Ti	=	Term, Expiration, Termination and Suspension
sec	=	{Term.Sec} {Stop.AtTerm.Sec} {Stop.ByConsent.Sec} {Stop.ByCompany.Sec} {Stop.ForInsolvency.Sec} {Stop.ForDefault.Sec} {Suspend.Sec} {After.Sec}
Term.Ti	=	Term
Term.sec	=	The term of {_this_Agreement} ("{_Term}") shall begin on the "{_Effective_Date}" and end on {Term.End.YMD} ("{_Expiration_Date}"), unless sooner terminated as provided in Section {Stop.AtTerm.Xnum}. If signed after the {_Effective_Date}, {_this_Agreement} shall be deemed retroactive to the {_Effective_Date}. The parties further agree that if any {_PO} or {_SOW} is in effect at the time of the expiration of {_this_Agreement}, then as it applies to such {_PO} or {_SOW} only, the {_Term} of {_this_Agreement} will be extended until the expiration or termination of such {_PO} or {_SOW}.
Term.	=	[G/Z/ol/Base]
Stop.AtTerm.Ti	=	Expiration
Stop.AtTerm.sec	=	{_This_Agreement} shall automatically expire at the end of the Term unless specifically renewed prior thereto by mutual written consent by the parties.
Stop.AtTerm.	=	[G/Z/ol/Base]
Stop.AtTerm.Xnum	=	{Xnum}.1
Stop.ByConsent.Ti	=	Termination by Mutual Agreement
Stop.ByConsent.sec	=	{_This_Agreement} and any PO or SOW hereunder may be terminated before the Term by mutual written consent by the parties.
Stop.ByConsent.	=	[G/Z/ol/Base]
Stop.ByCompany.Ti	=	Termination for Convenience
Stop.ByCompany.sec	=	{_Company} may terminate all or any part of {_this_Agreement} and any PO or SOW hereunder at any time by written notice to {_Supplier} specifying the extent of termination and the effective date. Upon such termination (except due to {_Supplier}'s insolvency or default including failure to comply with {_this_Agreement}), {_Company} and {_Supplier} shall negotiate reasonable termination costs identified by {_Supplier} within thirty (30) days of termination notice.
Stop.ByCompany.	=	[G/Z/ol/Base]
Stop.ForInsolvency.Ti	=	Termination for Insolvency
Stop.ForInsolvency.sec	=	If {_Supplier} ceases to conduct its operations in the normal course of business, including any inability to meet its obligations as they mature, if any proceeding under the bankruptcy or insolvency laws is brought by or against {_Supplier}, if a receiver is appointed or applied for, or if an assignment for the benefit of creditors is made by {_Supplier}, {_Company} may terminate all or any part of {_this_Agreement} without liability, except for {_Services} performed or deliverables delivered prior to termination or for deliverables covered by {_this_Agreement} then completed and later delivered in accordance with the terms of the Agreement.
Stop.ForInsolvency.	=	[G/Z/ol/Base]
Stop.ForInsolvency.Xnum	=	{Xnum}.4
Stop.ForDefault.Ti	=	Termination for Default
Stop.ForDefault.sec	=	Time is of the essence in {_this_Agreement}. Except for delay, which is due to causes beyond the reasonable control and without the fault or negligence of {_Supplier} and its suppliers (lasting not more than sixty (60) days), {_Company} may, by written notice of default, terminate the whole or any part of {_this_Agreement} in any one of the following circumstances if: {Stop.ForDefault.FailToPerform.Cl}; {Stop.ForDefault.Tardy.Cl}; {Stop.ForDefault.Lie.Cl}; or {Stop.ForDefault.TermOrCond.Cl}. {Stop.ForDefault.Cont.Sec}
Stop.ForDefault.	=	[G/Z/ol/Base]
Stop.ForDefault.FailToPerform.Cl	=	{_Supplier} fails to perform within the time specified herein or any written extension granted by {_Company}
Stop.ForDefault.Tardy.Cl	=	{_Supplier} fails to make progress as to endanger performance of {_this_Agreement}
Stop.ForDefault.Lie.Cl	=	{_Supplier} breaches, violates or {_Company} finds to be untrue, any of the certifications, representations and warranties set forth in Sections {Comply.Xnum} and {Environment.Xnum} of {_this_Agreement}
Stop.ForDefault.TermOrCond.Cl	=	{_Supplier} fails to comply with any other terms and conditions of {_this_Agreement}
Stop.ForDefault.Cont.Sec	=	Such termination shall become effective if {_Supplier} does not cure such failure within a period of ten (10) days or such longer period as {_Company} may authorize in writing. Upon termination, {_Supplier} shall continue performance of {_this_Agreement} to the extent not terminated, {_Company} may procure, upon such terms as it shall deem appropriate, {_Services} and/or deliverables similar to those so terminated, and {_Supplier} shall be liable to {_Company} for any excess costs for such {_Services} and/or deliverables. As an alternate remedy and in lieu of termination for default, {_Company}, at its sole discretion, may elect to extend the delivery schedule and/or waive other deficiencies in {_Supplier}'s performance, in which case an equitable reduction in the amount of payments to be made under the Agreement shall be negotiated. If {_Supplier} for any reason anticipates difficulty complying with any required delivery dates hereunder, or in meeting any of the other requirements of {_this_Agreement}, {_Supplier} shall promptly notify {_Company} in writing. If {_Supplier} does not comply with any schedule hereunder, {_Company} may require delivery by the fastest means available and charges resulting from any such premium transportation must be fully pre-paid and absorbed by {_Supplier}. The rights and remedies of {_Company} provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by contract, law or equity.
Stop.ForDefault.Xnum	=	{Xnum}.5
Suspend.Ti	=	Suspension
Suspend.sec	=	{_Company} may at any time, by written notice to {_Supplier}, suspend performance of work hereunder, specifying the date of suspension and the estimated duration. Upon receiving any such notice of suspension, {_Supplier} shall promptly suspend performance of work hereunder to the extent specified, and during the period of such suspension, properly care for and protect all work in progress and materials, supplies and equipment related to the work. Upon {_Company}’s request, {_Supplier} shall promptly deliver copies of outstanding agreements and subcontracts for materials, equipment and services for the work and shall take such action relative to such agreements and subcontracts as directed by {_Company}. {_Company} may at any time withdraw the suspension by written notice to {_Supplier} specifying the effective date and scope of withdrawal, and {_Supplier} shall resume diligent performance of the work for which the suspension is withdrawn on the specified effective date of withdrawal.
Suspend.	=	[G/Z/ol/Base]
After.Ti	=	Obligations Upon Expiration or Termination
After.sec	=	Neither {_Company} nor {_Supplier} shall be liable by reason of the termination, expiration or non renewal of {_this_Agreement} to the other for compensation, reimbursement or damages on account of the loss of prospective or anticipated revenues or on account of expenditures, investments, leases or commitments in connection with the business or good will of {_Company} or {_Supplier} or otherwise. However, this limitation is not intended to limit the liability of either party for defaults under Section {Stop.ForDefault.Xnum}. Upon expiration or after receipt of a notice of termination, {_Supplier} shall immediately: {After.StopWork.cl}; {After.NoPO.cl}; and {After.Subcontract.cl}. {After.Cont}
After.StopWork.cl	=	stop work as directed in the notice
After.NoPO.cl	=	place no further subcontracts or POs for materials, services or facilities hereunder, except as necessary to complete the continued portion of {_this_Agreement}
After.Subcontract.cl	=	terminate all subcontracts to the extent they relate to work terminated
After.Cont	=	After termination, {_Supplier} shall deliver to {_Company} all completed work and work in process, including all designs, drawings, specifications and other documentation and material required or produced in connection with such work and submit a final termination settlement proposal in the form and in the manner prescribed by {_Company}. {_Company} shall reimburse {_Supplier} for the cost of all work performed under {_this_Agreement} before the date of receipt of the notice of termination, including a pro rata portion of {_Supplier}'s profit, less any costs {_Company} incurred as a result of the termination, or due to {_Supplier}’s breach of any of its representations, warranties or covenants in {_this_Agreement}. The following terms of {_this_Agreement} shall survive any such expiration or termination: Sections {Conf.Xnum}, {IP.Xnum}, {PersonalData.Xnum}, {Warrant.Xnum}, {Assure.Xnum} and {Dispute.Xnum}.
After.	=	[G/Z/ol/Base]
	=	[G/Z/ol/Base]