Client Exit/Termination Procedure

Effective Date: 16/12/2024

This Client Exit/Termination Procedure (“Procedure”) outlines the steps to be followed when a client relationship with Nexwinds Solutions Lda (“Nexwinds,” “we,” “us,” or “our”) is terminated, either by the client (“Client,” “you,” or “your”) or Nexwinds.

1. Purpose

The purpose of this Procedure is to:

• Ensure an organized, professional process for service termination.
• Protect Nexwinds’ and the Client’s rights, data, and assets during termination.
• Clarify the roles, responsibilities, and actions required for both Parties.

2. Termination Triggers

The exit/termination process is initiated under the following circumstances:

1. Client-Initiated Termination: The Client provides notice of termination in accordance with the Terms of Service (TOS) or any relevant agreement.
2. Nexwinds-Initiated Termination: Nexwinds ends the agreement due to reasons such as non-compliance, payment default, breach of terms, or at its sole discretion under contract terms.
3. Contract Expiration: The end of a fixed-term agreement with no renewal.
4. Mutual Termination: Both Parties agree to terminate services before the contract end date.

3. Notice of Termination

1. Client’s Notice:
   • The Client must provide a written termination notice to Nexwinds at [email protected].
   • The notice must include the desired termination date (subject to contractual obligations).
2. Nexwinds’ Notice:
   • Nexwinds will issue a written notice to the Client stating the reason for termination, effective date, and any outstanding actions required.

4. Exit Process

Upon receiving or providing a termination notice, the following steps will be followed to ensure a smooth exit:

4.1 Acknowledgment of Termination

• Nexwinds will acknowledge the termination notice within [Insert Timeline, e.g., 2 business days] and confirm the effective date of termination.

4.2 Final Invoicing and Payments

1. Nexwinds will issue a final invoice for any outstanding fees, including:
   • Unpaid service charges.
   • Fees for any services performed up to the termination date.
   • Costs related to project handover or early termination, if applicable.
2. The Client must settle all outstanding payments within [Insert Timeline, e.g., 14 days] of receiving the final invoice.

4.3 Data and Asset Handover

1. Client Data Transfer:
   • Nexwinds will provide the Client with all project-related deliverables, documentation, and data owned by the Client.
   • Data will be transferred in an agreed format (e.g., CSV, PDF, ZIP files) within [Insert Timeline, e.g., 10 business days] after payment of all outstanding invoices.
2. Access Credentials:
   • Nexwinds will securely hand over login credentials and access to platforms, tools, or accounts managed on behalf of the Client.
   • The Client must change all passwords upon receipt to prevent unauthorized access.
3. Intellectual Property:
   • Deliverables and project materials as per the Copyright and Intellectual Property Policy will be transferred to the Client.
4. Account Termination:
   • Nexwinds will disable or deactivate any accounts, tools, or custom platforms provided to the Client upon data transfer.

4.4 Service and Platform Decommissioning

1. Nexwinds will discontinue all active services, including but not limited to:
   • Marketing campaigns (Google Ads, Facebook, Instagram, etc.).
   • Software or website hosting services (if applicable).
   • IT support and managed network services.
2. Custom tools or platforms specifically developed for the Client will remain active for a [Insert Duration, e.g., 30-day grace period] to allow for data migration unless otherwise agreed.

4.5 Confirmation of Completion

• Nexwinds will provide a final written confirmation to the Client stating that:
  • All obligations under the agreement have been fulfilled.
  • Access, data, and deliverables have been transferred.
  • Any accounts managed by Nexwinds have been terminated.

The Client will confirm receipt of all deliverables and completion of the exit process in writing.

5. Post-Termination Obligations

1. Data Retention:
   • Nexwinds will retain backups or archives of the Client’s data for a period of [Insert Duration, e.g., 30 days] post-termination for recovery purposes.
   • After this period, Nexwinds will permanently delete or anonymize all Client data unless required by law or other agreements.
2. Confidentiality:
   • Both Parties agree to uphold confidentiality obligations regarding each other’s information post-termination as per the Non-Disclosure Agreement (NDA).
3. Reactivation of Services:
   • Should the Client wish to reactivate services post-termination, a reactivation fee and onboarding process may apply.

6. Dispute Resolution

Any disputes arising during or following the termination process shall be resolved as outlined in the governing agreement (e.g., Terms of Service). Both Parties agree to make reasonable efforts to resolve disputes amicably.

7. Governing Law

This Procedure is governed by the laws of Portugal. Any disputes related to this Procedure shall be submitted to the exclusive jurisdiction of the courts of Porto, Portugal.

8. Final Acknowledgment

By initiating or responding to a termination notice, the Client and Nexwinds agree to adhere to the terms outlined in this Client Exit/Termination Procedure.

For Nexwinds Solutions Lda
By: _______________________________
Name: [Insert Name]
Title: [Insert Title]
Date: ____________________________

For [Client’s Name]
By: _______________________________
Name: [Insert Name]
Title: [Insert Title]
Date: ____________________________