Either party may suspend the provision of the Product/Service or access to the Product/Service on written notice to the other party if: (a) it is obliged to comply with an order, instruction or request of government, an emergency services organisation or other competent administrative authority; (b) it needs to carry out emergency works to the Product/Service; or (c) the other party's use of the Product/Service may damage or disrupt the Product/Service. The suspending party shall keep suspension to a minimum, give as much notice as is reasonably practicable and use all reasonable endeavours to resume provision of the Product/Service or access to the Product/Service as soon as possible.
Here is a plain English explanation of the suggested Suspension of Product/Service clause:
This clause allows either party to temporarily suspend supplying or accessing the product/service in certain situations.
Specifically, a party can suspend if:
- A government agency or emergency service instructs them to suspend.
- Emergency work needs to be done to repair or protect the product/service.
- The other party's use of the product/service is damaging or disrupting it.
The suspending party must:
- Minimize the suspension period.
- Give as much advance notice as reasonably possible.
- Make reasonable efforts to restore the product/service as soon as feasible.
The aim is to allow temporary suspension when reasonably necessary, while minimizing disruption to the parties. It ensures the product/service can be protected if at risk of damage. But the suspending party must act fairly and transparently to avoid unnecessary interruption.
In summary, this clause provides a structured process for suspending service in defined situations, while setting expectations to limit the impact on the parties.
Suspension of service clauses emerged in contract law during the 19th century industrial era as production and transportation systems became more complex. Traditional contract law made no allowance for suspending obligations, even temporarily.
This proved impractical as technology failures and external events sometimes made service interruptions unavoidable.
Courts began recognizing certain exceptions allowing suspension in limited scenarios like natural disasters. Eventually force majeure clauses evolved permitting suspension for events outside a party's control. However, these applied only to extraordinary circumstances. There remained a need to expressly permit orderly suspension for more routine issues like maintenance and repairs.
By the early 20th century, contracts for industrial equipment, transportation services and public utilities commonly included targeted suspension clauses. These gave specific rights to suspend service for defined purposes like essential repairs and compliance with authorities. Suspension terms attempted to balance service continuity against pragmatic needs.
As technology advanced further, suspension clauses became increasingly important in contracts for complex IT systems and networks. Detailed suspension provisions allowed temporary service interruption to protect integrity and security of sophisticated infrastructures. While aiming to limit disruption for counterparties.
Today carefully crafted suspension clauses are seen as crucial in many services and technology contracts. They provide structured procedures and expectations around managed, limited suspension events.
This supports stability and security of modern technical systems, while moderating impacts on all parties.