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permitted successor or assignee having assumed and given Customer adequate writtenassurance of its continued full performance of this Agreement]; (iv) makes or seeks tomake a general assignment for the benefit of creditors; or (v) has or is made subject to theappointment of a receiver, trustee, custodian or similar agent by order of any court ofcompetent jurisdiction to take charge of or sell any material portion of its property orbusiness.7.4 Termination for Convenience. At any time without cause and without causingany breach or incurring any additional obligation, liability or penalty, Customer mayterminate this Agreement and, except as may otherwise expressly be set forth in therein,any Service Order, in each case by providing at least [NUMBER IN WORDS]([NUMBER]) days' prior written notice to Provider.7.5 Effect of Termination; Data Retention. The expiration or termination of thisAgreement will not effectuate a termination of any Service Order then in effect and nototherwise expressly terminated, and the terms and conditions of this Agreement willcontinue in effect with respect to any such Service Order until its expiration ortermination as set forth herein. In addition, unless otherwise expressly provided in thisAgreement or the applicable Service Order:(a) upon and after the termination or expiration of this Agreement or one ormore Service Orders for any or no reason:(i)subject to the continuing rights, licenses and obligations of eitherparty under this Agreement, including this Section 7.5, or any ServiceOrder, all licenses granted hereunder will immediately terminate andthe respective parties shall cease all activities concerning, including alluse of, in the case of Customer, the expired or terminated HostedServices [and related Provider Materials,] and, in the case of Provider,the Customer Data;(ii) Customer shall pay to Provider, subject to[ its right of set-off underSection 8.14 and] any Service Availability Credits and Service LevelCredits accrued, respectively, under Section 5.5 and Section 6.4, allundisputed charges and amounts due and payable to Provider, if any,for Services actually performed under the terminated or expiredService Order or Service Orders;(iii) Provider shall repay, on a pro rata basis, all fees, expenses and otheramounts paid in advance for any Services that Provider has notperformed as of the effective date of such expiration or termination, asapplicable, with respect to Services required to be performed under theterminated or expired Service Order or Service Orders;22