Material Breach. Either Party may terminate this Agreement for the material breach of this Agreement by the other Party, if such breach remains uncured ​ following notice from the non-breaching Party to the breaching Party specifying such breach.

Material Breach. Either Party may terminate this Agreement for the material breach of this Agreement by the other Party, if such breach remains uncured ​ following written notice from the non-breaching Party to the breaching Party specifying such breach and specifically referencing this [Section 9.2] (Material Breach), subject to Section 10.2 (Dispute Resolution).

Material Breach. Either Party, in its sole discretion, may terminate this Agreement hereunder upon written notice to the other Party where such other Party has failed to remedy a material breach of any of its representations, warranties, or other obligations under this Agreement within ​ following receipt of a written notice of the breach from the aggrieved Party. If Acorda fails to make payments in accordance with the terms of this Agreement and such payment breach is not cured within ​ after written notice of non-payment from Manufacturer given in accordance with [Section 13.7], Manufacturer may suspend any further performance of Manufacturing Services under this Agreement until such non-payment is rectified. If the other Party reasonably and in good faith disagrees as to whether there has been a material breach under this Agreement or whether a material breach has been cured, such Party may contest the allegation in accordance with ARTICLE 12 and [Section 13.19(b)] and the cure period shall be tolled until such time as the dispute is resolved, or as provided in [Section 13.6].

Material Breach. Either Party may terminate this Agreement upon the other Party’s failure to cure a material breach within the Cure Period. Takeda’s failure to deliver any Bulk Drug Product beyond the minimum order quantity will not be deemed a material breach of the Agreement.

Material Breach. American, on the one hand as the defaulting Party, or Contractor, on the other hand, as the defaulting Party, shall refuse, neglect or fail to perform, observe or keep either # any material non-monetary covenants, agreements, terms or conditions on their part to be performed, observed or kept hereunder or in any Related Agreement, or # any other covenant, agreement, term or condition contained herein that would reasonably be expected to substantially deprive American, on the one hand as the non-defaulting Party or Contractor, on the other hand as a non-defaulting Party, of any material benefits of this Agreement or any Related Agreement (individually and collectively, a “Material Breach”) and any such Material Breach shall continue for a period of ​ or more after Notice to the defaulting Party to cure such Material Breach. “Material Breach” includes, but is not limited to: # Contractor’s failure to comply with any of the Standards of Service pursuant to and as set forth in [Exhibit B] hereof (subject to [Section V of Exhibit B]), # Contractor’s failure to timely deliver any information as specified in Section 6.06, or # Contractor’s failure to deliver the information required by Section 6.14(a) or Section 6.14(b) to American pursuant to the terms and conditions of Section 6.14(a) or Section 6.14(b), as applicable;

Material Breach. The occurrence of a Material Breach by Contractor pursuant to [Section 12.02(a)(ii)] which continues for the period specified in such [Section 12.02(a)(ii)];

Material Breach. A Party may terminate any MSA or any PSA for a material breach thereof by the other Party, as follows: The non-breaching Party shall give the breaching Party written notice specifying such breach. If the breaching Party: # fails to cure such breach within ​ after receipt of such written notice; or # cannot cure such material breach within the said ​ period, then fails to commence to cure such material breach within ​ of receiving such written notice and complete such cure within a mutually agreed upon timeline, then the non-breaching Party may terminate this MSA on ten ​ written notice after expiration of such period stated above. This MSA shall terminate if all then-effective PSAs are terminated, and all then-effective PSAs shall terminate if this MSA is terminated.

Material Breach. Any breach of the warranties, representations, and other agreements set forth in this Section 3 shall be deemed to be a material breach of this Agreement.

Material Breach . If [[AbbVie:Organization]] believes that Reata has materially breached one or more of its obligations under this Agreement (other than a breach of its obligations in Section 9.1, Section 9.2 or [Section 9.5]), then [[AbbVie:Organization]] may deliver notice of such material breach to Reata, which such notice shall provide a description of the alleged breach (a “Default Notice”). If Reata does not dispute that it has committed a material breach of one or more of its obligations under this Agreement (other than a breach of its obligations in Section 9.1, Section 9.2 or [Section 9.5]), then if Reata fails to cure such breach, or fails to take steps as would be considered reasonable to effectively cure such breach, within forty-five (45) days (or, with respect to a payment default, thirty (30) days) after receipt of the Default Notice, [[AbbVie:Organization]] may terminate this Agreement upon written notice to Reata. If Reata disputes that it has materially breached one of its obligations under this Agreement (other than a breach of its obligations in Section 9.1, Section 9.2 or [Section 9.5]), the dispute shall be resolved pursuant to [Section 11.7]. If, as a result of the application of such dispute resolution procedures, Reata is determined to be in material breach of one or more of its obligations under this Agreement (other than a breach of its obligations in Section 9.1, Section 9.2 or [Section 9.5]) (an “Adverse Ruling”), then if Reata fails to complete the actions specified by the Adverse Ruling to cure such material breach within thirty (30) days after such ruling, or if such compliance cannot be fully achieved within such thirty- (30-) day period and Reata has failed to commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, then [[AbbVie:Organization]] may terminate this Agreement upon written notice to Reata. For purposes of this [Section 10.3], Reata’s failure to pay any amount due pursuant to Section 5.1 or Section 5.2 shall be deemed a material breach of an obligation under this Agreement.

Material Breach. Each Party shall have the right to terminate this Agreement immediately in its entirety upon written notice to the other Party if such other Party materially breaches this Agreement and has not cured such breach to the reasonable satisfaction of the other Party within ​ after notice of such breach from the non-breaching Party. In the event of any dispute, the Agreement shall remain in place during the pendency of any such dispute.