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In the event of termination of this Agreement as provided above, this Agreement shall forthwith have no further effect. Except for a termination resulting from a Breach by a party to this Agreement, there shall be no liability or obligation on the part of any party hereto. In the event of a breach, the remedies of the non-breaching party shall be to seek damages from the breaching party or to obtain an order for specific performance, in addition to or in lieu of other remedies provided herein. Upon request after termination, each party will redeliver or, at the option of the party receiving such request, destroy all reports, work papers and other material of any other party relating to the Exchange, whether obtained before or after the execution hereof, to the party furnishing same; provided, however, that ​ and the ​ shall, in all events, remain bound by and continue to be subject to [Section 4.6] and all parties shall in all events remain bound by and continue to be subject to [Section 5.4 and 5.5]5].

If a Participant terminates employment with the Company for any reason during or after the end of either a monthly performance period or the applicable 2023 Performance Period, but prior to the date the incentive for either such period is paid, the Participant shall be entitled to payment of the incentive determined by the Committee or the President. Such payment is subject to reduction or elimination based on the circumstances surrounding such termination of employment. Such determination of reduction or elimination of the bonus amount, shall be determined at the full discretion of the Committee or the President as applicable, and subject to further reduction or elimination under the last sentence of the first paragraph of the “Determination of Bonuses” section above.

Effect Of Termination. If this Agreement is terminated pursuant to [Section 7.1], all further obligations of the Parties shall terminate; provided, however, that: # no Party shall be relieved of any obligation or other Liability arising from any knowing and intentional Breach by such Party of any provision of this Agreement; # the Parties shall, in all events, remain bound by and continue to be subject to the provisions set forth in this [Section 7.3] and in [Section 7.4] and [Section 10]; and # the Parties shall, in all events, remain bound by and continue to be subject to [Section 4.7].

Effect of Termination. Upon the issue of such notice by Customer (“Termination Notice”), the Contractor shall have no claim for any further payment, excluding payments already invoiced in accordance with [Article 6.0], Payment and monetary amounts that may be due pursuant to outstanding claims of Contractor (i.e., this clause does not operate as a release of claims), but shall remain liable to Customer by reason of the default or occurrence upon which such notice was based. In addition, in the case of a Minimum Satellite Delivery Failure, the Contractor shall refund all amounts paid by Customer, such refund to be paid within ninety (90) Calendar Days of receipt of the Termination Notice from Customer, excluding amounts for Deliverable Items already Delivered. In the case of a Partial Delivery Failure Termination, or any other termination that is not for a Minimum Satellite Delivery Failure, the Contractor shall provide Customer with a full refund of all amounts paid by Customer with respect to the portion of the Work for which the Contract was terminated. In the case of any termination, Customer is entitled to any liquidated damages paid or payable under this Contract, as set forth in [Article 7.4] above. In the case of any termination,

Effect of Termination. Upon the issue of a Termination Notice by Contractor under this [Article 23], the Contractor shall continue to have claims for payments already invoiced in accordance with [Article 6.0], Payment. In addition, in such event Contractor shall be entitled to immediately stop Work under this Contract and shall have the same rights and remedies as set out in [Article 21.0], Termination for Convenience, including a termination payment determined in accordance with ​.

Effect of Termination. Upon termination or expiration of this Agreement: # Seller shall have no further obligation to provide the Transition Services; and # ​ and the ​ shall have no further obligation to make payments in respect of any period following such expiration or termination except for amounts due and owing for Fees and Seller Expenses relating to any Transition Services rendered prior to such expiration or termination; provided that, for the avoidance of doubt, the provisions of ARTICLE 3 and ARTICLE 5 shall survive the expiration or termination of this Agreement.

Upon termination or expiration of this Agreement, # each Party shall promptly return to the other Party (or destroy and provide the other Party with a certificate of destruction) all transferred materials, # each Party shall promptly return to the other Party all relevant records and materials in its possession or control containing or comprising the other Party’s Confidential Information and to which the Party does not retain rights hereunder; provided, however, that each Party shall be entitled to retain copies of the other Party’s Confidential Information to the extent necessary to comply with applicable regulatory obligations and shall be entitled to retain one copy of the other Party’s Confidential Information for archival purposes.

Effect of Termination. Upon the termination of any service pursuant to this Services Agreement, the Provider of such terminated service shall have no further obligation to provide such terminated service. In the event of # a termination or expiration of this Services Agreement in its entirety, each Provider shall be entitled to all outstanding amounts due from the applicable Recipient for the provision of services rendered through the date of termination or otherwise payable hereunder or # a partial termination of this Services Agreement with respect to individual services in accordance with [Section 4.2] or ​, the Provider(s) that were providing the services that are so terminated shall be entitled to all outstanding amounts due from the relevant Recipient(s) of such terminated services for the provision of such services rendered through the date of the termination of such individual service or otherwise payable hereunder. This [Section 4.5], [Section 5.6], [Article 1], [Article 7], [Article 8] and [Article 9] shall survive any termination or expiration of this Services Agreement.

Effect of Termination. Upon the termination of the Executive’s employment for any reason during the Term, the Executive will be deemed to have resigned from any other officer, director, or manager positions he holds with the Company or any of its Affiliates.

Effect of Termination. Notwithstanding anything contained herein to the contrary, following any termination of this Agreement in its entirety under [Section 12.02(a)], all rights and licenses granted to Licensee hereunder shall revert back to Merck pursuant to [Section 12.05].

Effect of Termination. The termination of the Employee's employment pursuant to [section 6] shall not affect the Employee's obligations as described in [sections 7 and 8]8]. The Employee shall execute and deliver to the Company a Separation Agreement and Release in a form and substance reasonably satisfactory to the Company as a condition of entitlement to any payments following termination of employment pursuant

to this [section 6]. The rights and duties of the parties under [sections 6 through 17] of this Agreement shall survive the termination of this Agreement.

Effect of Termination. In the event of termination of this Agreement by either NOVA or UBI as provided in [Section 7.01], this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of UBI, or NOVA. Nothing contained in this Section shall relieve any party for any breach of the representations, warranties, covenants or agreements set forth in this Agreement. Further, if either Party is unable to complete this transaction or unable to complete delivery of any of the requirements to consummate this contemplated transaction, this Agreement will be terminated, and UBI is authorized to revoke any newly issued Class C shares held in escrow, and will cause these shares to be returned to UBI's Treasury for cancellation.

Effect of Termination. If this Agreement is terminated as provided in [Section 7.1], all further obligations under this Agreement will terminate and no Party hereto will have any liability in respect of the termination of this Agreement; provided, however, that # the confidentiality obligations of Buyer and Seller described in [Section 4.3] will survive any such termination and # no such termination will relieve any Party from liability for fraud or for any breach of any representation, warranty, covenant or agreement set forth in this Agreement prior to such termination and in the event of fraud or such breach, the Parties hereto will be entitled to exercise any and all remedies available under law or equity in accordance with this Agreement.

Effect of Termination. Upon any termination of this Agreement:

Effect of Termination. Termination by either Party shall not relieve # Seller from its obligation to complete and deliver any unfinished order; # Seller from the warranty, risk of loss or indemnification provisions of [Sections 2.5, 2.6]6]., and 2.7; # Purchaser from its obligation to pay for unfinished orders or for Products received and accepted but not yet paid for; and # either Party from the provisions of Articles 4, 5, 6 and 7.

EFFECT OF TERMINATION. Upon termination of Employee’s employment hereunder by either Party regardless of the cause or reason, the Company shall pay Employee his accrued, unpaid wages through the Separation Date (as defined below). Such final payment, less any withholdings required by law or properly requested by Employee, shall be made on the next regular payday of the Company following the termination, in accordance with the Company’s normal payroll procedures. Except as otherwise provided in [Section 6] of this Agreement, no other payments, benefits or other remuneration shall be due or payable to Employee.

Effect of Termination. No Party may terminate this Agreement if such Party failed to perform or comply in all material respects with the terms and conditions of this Agreement, and such failure to perform or comply caused, or resulted in, the occurrence of one or more termination events specified herein. The date on which termination of this Agreement is effective in accordance with [Section 8] shall be referred to as an “Agreement Termination Date.” Upon the occurrence of an Agreement Termination Date, except as expressly provided in this Agreement, # this Agreement shall be of no further force and effect, and # each Party shall be released from its commitments, undertakings, and agreements under this Agreement and shall have the rights that it would have had, had it not entered into this Agreement, and shall be entitled to take all actions, whether with respect to the transactions contemplated by this Agreement or otherwise, that it would have been entitled to take had it not entered into this Agreement; provided, however, that [Section 4.03(a)(vi)], this [Section 8.07], [Section 10.04], [Section 10.06], [Section 10.08], [Section 10.10], [Section 10.11], [Section 10.12] and [Section 10.14] shall survive termination of this Agreement. Notwithstanding anything to the contrary in this Agreement, the foregoing shall not be construed to prohibit any of the Parties from contesting whether any such termination is in accordance with the terms of this Agreement. Except as expressly provided in this Agreement, nothing herein is intended to, or does, in any manner waive, limit, impair, or restrict any right of any Party, or the ability of any Party to protect and preserve its rights, remedies, and interests, including its claims against any EFH/EFIH Debtor or any other Party. Nothing in this [Section 8.07] shall restrict any EFH/EFIH Debtor’s right to terminate this Agreement in accordance with [Section 8.02(l)].

Effect of Termination or Reduction. Any termination or reduction of the Commitments of a Class shall be permanent. Each reduction of the Commitments of a Class shall be made ratably among the ​ of such Class in accordance with their respective Commitments.

Immediately, upon the effectiveness of a notice of termination, except for termination in accordance with [Section 3(c)], ​ shall, unless otherwise directed by ​, and subject to ​’s obligation to provide resourcing cooperation: # promptly terminate all performance under this Agreement; and # transfer title and deliver to ​ all finished Products completed prior to effectiveness of the notice of termination. ​ agrees, if requested by ​, to finish any work in progress that remains after it receives a termination notice from ​, subject to ​’s full payment for such services.