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<br />.3 Take any other action toward termination of ZHA's Services which Owner may <br />reasonably direct in writing. <br /> <br />10.2 In the event of termination as above provided, Owner shall pay to ZHA the fees due to <br /> <br />ZHA for Services rendered up to the termination date and shall reimburse ZHA for <br /> <br />ZHA's out of pocket expenses associated with the termination and for any penalties, <br /> <br />forfeitures, restocking charges or the like actually suffered by ZHA as a result of the <br /> <br />termination. <br /> <br />ARTICLE 11 <br />FORCE MAJEURE <br /> <br />11.1 In the event any Act of God, civil commotion, riot, war, weather, natural disaster, <br /> <br />industrial action, or any other circumstances over which ZHA has no control, causes <br /> <br />cessation of or substantial interference with the performance of the Services hereunder <br /> <br />for a period in excess of six (6) consecutive months, the duty of ZHA to provide the <br /> <br />Services shall have ceased unless reasonable compensation for resumption of the <br /> <br />Services is agreed to by the parties. <br /> <br />ARTICLE 12 <br />FAIR OPERATION OF CONTRACT <br /> <br />12.1 In entering this Agreement, Owner and ZHA recognize that it is impracticable to make <br />provisions for every contingency, which may arise during the term of the Agreement. <br />Owner and ZHA concur in the principle that the agreement shall operate between them <br />with fairness and without undue detriment to a substantial interest of either Owner or <br />ZHA and if, in the course of the performance of the Agreement an infringement of this <br />principle is anticipated or disclosed, then Owner and ZHA shall promptly consult <br /> <br />8 <br />