Article 9 – Agreement Termination
This Agreement and any renewed Agreement may be terminated when any of the following circumstances occurred:
- One Party has served written notice to the other Party of its intent not to renew the Agreement, at least six months before the expiration of the renewal date.
- The Parties mutually agree in writing to terminate this Agreement.
- Any Party shall have the right to terminate this Agreement if the other Party commits any material breach of this Agreement or fails to improve its performance or makes no justification or refuses to rectify any notified defect within the specified time of the other Party’s written notice.
- Either Party maliciously or willfully causes losses to the other Party.
In case a party is found to be in breach of any obligation or to be in one of the cases listed above, the other Party has the right to notify the Party by written notice that it has seven days to find any acceptable remedy to stop the breach within seven days from receiving
6
such notice. In case of failure to provide such acceptable remedy within that period of time, the other Party shall send a notice to inform the party at breach that this Agreement shall be terminated with immediate effect from the date notice is served to the party at breach.
Any termination of this Agreement shall not affect the Agent’s achievements, resulting from direct or indirect referrals, until any remuneration is no more due pursuant to Article 4.1 of this Agreement.
In case of event affecting the Client such as bankruptcy, dissolution, suspension, cancellation or revocation of business licenses, or any other reason or cause that would not allow this Agreement to be performed anymore, the Client shall inform the Agent in writing and without delay, and the Agent hereby agrees that, from the date of termination of business affecting the Client, the Client has no more duty or liability to keep performing the obligation of payment of remuneration of Article 4.1.
Article 10 – Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the Laws of ROC (Taiwan). The court and authorities of ROC (Taiwan) shall have jurisdiction over all controversies that may arises with respect to this Agreement, and the Parties agree that if any dispute or difference arises out of or in connection with this Agreement the Taipei District Court shall be the court of first instance. The parties agree to waive any right to ask for application of article 96 of the Taiwan Code of Civil Procedure.
Article 11 – Miscellaneous
This Agreement shall be amended from time to time only in writing by mutual acceptance of both parties.
In case a party is encountering any change to its basic information, organizational structure or important changes of legal representation, that party shall submit relevant documents without delay to the other party while notifying the other party of any such change. Any notice shall be made only in writing.