Material Breach. Subject to [Section 3.2.3], either Party may terminate this Agreement for cause at any time during the Term by giving written notice to the other Party in the event that such other Party commits a material breach of its obligations under this Agreement and such material breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.
Material Breach. Subject to [Section 3.2.3], eitherEither Party may terminate this Agreement for cause at any time duringmaterial breach by the Term by givingother Party, provided that the terminating Party gives the breaching Party written notice of such breach and if the Party receiving notice of breach fails to cure, or fails to dispute, that breach within sixty (60) days, then the Party originally delivering the notice of breach may terminate this Agreement on written notice of termination. If the allegedly breaching Party in good faith disputes such material breach or disputes the failure to cure or remedy such material breach and provides written notice of that dispute to the other Party in the event that such other Party commits a material breach of its obligations under this Agreement and such material breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.
Termination for Material Breach. Subject to [Section 3.2.3], eitherEither Party may terminate this Agreement for cause at any time during the Term by giving writtenin its entirety immediately upon notice to the other Party in the event thatif such other Party commits a material breach of its obligations undermaterially breaches this Agreement and has not cured such material breach remains uncuredto the reasonable satisfaction of the other Party within sixty (60) days (“Cure Period”) after written notice of such breach from the non-breaching Party; provided, however, that the Cure Period will be extended for ninety (90)an additional thirty (30) days fromif the breaching Party has begun good faith efforts to remedy such breach within the initial Cure Period and provides to the non-breaching Party a written plan to cure such breach within such Cure Period extension. If the alleged breaching Party disputes in good faith the existence or materiality of a breach specified in a notice provided by the other Party, and such alleged breaching Party provides the other Party notice of such Dispute within sixty (60) days after receipt of notice of such breach, then the other Party may not terminate this Agreement under this Section 9.3 unless and until an arbitral panel in accordance with Section 10.3 determines that the alleged breaching Party has materially breached the Agreement and such Party fails to cure such breach within the applicable cure period set forth above commencing on the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.decision.
Termination for Material Breach. Subject to [Section 3.2.3],If either Party maymaterially breaches this Agreement at any time, the non-breaching Party shall have the right to terminate this Agreement for cause at any time during the Term by giving written notice to the other Party in the event that such other Party commits a material breach of its obligations under this Agreement andbreaching Party, if such material breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curablecured within ninety (90)thirty (30) days after written notice is given for a payment breach, and ifsixty (60) days in the case of any other breach, by the non-breaching Party to the breaching Party specifying the material breach. The foregoing notwithstanding, if such breach is making a bona fide effortcured or remedied or shown to cure such breach, such terminationbe non-existent within the aforesaid thirty (30) or sixty (60) day period, as applicable, the notice shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable periodautomatically withdrawn and of time to cure such breach.no effect.
Termination for Uncured Material Breach. SubjectIn addition to [Section 3.2.3]the separate termination rights set forth in Sections 9.2(a) and 9.2(b), eithereach Party mayshall have the unilateral right to terminate this Agreement for cause at any time during theits Term by givingproviding written notice to that effect if the other Party is in the event that such other Party commits a material breach of one or more of its obligations under this Agreementhereunder and has not cured such material breach remains uncured for ninety (90)within days fromafter the date of such notice; provided, however, that if anynotice. In the event of a good faith dispute with respect to the existence of a material breach covered by this section, the cure period shall be tolled until such time as the dispute is not reasonably curable within ninety (90) daysresolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the breaching Partydispute is making a bona fide effort to cureresolved in such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.Partys favor.
Material Breach. Subject to [Section 3.2.3], either Party may terminate this Agreement for cause at any time during the Term by giving written notice to the other Party inIn the event that such other Partyeither party commits a material breach of its obligations under this Agreement and such materialfails to cure that breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and ifafter receiving written notice thereof, the breaching Party is making a bona fide effortother party may terminate this Agreement immediately upon written notice to cure such breach, such termination shall be delayed for a time period to be agreed by both Partiesthe party in order to permit the breaching Party a reasonable period of time to cure such breach.
Material Breach. SubjectIn the event that a Party materially breaches any of its obligations under this Agreement, in addition to [Section 3.2.3], eitherany other right and remedy the other Party may have, the non-breaching Party may terminate this Agreement for cause at any time during the Term by giving writtenproviding notice to the other Party inby providing days prior written notice ( days prior written notice if the event that such other Party commits a material breach of its obligationsis a failure to pay an amount due and payable under this AgreementAgreement) (such applicable timeframe, the Notice Period), such notice to specify the breach and such material breach remains uncured for ninety (90) days from the datenotifying Partys claim of such notice; provided, however,right to terminate; provided that if any breach is not reasonably curable within ninety (90) days and if# the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time periodnot become effective at the end = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to be agreed by both Parties in order to permitRule 406 of the breaching Party a reasonable periodSecurities Act of time to cure such breach.1933, as amended.
Material Breach. Subject9.2Termination for Cause. Either Party shall have the right to [Section 3.2.3], either Party may terminate this Agreement for cause at any time during the Term by givingupon written notice to the other Party inif the event that such other Party commits aany material breach of its obligations under this Agreement andthat such material breach remains uncured for ninety (90)breaching Party fails to cure (if curable) within sixty (60) days following written notice from the date ofnonbreaching Party specifying such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.
Material Breach. Subject to [Sectionthe last sentence of Section 3.2.3],1.2, if either Party (the Non-Breaching Party) believes that the other Party (the Breaching Party) is in material breach of one (1) or more of its obligations under this Agreement, then the Non-Breaching Party may deliver notice of such breach to the Breaching Party (a Default Notice). If the Breaching Party does not dispute that it is in material breach of one (1) or more of its obligations under this Agreement, then if the Breaching Party fails to cure such breach, or fails to take steps as would be considered reasonable to effectively cure such breach, within [
] after receipt of the Default Notice, or if such compliance cannot be fully achieved within such [
] period and the Breaching Party has failed to commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, the Non-Breaching Party may terminate this Agreement for cause at any time during the Term by givingupon written notice to the otherBreaching Party. If the Breaching Party in the eventDisputes that such other Party commits ait is in material breach of one (1) of its obligations under this Agreement, the Dispute shall be resolved pursuant to Section 13.8. If, as a result of the application of such dispute resolution procedures, the Breaching Party is determined to be in material breach of one (1) or more of its obligations under this Agreement and such material breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and(an Adverse Ruling), then if the breachingBreaching Party is making a bona fide effortfails to complete the actions specified by the Adverse Ruling to cure such breach,breach within [
] after such termination shallruling, or if such compliance cannot be delayed for a timefully achieved within such [
] period and the Breaching Party has failed to be agreed by both Parties in ordercommence compliance or has failed to permituse diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, then the breachingNon-Breaching Party a reasonable period of timemay terminate this Agreement upon written notice to cure such breach.the Breaching Party.
Termination For Material Breach. SubjectIf either Party (the Non-Breaching Party) believes that the other Party (the Breaching Party) is in material breach of this Agreement (including any material breach of a representation or warranty made in this Agreement), then the Non-Breaching Party may deliver notice of such breach to [Section 3.2.3], eitherthe Breaching Party. If the Breaching Party fails to cure such breach within the day period after the Breaching Partys receipt of such notice, the Non-Breaching Party may terminate this Agreement for cause at any time during the Term by givingin its entirety upon written notice to the other Party in the event that such other Party commits a material breach of its obligations under this Agreement and such material breach remains uncured for ninety (90) days from the date of such notice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, such termination shall be delayed for a time period to be agreed by both Parties in order to permit the breaching Party a reasonable period of time to cure such breach.Breaching Party.
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