Common use of Alternative Remedies to Termination Clause in Contracts

Alternative Remedies to Termination. If Vertex has the right to terminate this Agreement pursuant to Section 9.2.3(a), in addition to any other remedies available to Vertex in law or equity, in lieu of terminating this Agreement, Vertex may elect, upon written notice to Company, to reduce the milestone payments under Section 5.3 by [***]% and royalty payments under Section 5.4 by [***]% (after giving effect to all other applicable deductions and credits available under such Section 5.4). Company stipulates and agrees that such reductions would be a reasonable remedy in such circumstance and not a penalty. For clarity, if Vertex exercises the alternative remedy set forth above in this Section 9.3, such remedy will be Vertex’s sole remedy for such breach.

Alternative Remedies to Termination. If Vertex has the right to terminate this Agreement pursuant to Section 9.2.3(a10.2.3(a), in addition to any other remedies available to Vertex in law or equity, in lieu of terminating this Agreement, Vertex may elect, upon written notice to Company, to reduce the milestone payments under Section 5.3 6.2 by [***]% and royalty payments under Section 5.4 6.3 by [***]% (after giving effect to all other applicable deductions and credits available under such Section 5.46.3). Company stipulates and agrees that such reductions would be a reasonable remedy in such circumstance and not a penalty. For clarity, if Vertex exercises the alternative remedy set forth above in this Section 9.310.3, such remedy will be Vertex’s sole remedy for such breach.