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The Service Termination and Settlement (No Migration) Agreement is used to break off a relationship with a client. This agreement covers transitioning a client away from using your services without disrupting business operations and settling any amounts owed. This variation is meant for use if you are not migrating them off of your equipment.
Document Length: 3 Pages
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Alternate documents are those which may be used instead of this document depending on your situation. Alternate documents may be better suited for different size projects, more specialized projects, variations on rights, etc.

Alternate Documents:
Service Termination and Settlement (No Migration)
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Writing the Service Termination and Settlement (No Migration) document

SERVICE TERMINATION AND QUITCLAIM AGREEMENT This Service Termination and Settlement Agreement hereafter referred to as the Agreement is made this current date by and between company name hereafter referred to as Customer and company name hereafter referred to as Company The undersigned to this agreement shall be referred to jointly as the Parties. WHEREAS Customer and Company have had an ongoing relationship where Company provided services to Customer; and WHEREAS Company holds intellectual property it rightly owns and has outstanding balances with Customer and WHEREAS the Parties wish to compromise and settle fully and finally all claims controversies or causes of action that they may have arising out of their relationship or any work performed by Company or arising from the cessation of Company providing services hereafter referred to as the Settlement

NOW THEREFORE in reliance on the representations contained herein and in consideration of the mutual promises covenants and obligations contained herein and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged the Parties agree as follows. 1. Settlement. a Company grants worldwide unrestricted license to use modify disassemble or sell the web site development project services etc. it developed for Customer including any of Companys custom programming source code or other files Company has an interest in that currently reside on web site server location etc. excepting those files that may be subject to another partys license or intellectual property rights. b Company shall waive the Insert outstanding balance outstanding balance owed to Company and provide copies of or access to files currently in Companys possession. There will be no payment required for these files. Files shall be provided as is. c Customer shall pay Company Insert what is owed payable by ACH Check Credit Card which represents the outstanding balance for services or licenses and represents final settlement of all balances owned between company name and company name.

2. Release. Each party hereto agrees that this agreement is result of compromise and shall not be construed as an admission by it of. liability to any person or entity or breach of any agreement or violation of any law or regulation. Company hereby releases Customer from any and all claims demands tort damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which it may have. Consistent with the terms of this paragraph Company further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Customer as the result of any act error or omission by Customer occurring up to and including the date of execution of this Agreement. Customer acting for itself and on behalf of its agents owners shareholders attorneys attorneys in fact assigns successors and heirs hereby unconditionally and irrevocably releases acquits forever discharges and covenants not to sue or be party to lawsuit against Company its owners predecessors successors subsidiaries affiliates assigns agents and any of their present or former directors officers employees or shareholders from any and all claims demands torts damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which Customer has or may have including but not limited to claims arising for breach of contract claims for equity awards claims for damages or any other federal state local or foreign laws statutes ordinances or regulations as well as rights under any common law causes of action. Consistent with the terms of this paragraph Customer further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Company as the result of any act error or omission by Company occurring from the beginning of time up to and including the date of execution of this Agreement. 3. Non disparagement and Cooperation. Company agrees that it will not make any disparaging remarks statements or criticism including written or oral concerning or taking actions which are adverse to the interests of Customer its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Company take any action that would cause Customer humiliation or embarrassment or otherwise cause or contribute to Customer being held in disrepute by the public or Customers clients customers users employees shareholders agents or vendors.

Customer agrees that it will not make any disparaging remarks statements or criticism including written or oral or take actions which are adverse to the interests of Company its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Customer take any action that would cause Company humiliation or embarrassment or otherwise cause or contribute to Company being held in disrepute by the public or Companys clients customers users employees shareholders agents or vendors. For the first days following the date of this Agreement Company agrees to respond to reasonable inquiries and information requests by phone or email Insert Limitations Here when requested by Customer or Customers agent about matters or subjects Company was responsible for or worked on prior to the agreement. Nothing in this Agreement shall require Company to migrate move setup re program modify or assist Customer in the direct facilitation of moving Customers files off Company servers. Company shall not be entitled to further compensation for any services Company performs pursuant to this cooperation clause; however to the extent that Customer requests Companys cooperation Customer shall reimburse Company for reasonable expenses subject to Customers pre approval of those expenses. 4. General Provisions. 4 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court.

4 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Company and their respective successors and assigns provided that Company may not assign any of his obligations under this Agreement without Customers prior written consent. 4 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 4 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 4 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in its entirety and duly bind their respective principals by their signature below.

EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed

Customer Initials Company Initials

How do you write a Service Termination and Settlement Agreement document? (alternate or related contract document)

SERVICE TERMINATION AND SETTLEMENT AGREEMENT This Service Termination and Settlement Agreement hereafter referred to as the Agreement is made this current date by and between company name hereafter referred to as Customer and company name hereafter referred to as Company The undersigned to this agreement shall be referred to jointly as the Parties. WHEREAS Customer and Company have had an ongoing relationship where Company provided services to Customer; and WHEREAS Company holds intellectual property it rightly owns and has outstanding balances with Customer and WHEREAS the Parties wish to compromise and settle fully and finally all claims controversies or causes of action that they may have arising out of their relationship or any work performed by Company or arising from the cessation of Company providing services hereafter referred to as the Settlement NOW THEREFORE in reliance on the representations contained herein and in consideration of the mutual promises covenants and obligations contained herein and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged the Parties agree as follows. 1. Settlement. a Company grants worldwide unrestricted license to use modify disassemble or sell the web site development project services etc. it developed for Customer including any of Companys custom programming source code or other files Company has an interest in that currently reside on web site server location etc. excepting those files that may be subject to another partys license or intellectual property rights. b Customer may continue to host its files on Company servers subject to our standard web hosting terms and conditions until they migrate off Company servers which will be no later than days from the signing of the Agreement. Customer will notify Company when migration is complete. Upon such notification web host services and access to Company servers shall end.

c Company shall grant access to Companys server to an agent Customer designates to facilitate transfer of their web site to new location for period not exceeding days. d Company shall accept Insert Amount as final payment for all outstanding balance owed to Company and for the rights to all other Customer files in Companys possession. There will be no extra payment required for these files. Files shall be provided as is. e Customer shall pay Company Insert Amount payable by Insert Method or Terms of Payment f Upon execution of this Agreement Company will grant access to Customers agent to facilitate the transfer of all files data and source code to another location. 2. Release.

Each party hereto agrees that this agreement is result of compromise and shall not be construed as an admission by it of. liability to any person or entity or breach of any agreement or violation of any law or regulation. Customer warrants that the agent designated by Customer is fully responsible for the migration and transfer of Customers files which includes but is not limited to Customers web site shopping cart other systems and related files. Company disclaims any and all responsibility for the migration and transfer of Customers files as defined above which is to be fully completed by Customers agent. Company hereby releases Customer from any and all claims demands tort damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which it may have. Consistent with the terms of this paragraph Company further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Customer as the result of any act error or omission by Customer occurring up to and including the date of execution of this Agreement. Customer acting for itself and on behalf of its agents owners shareholders attorneys attorneys in fact assigns successors and heirs hereby unconditionally and irrevocably releases acquits forever discharges and covenants not to sue or be party to lawsuit against Company its owners predecessors successors subsidiaries affiliates assigns agents and any of their present or former directors officers employees or shareholders from any and all claims demands torts damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which Customer has or may have including but not limited to claims arising for breach of contract claims for equity awards claims for damages or any other federal state local or foreign laws statutes ordinances or regulations as well as rights under any common law causes of action. Consistent with the terms of this paragraph Customer further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Company as the result of any act error or omission by Company occurring from the beginning of time up to and including the date of execution of this Agreement. 3. Non disparagement and Cooperation. Company agrees that it will not make any disparaging remarks statements or criticism including written or oral concerning or taking actions which are adverse to the interests of Customer its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Company take any action that would cause Customer humiliation or embarrassment or otherwise cause or contribute to Customer being held in disrepute by the public or Customers clients customers users employees shareholders agents or vendors.

Customer agrees that it will not make any disparaging remarks statements or criticism including written or oral or take actions which are adverse to the interests of Company its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Customer take any action that would cause Company humiliation or embarrassment or otherwise cause or contribute to Company being held in disrepute by the public or Companys clients customers users employees shareholders agents or vendors. For the first days following the date of this Agreement Company agrees to respond to reasonable inquiries and information requests by phone or email Insert Limitations Here when requested by Customer or Customers agent about matters or subjects Company was responsible for or worked on prior to the agreement. Nothing in this Agreement shall require Company to migrate move setup re program modify or assist Customer in the direct facilitation of moving Customers files off Company servers. Company shall not be entitled to further compensation for any services Company performs pursuant to this cooperation clause; however to the extent that Customer requests Companys cooperation Customer shall reimburse Company for reasonable expenses subject to Customers pre approval of those expenses. 4. General Provisions. 4 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court.

4 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Company and their respective successors and assigns provided that Company may not assign any of his obligations under this Agreement without Customers prior written consent. 4 Waiver. The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 4 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 4 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in its entirety and duly bind their respective principals by their signature below.

EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer.

Job title of signator authorized signature or signer. Date when the contact was signed

How do you write a Service Termination and Settlement (Server Migration) document? (example of another included contract document)

SERVICE TERMINATION AND QUITCLAIM AGREEMENT SERVER MIGRATION REQUIRED This Service Termination and Settlement Agreement hereafter referred to as the Agreement is made this current date by and between company name hereafter referred to as Customer and company name hereafter referred to as Company The undersigned to this agreement shall be referred to jointly as the Parties. WHEREAS Customer and Company have had an ongoing relationship where Company provided services to Customer; and WHEREAS Company holds intellectual property it rightly owns and has outstanding balances with Customer and WHEREAS the Parties wish to compromise and settle fully and finally all claims controversies or causes of action that they may have arising out of their relationship or any work performed by Company or arising from the cessation of Company providing services hereafter referred to as the Settlement NOW THEREFORE in reliance on the representations contained herein and in consideration of the mutual promises covenants and obligations contained herein and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged the Parties agree as follows. 1. Settlement. a Company grants worldwide unrestricted license to use modify disassemble or sell the web site development project services etc. it developed for Customer including any of Companys custom programming source code or other files Company has an interest in that currently reside on web site server location etc. excepting those files that may be subject to another partys license or intellectual property rights.

b Customer may continue to host its files on Company servers subject to our standard web hosting terms and conditions until they migrate off Company servers which will be no later than days from the signing of the Agreement. Customer will notify Company when migration is complete. Upon such notification web host services and access to Company servers shall end. c Company shall grant access to Companys server to an agent Customer designates to facilitate transfer of their web site to new location for period not exceeding days. d Company shall waive the Insert outstanding balance outstanding balance owed to Company and provide copies of or access to files currently in Companys possession. There will be no payment required for these files. Files shall be provided as is. e Customer shall pay Company Insert what is owed payable by ACH Check Credit Card which represents the outstanding balance for services or licenses and represents final settlement of all balances owned between company name and company name. f Upon execution of this Agreement Company will grant access to Customers agent to facilitate the transfer of all files data and source code to another location.

2. Release. Each party hereto agrees that this agreement is result of compromise and shall not be construed as an admission by it of. liability to any person or entity or breach of any agreement or violation of any law or regulation. Customer warrants that the agent designated by Customer is fully responsible for the migration and transfer of Customers files which includes but is not limited to Customers web site shopping cart other systems and related files. Company disclaims any and all responsibility for the migration and transfer of Customers files as defined above which is to be fully completed by Customers agent. Company hereby releases Customer from any and all claims demands tort damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which it may have. Consistent with the terms of this paragraph Company further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Customer as the result of any act error or omission by Customer occurring up to and including the date of execution of this Agreement. Customer acting for itself and on behalf of its agents owners shareholders attorneys attorneys in fact assigns successors and heirs hereby unconditionally and irrevocably releases acquits forever discharges and covenants not to sue or be party to lawsuit against Company its owners predecessors successors subsidiaries affiliates assigns agents and any of their present or former directors officers employees or shareholders from any and all claims demands torts damages or liability of any nature whatsoever prior to the date of this Agreement known or unknown which Customer has or may have including but not limited to claims arising for breach of contract claims for equity awards claims for damages or any other federal state local or foreign laws statutes ordinances or regulations as well as rights under any common law causes of action. Consistent with the terms of this paragraph Customer further agrees to refrain from bringing prosecuting or arbitrating any claim or lawsuit demand or cause of action either at law or in equity against Company as the result of any act error or omission by Company occurring from the beginning of time up to and including the date of execution of this Agreement. 3. Non disparagement and Cooperation. Company agrees that it will not make any disparaging remarks statements or criticism including written or oral concerning or taking actions which are adverse to the interests of Customer its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Company take any action that would cause Customer humiliation or embarrassment or otherwise cause or contribute to Customer being held in disrepute by the public or Customers clients customers users employees shareholders agents or vendors. Customer agrees that it will not make any disparaging remarks statements or criticism including written or oral or take actions which are adverse to the interests of Company its owners predecessors successors parents assigns or their current and former representatives agents officers employees directors board members and employees; nor will Customer take any action that would cause Company humiliation or embarrassment or otherwise cause or contribute to Company being held in disrepute by the public or Companys clients customers users employees shareholders agents or vendors.

For the first days following the date of this Agreement Company agrees to respond to reasonable inquiries and information requests by phone or email Insert Limitations Here when requested by Customer or Customers agent about matters or subjects Company was responsible for or worked on prior to the agreement. Nothing in this Agreement shall require Company to migrate move setup re program modify or assist Customer in the direct facilitation of moving Customers files off Company servers. Company shall not be entitled to further compensation for any services Company performs pursuant to this cooperation clause; however to the extent that Customer requests Companys cooperation Customer shall reimburse Company for reasonable expenses subject to Customers pre approval of those expenses. 4. General Provisions. 4 Entire Agreement. This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both of the parties hereto. 4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 4 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Company and their respective successors and assigns provided that Company may not assign any of his obligations under this Agreement without Customers prior written consent. 4 Waiver.

The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 4 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 4 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in its entirety and duly bind their respective principals by their signature below.

EXECUTED as of the date first written above. company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer. Job title of signator authorized signature or signer.

Date when the contact was signed Customer Initials Company Initials

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