Termination for Uncured Material Breach. In addition to the separate termination rights set forth in Sections 9.2(a) and 9.2(b), each Party shall have the unilateral right to terminate this Agreement at any time during its Term by providing written notice to that effect if the other Party is in material breach of one or more of its obligations hereunder and has not cured such breach within ​ days after the date of such notice. 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 resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.

Termination for Uncured Material Breach. In addition to the separate termination rights set forth in Sections 9.2(a) and 9.2(b), eachEither Party shall have the unilateral right tomay terminate this Agreement at any time duringin its Term by providing writtenentirety immediately upon notice to that effect if the other Party is in material breach of one or more of its obligations hereunderif such other Party materially breaches this Agreement and has not cured such breach to 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 an additional thirty (30) days if 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. 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 resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.decision.

Termination for Uncured Material Breach. In additionSubject to the separate termination rights set forth in Sections 9.2(a) and 9.2(b)[Section 3.2.3], eacheither Party shall have the unilateral right tomay terminate this Agreement for cause at any time during itsthe Term by providinggiving 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 hereunderunder this Agreement and has not cured such material breach within ​remains uncured for ninety (90) days afterfrom the date of such notice. Innotice; provided, however, that if any breach is not reasonably curable within ninety (90) days and if the event ofbreaching Party is making a good faith dispute with respectbona fide effort to the existence of a material breach covered by this section, the cure periodsuch breach, such termination shall be tolled untildelayed 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 time as the dispute is resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.breach.

Termination for Uncured Material Breach. In addition to the separate termination rights set forth in Sections 9.2(a) and 9.2(b), each Party shall have the unilateral right to terminate this Agreement at any time during its Term by providing written notice to that effect if the other Party is in material breach of one or more of its obligations hereunder and has not cured such breach within ​ days after the date of such notice.Termination. In the event of a good faith dispute with respect to the existence of aany material breach covered byof this section,Agreement, the non-breaching party may provide written notice declaring and describing the material breach in sufficient detail to enable the breaching party to make the cure. The breaching party then has ​ days to cure the breach. If the breach is not cured within that period shall be tolled until such time as the dispute is resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do soor if the disputebreach is resolved in such Party’s favor.not curable, then after that period the non-breaching party may provide a second written notice to effectuate the termination of this Agreement and/or to exercise its other remedies.

Termination for Uncured Material Breach. In addition toIf either Party materially breaches this Agreement at any time, the separate termination rights set forth in Sections 9.2(a) and 9.2(b), eachnon-breaching Party shall have the unilateral right to terminate this Agreement at any time during its Term by providing written notice to that effectthe breaching Party, if the other Party is insuch material breach of one or more of its obligations hereunder and hasis not cured within thirty (30) days after written notice is given for a payment breach, and sixty (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 cured or remedied or shown to be non-existent within ​ days after the date of such notice. Inaforesaid thirty (30) or sixty (60) day period, as applicable, the event of a good faith dispute with respect to the existence of a material breach covered by this section, the cure periodnotice shall be tolled until such time as the dispute is resolved pursuant to Section 12.1automatically withdrawn and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.of no effect.

Termination for Uncured Material Breach. In addition toupon or after the separate termination rights set forth in Sections 9.2(a) and 9.2(b), each Party shall have the unilateral right to terminatebreach of any material provision of this Agreement at any time during its Term by providing written notice to that effect if the otherbreaching Party is in material breach of one or more of its obligations hereunder and has not cured such breach within ​ days afterfollowing receipt of written notice from the datenon-breaching Party requesting cure of the breach or, if such notice. Inbreach is not susceptible of cure within such sixty ​ day period, the breaching Party has not taken appropriate steps to commence such cure during such ​-day period and continued to diligently pursue such cure in a manner reasonably assuring such cure within a reasonable period of time thereafter (not to exceed ​ days). Any right to terminate under this Section 12.03(a) shall be stayed and the cure period tolled in the event of a good faiththat, during any cure period, the Party alleged to have been in material breach shall have initiated dispute resolution in accordance with Article XIII with respect to the existence of a material breach covered by this section, the cure periodalleged breach, which stay and tolling shall be tolled until such timelast so long as the allegedly breaching Party diligently and in good faith cooperates in the prompt resolution of such dispute is resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.resolution proceedings; or

Termination9.2Termination for Uncured Material Breach. In addition to the separate termination rights set forth in Sections 9.2(a) and 9.2(b), eachCause. Either Party shall have the unilateral right to terminate this Agreement at any time during its Term by providingupon written notice to that effectthe other Party if the other Party is incommits any material breach of one or more of its obligations hereunder and has not curedthis Agreement that such breachbreaching Party fails to cure (if curable) within ​sixty (60) days afterfollowing written notice from the date ofnonbreaching Party specifying such notice. 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 resolved pursuant to Section 12.1 and the Party seeking to terminate shall only have the right to do so if the dispute is resolved in such Party’s favor.breach.