Material Breach. Either Party may terminate this Agreement for any material breach by the other 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 within

Both parties shall assume corresponding legal liabilities and obligations from the date this agreement is signed. Any party breaching this agreement shall assume the resulting legal consequences.

by either party if the other party commits any other breach of this Agreement and does not remedy the breach within sixty (60) days of receiving written notice thereof from the non-breaching party or the adverse influence cannot be removed;

the material breach by any of the other Parties of any of the commitments, representations, warranties, or covenants of such breaching Party as set forth in this Agreement or the Merger Agreement, that would have a material adverse effect on the Alternative E-Side Plan and the transactions contemplated by this Agreement; provided, however, if such breach is capable of being cured, such breaching Party or Parties shall have fifteen (15) business days after receiving such notice to cure any such breach;

Breach of Agreement. If either Party (or member of its respective Group) shall materially breach any of its obligations under this Services Agreement, including any failure to perform any services or to make payments when due, and such breach is not cured within 30 days after the breaching Party receives written notice thereof from the non-breaching Party, the non-breaching Party may # terminate this entire Services Agreement, including the provision of all services pursuant hereto, immediately by providing written notice of termination or # terminate the individual services that are subject to such material breach, immediately by providing notice of such selective termination and identifying the particular services to be so terminated; provided that the non-breaching Party shall not be entitled to terminate this Services Agreement or any individual services, as applicable, if, as of the end of such 30-day period, there remains a good faith dispute between the Parties (undertaken in accordance with Section 9.13) as to whether the other Party (or member of its Group) materially breached this Services Agreement or has cured the applicable breach. If the non-breaching Party decides to terminate individual services in accordance with this Section 4.4 (rather than the entire Services Agreement), such termination of such individual services pursuant to this Section 4.4 shall not affect this Services Agreement with respect to the services not terminated under this Section 4.4. The failure of a Party to exercise its rights hereunder with respect to a breach by the other Party (or member of its Group) shall not be construed as a waiver of such rights nor prevent such Party from subsequently asserting such rights with regard to the same or similar defaults.

by either Party if the other Party has materially breached or failed to perform any of its obligations under this Agreement, which breach or failure continues uncured for a period of ​ after the breaching Party’s receipt of written notice specifying the breach; or

Termination for Breach. Either party may terminate this Agreement (including all Statements of Work) if the other party breaches any material term of this Agreement and fails to cure such breach within thirty (30) days following written notice thereof from the non-breaching party.

Section # Damages. In the event a Party breaches any provision of this Agreement, the non-breaching Party shall be entitled to recover from the other Party the direct actual damages, if any, suffered by the non-breaching Party as a consequence of the other Party’s breach. Except as otherwise expressly provided herein, no Party shall be liable under this Agreement, except in the case of fraud, for # punitive or exemplary damages or losses calculated by reference to any multiple of # earnings or earnings before interest, tax, depreciation or amortization or # other financial metric or # special, consequential or indirect damages or lost profits that are not the reasonably foreseeable result of a breach of this

Section # Survival. All representations, warranties, covenants and agreements contained herein and all related rights to indemnification will survive the Closing. Notwithstanding the foregoing, any claims asserted in good faith with reasonable specificity (to the extent known at such time) and in writing by notice from the non-breaching party to the breaching party before the expiration date of the applicable survival period will not thereafter be barred by the expiration of the relevant representation or warranty and such claims will survive until finally resolved.

Termination. Either party may terminate this Agreement for any reason upon prior written notice to the other, such termination to become effective thirty (30) days from the date of the notice; provided, that this Agreement may be terminated as a result of a breach by either party of its obligations under this Agreement on thirty (30) days' written notice by the non-breaching party to the breaching party; and provided further, that this Agreement may be terminated on such shorter notice as may be required to comply with applicable laws, regulations, the requirements of any financial institution with an interest in the Aircraft, or insurance requirements or in the event the insurance to be provided hereunder is not in full force and effect or such breaching party's acts or omissions violate the terms of such insurance. Notwithstanding any termination of this Agreement, User shall remain responsible for the costs and expenses incurred during the term.