Contractor’s Duties Upon Termination Clause Samples

The "Contractor’s Duties Upon Termination" clause defines the specific responsibilities that a contractor must fulfill if the contract is ended before completion. Typically, this includes obligations such as stopping all ongoing work, safeguarding and returning any materials or equipment provided by the client, and submitting final invoices or reports. By clearly outlining these steps, the clause ensures an orderly transition and minimizes disputes or losses when a contract is terminated, thereby protecting both parties’ interests.
Contractor’s Duties Upon Termination. ‌ Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description in writing, no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. Upon termination, whether for cause or for convenience, the provisions of the Contract Documents remain in effect as to any Claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, or other such rights and obligations arising prior to the termination date.
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Contractor’s Duties Upon Termination. If ComEd terminates this Agreement or a Purchase Order, as provided in this Article 17, Contractor shall immediately discontinue the Work, and ComEd shall be entitled to take possession of all or any part of the Material not owned by Contractor or delivered to ComEd; provided, that ComEd shall only be entitled to take possession of the Material then owned by Contractor upon full payment therefor and any other amounts owed under Section 17.4.2 if ComEd terminated for convenience. If requested by ComEd, Contractor shall make every reasonable effort to cancel any existing orders, Subcontracts and contracts specified by ComEd upon commercially reasonable terms satisfactory to ComEd. Contractor, upon request, shall also deliver and assign to ComEd where reasonably possible, and ComEd may at its discretion assume, any and all contracts, Subcontracts, purchase orders, and options made by Contractor in performance of the Work. Contractor shall deliver to ComEd true and correct originals thereof and all copies of the Contract Documents in Contractor’s possession except that Contractor may retain copies of all relevant documents for its own files, and all other materials relating to governmental permits, orders placed, bills, invoices, lien waivers, and financial management under this Agreement. Notwithstanding any termination, Contractor shall take such steps as are reasonably necessary to preserve and protect Work completed and in progress and to protect Material wherever it may be. No action taken by ComEd after termination shall prejudice any other rights or remedies of the Parties provided by law, by the Contract Documents, or otherwise upon such termination. Should ComEd’s termination of Contractor be partial, Contractor shall proceed to complete the portions of the Work, including Work pursuant to other Purchase Orders not terminated.
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Contractor’s Duties Upon Termination. (a) Upon the termination of Contractor’s relationship with the Company, and during any period when Contractor anticipates such termination in the next 90 days, Contractor will use Contractor’s best efforts to preserve all relationships between the Company and Company Customers, and to transition all relationships with Company Customers to other personnel of the Company, as directed by the Company. (b) In addition, upon the termination of Contractor’s relationship with the Company, Contractor will, within three (3) calendar days of the Termination Date: (i) conduct a diligent search for any Confidential Information which may be in Contractor’s possession, custody, or control, whether at Company’s place of business, at Contractor’s home, on any of Contractor’s computers, phones, or electronic devices, or elsewhere; (ii) return to the Company any Confidential Information in Contractor’s possession, custody, or control, and destroy any copies of Confidential Information (whether physical, electronic, or otherwise) that may be in Contractor’s possession, custody, or control which cannot be returned to the Company (e.g., data on Contractor’s personal computer, phone, or electronic devices); (iii) return to the Company all Provided Equipment and any other property belonging to the Company; and (iv) deliver to the Company a written confirmation, in a form reasonably requested by the Company and to be signed by Contractor, that Contractor has complied with paragraphs (a) and (b) above, including without limitation a specific confirmation that Contractor did not retain any particular Confidential Information that may be of particular interest to the Company. (c) During the Restricted Period, Contractor shall refrain from making disparaging remarks about the Company or the Company’s employees, coaches, or other personnel, including without limitation through social media or electronic communications.
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Contractor’s Duties Upon Termination. Should Owner exercise any right afforded to it to terminate this Agreement, Contractor shall, unless otherwise directed by Owner: discontinue performance of the Work; promptly pay all subcontractors and materialmen and obtain waivers of lien rights therefrom; deliver and assign to Owner all of its right, title, and interest in and to the Work prepared, performed, or procured as of the date of termination; follow the instructions of Owner; and make every reasonable effort to procure, at the option of Owner, either (i) cancellation of all existing purchase orders and subcontracts on terms satisfactory to Owner, or (ii) an assignment to Owner of such orders and subcontracts identified by Owner.
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Contractor’s Duties Upon Termination. Contractor shall return the facilities in the same condition as provided, less fair and ordinary wear and tear. Contractor must remove all of its own fixtures and merchandise. If Contractor’s fixtures and merchandise are not removed within five (5) business days of termination, the NAFI may inventory and remove the fixtures and merchandise and place them in storage. The NAFI shall charge contractor the cost of removal and storage in a public warehouse. Contractor shall submit its claim for settlement costs to the NAFI no later than sixty (30) days after termination of the Agreement. Claims not received within sixty (30) days will not be considered by the NAFI.
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Contractor’s Duties Upon Termination. If Buyer terminates a Purchase Order, as provided in this Article 17, Contractor shall immediately discontinue the Work. If requested by ▇▇▇▇▇, Contractor shall make every reasonable effort to cancel any existing orders, Subcontracts and contracts specified by Buyer upon commercially reasonable terms satisfactory to Buyer. Contractor, upon request, shall also deliver and assign to Buyer, and ▇▇▇▇▇ may at its discretion assume, any and all contracts, Subcontracts, purchase orders, and options made by Contractor in performance of the Work. Contractor shall deliver to Buyer true and correct originals thereof and all copies of the Contract Documents in Contractor’s possession except that Contractor may retain photocopies of all relevant documents for its own files, and all other materials relating to governmental permits, orders placed, bills, invoices, lien waivers, and financial management under these Terms and Conditions. Notwithstanding any termination, Contractor shall take such steps as are reasonably necessary to preserve and protect Work completed and in progress. No action taken by Buyer after termination shall prejudice any other rights or remedies of Buyer provided by law, by the Contract Documents, or otherwise upon such termination. Should Buyer’s termination of Contractor be partial, Contractor shall proceed to complete the portions of the Work, including Work pursuant to other Purchase Orders not terminated.
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Contractor’s Duties Upon Termination. When the Contractor receives IVRS’s notice of termination for any reason allowed under this Contract or if Contractor terminates this Contract under section 11, the Contractor shall: i. Immediately cease all services performed pursuant to this Contract except any services that IVRS directs Contractor to perform or complete; ii. Comply with IVRS’s instructions for the timely transfer of any active files and related work product; and iii. Cooperate in good faith with IVRS during the transition period between the notification of termination and the substitution of a provider, if any.
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Related to Contractor’s Duties Upon Termination

  • Duties Upon Termination Upon termination of this Agreement for any reason, the Contractor shall upon receipt of all sums due and owing, promptly deliver the following in accordance with the directions of the Company: (a) a final accounting, reflecting the balance of expenses incurred on behalf of the Company as of the date of termination; and (b) all documents pertaining to the Company or this Agreement, including but not limited to, all books of account, correspondence and contracts, provided that the Contractor shall be entitled thereafter to inspect, examine and copy all of the documents which it delivers in accordance with this provision at all reasonable times upon three (3) days’ notice to the Company.

  • Rights and Duties Upon Termination 8.1 Upon termination of this Agreement, Eisai shall have the right to retain any sums already paid by Radius hereunder, and Radius shall continue to be obligated to pay all sums accrued hereunder at the time of termination which are then due. 8.2 Upon termination of this Agreement for any reason except material breach by Eisai, Radius shall notify Eisai of the amount of Product Radius then have on hand, the sale of which would, but for termination, be subject to royalty, and Radius shall thereupon be permitted to sell that amount of Product provided that Radius shall pay the royalty thereon at the time herein provided for. 8.3 In either case that Radius terminates this Agreement in accordance with Article 7.2 or that Eisai terminates this Agreement in accordance with Article 7.3, 7.4, 7.5 or 7.6, Radius shall provide or transfer to Eisai all technical information and know-how categorized as Radius Know-How which it possesses at the time of the termination in a timely manner. Thereafter, Eisai shall have a worldwide, royalty-free and perpetual license, under Radius Patents and Radius Know-How, to develop, manufacture, have manufactured, import and sell Compound and Product. In addition to the license to Radius * Confidential Treatment Requested by the Registrant. Redacted Portion Filed Separately with the Commission. Patents and Radius Know-How, Eisai will have the option to assume, to the extent transferable, any third party licenses and agreements relating to the Product without compensation to Radius; this right is independent and subordinate to the rights of such each sublicensee under Article 8.5. 8.4 Termination of this Agreement shall terminate all outstanding rights and obligations between the Parties arising from this Agreement except those described in this Article 8 as well as Articles 1, 4, 5.4 (solely with respect to Product or Semi-Product or bulk Compound material provided by Radius through the date of termination), 5.6 (solely with respect to Product or Semi-Product or bulk Compound material provided by Radius through the date of termination), 6.1, 6.4 (second, third and fourth sentences), 9, 10.2, 11 (solely with respect to Product or Semi-Product or bulk Compound material provided by Radius through the date of termination), and 13-16. 8.5 In the event the licenses granted to Radius under this Agreement terminates for any reason, each of Radius’ sublicensees at such time shall continue to have the rights and license set forth in their sublicense agreements, provided that such sublicensee agrees in writing that: (a) Eisai is entitled to enforce all relevant provisions directly against such sublicensee; and (b) Eisai shall not assume, and shall not be responsible to such sublicensee for, any representations, warranties or obligations of Radius to such sublicensee other than to permit such sublicensee to exercise any rights to the Eisai Patents and Eisai Know-How and Eisai’s undivided interest in Joint Patents that are sublicensed under such sublicense agreement consistent with the terms of Article 2.1 of this Agreement.

  • Actions Upon Termination In the event of termination not the fault of the Contractor, the Contractor shall be paid for the services properly performed prior to termination, together with any reimbursable expenses then due, but in no event shall such compensation exceed the maximum compensation to be paid under the Contract. The Contractor agrees that this payment shall fully and adequately compensate the Contractor and all subcontractors for all profits, costs, expenses, losses, liabilities, damages, taxes, and charges of any kind whatsoever (whether foreseen or unforeseen) attributable to the termination of this Contract. Upon termination for any reason, the Contractor shall provide Seattle with the most current design documents, contract documents, writings and other product it has completed to the date of termination, along with copies of all project-related correspondence and similar items. Seattle shall have the same rights to use these materials as if termination had not occurred.

  • Deliveries Upon Termination Upon termination of this Agreement, ALPS agrees to cooperate in the orderly transfer of distribution duties and shall deliver to the Fund or as otherwise directed by the Fund (at the expense of the Fund) all records and other documents made or accumulated in the performance of its duties for the Fund hereunder. In the event ALPS gives notice of termination under this Agreement, it will continue to provide the services contemplated hereunder after such termination at the contractual rate for up to 120 days, provided that the Fund uses all reasonable commercial efforts to appoint such replacement on a timely basis.

  • Liabilities Upon Termination If this Agreement is terminated for any reason other than those set forth in Section 12.01 or is breached, nothing contained herein shall be construed to limit Seller’s or Buyer’s legal or equitable remedies including, without limitation, damages for the breach or failure of any representation, warranty, covenant or agreement contained herein and the right to enforce specific performance of this Agreement.