13.1 Unless specified elsewhere, the Contract will continue for the term specified (“Initial Term”) and cannot be terminated early except in accordance with these Conditions. After the Initial Term has expired the Client may terminate the Contract by giving 90 days written notice to the Company.
13.2 Where the Contract is indicated on the Order Form to be a monthly contract, the Contract will be for an initial term of three months after which either party may terminate the Contract by giving 60 days written notice to the other party.
13.3 Without limiting its other rights or remedies, the Company may suspend the supply of Services or all further deliveries of Goods under the Contract or any other contract between the Client and the Company if the Client fails to pay any amount due under this Contract on the due date for payment, the Client becomes subject to any of the events listed in clause 13.2(b) to clause 13.2(m), or the Company reasonably believes that the Client is about to become subject to any of them:
(a) the Client commits a material breach of its obligations under this Contract and (if such breach is remediable) fails to remedy that breach within 5 days after receipt of notice in writing to do so;
(b) the Client suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or being a company or limited liability partnership) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;
(c) the Client commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors;
(d) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Client (being a company) other than for the sole purpose of a scheme for a solvent amalgamation of the Client with one or more other companies or the solvent reconstruction of the Client;
(e) the Client (being an individual) is the subject of a bankruptcy petition or order;
(f) a creditor or encumbrancer of the Client attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;
(g) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Client (being a company);
(h) the holder of a qualifying charge over the assets of the Client (being a company) has become entitled to appoint or has appointed an administrative receiver;
(i) a person becomes entitled to appoint a receiver over the assets of the Client or a receiver is appointed over the assets of the Client;
(j) any event occurs, or proceeding is taken, with respect to the Client in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 13.2(b) to clause 13.2(i) (inclusive);
(k) the Client suspends, threatens to suspend, ceases or threatens to cease to carry on, all or substantially the whole of its business;
(l) the Client’s financial position deteriorates to such an extent that in the Company's opinion the Client's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy; or
(m) the Client (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his own affairs or becomes a patient under any mental health legislation.
13.4 Without limiting its other rights or remedies, the Company may terminate the Contract with immediate effect by giving written notice to the Client if the Client fails to pay any amount due under this Contract on the due date for payment.
13.5 On termination of the Contract for any reason:
(a) the Client shall immediately pay to the Company all of the Company's outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has yet been submitted, the Company shall submit an invoice, which shall be payable by the Client immediately on receipt;
(b) the Client shall return all of the Company Materials and any Goods which have not been fully paid for. If the Client fails to do so, then the Company may enter the Client's premises and take possession of them. Until they have been returned, the Client shall be solely responsible for their safe keeping and will not use them for any purpose not connected with this Contract;
(c) the accrued rights and remedies of the parties as at termination shall not be affected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry; and
(d) clauses which expressly or by implication have effect after termination shall continue in full force and effect.
13.6 Upon termination of the Contract, where Services are being provided the Company, may, at its sole discretion depending upon the reason for termination, assist the Client in the orderly termination of Services, including timely transfer of the Services to another designated provider. The Client agrees to pay the Company’s costs of rendering such assistance