Common use of CytomX Breach Clause in Contracts

CytomX Breach. Moderna will have the right to terminate this Agreement in the event of any material breach by CytomX of any terms and conditions of this Agreement; provided, however, that such termination will not be effective if such breach has been cured within [***] after written notice thereof is given by Moderna to CytomX specifying the nature of the alleged breach; provided further, however, if such breach is not reasonably subject to cure within [***] after receipt of written notice thereof, then CytomX shall continue to use good faith efforts to cure such breach and shall have provided to Moderna a written plan intended to cure (and that CytomX reasonably believes will cure) such breach as soon as reasonably practicable thereafter. Notwithstanding the foregoing in this Section 13.3.1 (CytomX Breach), in the event of a good faith dispute as to whether a material breach by XxxxxX allowing for termination hereunder has occurred, the foregoing cure period with respect thereto will be tolled pending final resolution of such dispute in accordance with the terms of this Agreement; provided, however, if such dispute relates to payment, such tolling of the cure period will only apply with respect to payment of the disputed amounts, and not with respect to any undisputed amount. [***].

CytomX Breach. Moderna Amgen will have the right to terminate this Agreement in the event of any material breach by CytomX of any terms and conditions of this Agreement; provided, however, that such termination will not be effective if such breach has been cured within [***] days after written notice thereof is given by Moderna Amgen to CytomX specifying the nature of the alleged breach; provided further, however, if such breach is not reasonably subject to cure within [***] days after receipt of written notice thereof, then CytomX shall continue have an additional [***] days to use good faith efforts effect such cure provided CytomX is undertaking [***] to cure such breach during such additional [***] day period and shall have provided to Moderna Amgen a written plan intended to cure (and that CytomX reasonably believes will cure) such breach as soon as reasonably practicable thereafterwithin such additional period. Notwithstanding the foregoing in this Section 13.3.1 (CytomX Breach)13.3.1, in the event of a good faith dispute as to whether a material breach by XxxxxX allowing for termination hereunder CytomX has occurred, the foregoing cure period with respect thereto will be tolled pending final resolution of such dispute in accordance with the terms of this Agreement; provided, however, if such dispute relates to payment, such tolling of the cure period will only apply with respect to payment of the disputed amounts, and not with respect to any undisputed amount. [***].

CytomX Breach. Moderna Regeneron will have the right to terminate this Agreement in the event of any material breach by CytomX of any terms and conditions of this AgreementAgreement [***]; provided, however, that Regeneron has [***]; provided further, however, that such termination will not be effective if such breach has been cured within [***] days after written notice thereof is given by Moderna Regeneron to CytomX specifying the nature of the alleged breach; provided further, however, if such breach is not reasonably subject to cure within [***] days after receipt of written notice thereof, then CytomX shall continue to use good faith efforts to cure such breach and shall have provided to Moderna Regeneron a written plan intended to cure (and that CytomX reasonably believes will cure) such breach as soon as reasonably practicable thereafter. Notwithstanding the foregoing in this Section 13.3.1 (CytomX Breach)13.3.1, in the event of a good faith dispute as to whether a material breach by XxxxxX allowing for termination hereunder has occurred, the foregoing cure period with respect thereto will be tolled pending final resolution of such dispute in accordance with the terms of this Agreement; provided, however, if such dispute relates to payment, such tolling of the cure period will only apply with respect to payment of the disputed amounts, and not with respect to any undisputed amount. [***].

CytomX Breach. Moderna Astellas will have the right to terminate this Agreement in the event of any material breach by CytomX of any terms and conditions of this AgreementAgreement to the extent that such breach materially and adversely impacts the expected benefits to be obtained by Astellas under this Agreement [***]; provided, however, that Astellas has [***]; provided further, however, that such termination will not be effective if such breach has been cured within [***] days after written notice thereof is given by Moderna Astellas to CytomX specifying the nature of the alleged breach; provided further, however, if such breach is not reasonably subject to cure within [***] days after receipt of written notice thereof, then CytomX shall continue to use good faith efforts to cure such breach and shall have provided to Moderna Astellas a written plan intended to cure (and that CytomX reasonably believes will cure) such breach as soon as reasonably practicable thereafter. Notwithstanding the foregoing in this Section 13.3.1 (CytomX Breach)13.3.1, in the event of a good faith dispute as to whether a material breach by XxxxxX allowing for termination hereunder CytomX has occurred, the foregoing cure period with respect thereto will be tolled pending final resolution of such dispute in accordance with the terms of this Agreement; provided, however, if such dispute relates to payment, such tolling of the cure period will only apply with respect to payment of the disputed amounts, and not with respect to any undisputed amount. [***].