Common use of Disagreement as to Material Breach Clause in Contracts

Disagreement as to Material Breach. Notwithstanding Section 14.2.1 (Material Breach), if the Parties, reasonably and in good faith, disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within the cure period applicable to such alleged material breach, for resolution in accordance with Article 15 (Dispute Resolution; Governing Law); (b) the relevant cure period with respect to such alleged material breach will be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute and through the resolution of such dispute in accordance with Article 15 (Dispute Resolution; Governing Law); and (c) during the pendency of such dispute, all of the terms and conditions of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: License Agreement (Ionis Pharmaceuticals Inc)

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Disagreement as to Material Breach. Notwithstanding Section 14.2.1 (Material Breach)10.2.1, if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within the cure period applicable to such [***] following its receipt of notice of alleged material breach, for resolution in accordance with Article 15 (Dispute Resolution; Governing Law)Section 11.6.2; (b) unless otherwise determined by the arbitrators pursuant to Section 11.6.2, the relevant cure period Cure Period with respect to such alleged material breach will shall be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute and through the resolution of such dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) during the pendency of such dispute, all of the terms and conditions of this Agreement will shall remain in effect and the Parties will shall continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Exclusive License Agreement (Roivant Sciences Ltd.)

Disagreement as to Material Breach. Notwithstanding Section 14.2.1 (Material Breach)15.2.1, if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within the cure period applicable to such […***…] following its receipt of notice of alleged material breach, for resolution in accordance with Article 15 (Dispute Resolution; Governing Law)Section 16.7.2; (b) the relevant cure period Cure Period with respect to such alleged material breach will shall be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute and through the resolution of such dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) during the pendency of such dispute, all of the terms and conditions of this Agreement will shall remain in effect and the Parties will shall continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Collaboration and License Agreement (BeiGene, Ltd.)

Disagreement as to Material Breach. Notwithstanding Section 14.2.1 13.3.1 (Material Breach), if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within the cure period applicable to such alleged material breachCure Period, for resolution in accordance with Article 15 Section 14.6 (Choice of Law; Dispute Resolution; Governing Law); (b) the relevant cure period Cure Period with respect to such alleged material breach will be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute Dispute and through the resolution of such dispute Dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) subject to Section 13.8 (Surviving Provisions), during the pendency of such disputeDispute, all of the terms and conditions of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Co Promotion Agreement (Provention Bio, Inc.)

Disagreement as to Material Breach. Notwithstanding Section 14.2.1 (Material Breach)15.3.1, if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within the cure period applicable to such […***…] following its receipt of notice of alleged material breach, for resolution in accordance with Article 15 (Dispute Resolution; Governing Law)Section 16.7.2; (b) the relevant cure period Cure Period with respect to such alleged material breach will shall be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute and through the resolution of such dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) during the pendency of such dispute, all of the terms and conditions of this Agreement will shall remain in effect and the Parties will shall continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Option, Collaboration and License Agreement (BeiGene, Ltd.)

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Disagreement as to Material Breach. Notwithstanding Section 14.2.1 16.2.1 (Material Breach), if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach Material Breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach Material Breach may contest the allegation by referring such matter, within [*] following its receipt of notice of the cure period applicable to such alleged material breachMaterial Breach, for resolution in accordance with Article 15 Section 17.6 (Choice of Law; Dispute Resolution; Governing LawJurisdiction); (b) the relevant cure period Cure Period with respect to such alleged material breach Material Breach will be tolled from the date on which the Party that disputes whether there has been a material breach Material Breach notifies the other Party of such dispute Dispute and through the resolution of such dispute Dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) subject to Section 16.7 (Surviving Provisions), during the pendency of such disputeDispute, all of the terms and conditions of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Collaboration, Option and License Agreement (Nurix Therapeutics, Inc.)

Disagreement as to Material Breach. Notwithstanding Section 14.2.1 17.2.1 (Material Breach), if the Parties, reasonably and Parties in good faith, faith disagree as to whether there has been a material breach of this Agreement, then: (a) the Party that disputes whether there has been a material breach may contest the allegation by referring such matter, within [*] following its receipt of notice of the cure period applicable to such alleged material breach, for resolution in accordance with Article 15 Section 18.6 (Choice of Law; Dispute Resolution; Governing Law); (b) the relevant cure period Cure Period with respect to such alleged material breach will be tolled from the date on which the Party that disputes whether there has been a material breach notifies the other Party of such dispute Dispute and through the resolution of such dispute Dispute in accordance with Article 15 (Dispute Resolution; Governing Law)the applicable provisions of this Agreement; and (c) subject to Section 17.8 (Surviving Provisions), during the pendency of such disputeDispute, all of the terms and conditions of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Appears in 1 contract

Samples: Collaboration and License Agreement (Nurix Therapeutics, Inc.)

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