takedown Policy. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 6.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 6.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Subscription Agreement

Cancellation and Termination. 8.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life Fitness, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life Fitness, provided that You provide advance notice of such breach to Life Fitness and afford Life Fitness not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein.addition 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion.part 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this sectionSection, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this sectionSection, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Master Subscription Agreement

Cancellation and Termination. 8.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is mutually renewed by the parties prior to the end of the then current Subscription Termso terminated, Your subscription to a Service (including any and all Deployed Associated Services) will automatically expire at renew for a Subscription Term equivalent in length to the end of the then expiring Subscription Term. Unless otherwise provided for in a Quotation an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences. 8.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term, unless You make such refund request in writing within fifteen (15) days of subscribing to the Service. 8.3 Except for Your termination under Section 8.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 2, 8.4 and 8.5, in addition to other amounts You may owe Life FitnessiVcardo, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Life FitnessiVcardo, provided that You provide advance notice of such breach to Life Fitness iVcardo and afford Life Fitness iVcardo not less than thirty (30) days to reasonably cure such breach as provided for in Section 8.5 herein. 8.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion. 8.5 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Quotation Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 8.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

Appears in 1 contract

Sources: Master Subscription Agreement