Common use of Adjustment due to Breach Clause in Contracts

Adjustment due to Breach. If PTC or an Affiliate of PTC breaches its obligations under subclause (C) of Section 5.8(a)(i), RA may provide PTC with notice of the breach. During the 15- day period after RA’s delivery of such notice, the Parties will discuss the breach. If the Parties do not reach written agreement concerning the breach prior to the expiration of such 15-day period, PTC may remove, or cause the applicable Affiliate to remove, the breaching product from the market within 45 days and, if PTC elects not to do so, RA will have the right to (a) terminate this Agreement pursuant to Section 18.2(a), without giving effect to the cure provisions referenced therein, or (b) require that all sales made in breach of subclause (C) of Section 5.8(a)(i) shall be deemed made by RA for purposes of calculating New ACV at a price of [***] of the then current product list price. The foregoing provisions shall be in addition to any and all other remedies available to RA.

Adjustment due to Breach. If PTC or an Affiliate of PTC breaches its obligations under subclause (C) of Section 5.8(a)(i5.6(a)(i), RA may provide PTC with notice of the breach. During the 15- day period after RA’s delivery of such notice, the Parties will discuss the breach. If the Parties do not reach written agreement concerning the breach prior to the expiration of such 15-day period, PTC may remove, or cause the applicable Affiliate to remove, the breaching product from the market within 45 days and, if PTC elects not to do so, RA will have the right to (a) terminate this Agreement pursuant to Section 18.2(a), without giving effect to the cure provisions referenced therein, or (b) require that all sales made in breach of subclause (C) of Section 5.8(a)(i5.6(a)(i) shall be deemed made by RA for purposes of calculating New ACV at a price of [***] of the then current product list price. The foregoing provisions shall be in addition to any and all other remedies available to RA.

Adjustment due to Breach. If PTC or an Affiliate of PTC breaches its obligations under subclause (C) of Section 5.8(a)(i5.6(a)(i), RA may provide PTC with notice of the breach. During the 15- 15-day period after RA’s delivery of such notice, the Parties will discuss the breach. If the Parties do not reach written agreement concerning the breach prior to the expiration of such 15-day period, PTC may remove, or cause the applicable Affiliate to remove, the breaching product from the market within 45 days and, if PTC elects not to do so, RA will have the right to (a) terminate this Agreement pursuant to Section 18.2(a), without giving effect to the cure provisions referenced therein, or (b) require that all sales made in breach of subclause (C) of Section 5.8(a)(i5.6(a)(i) shall be deemed made by RA for purposes of calculating New ACV at a price of [***] of the then current product list price. The foregoing provisions shall be in addition to any and all other remedies available to RA.

Adjustment due to Breach. If PTC or an Affiliate of PTC breaches its obligations under subclause (C) of Section 5.8(a)(i), RA may provide PTC with notice of the breach. During the 15- 15-day period after RA’s delivery of such notice, the Parties will discuss the breach. If the Parties do not reach written agreement concerning the breach prior to the expiration of such 15-day period, PTC may remove, or cause the applicable Affiliate to remove, the breaching product from the market within 45 days and, if PTC elects not to do so, RA will have the right to (a) terminate this Agreement pursuant to Section 18.2(a), without giving effect to the cure provisions referenced therein, or (b) require that all sales made in breach of subclause (C) of Section 5.8(a)(i) shall be deemed made by RA for purposes of calculating New ACV ARR at a price of [***] of the then current product list price. The foregoing provisions shall be in addition to any and all other remedies available to RA.. 4850-6269-6907.6