Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 11.2.3 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 11.2.3, or the right to exercise the alternative remedy provisions of 11.3, as applicable, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during the pendency of such dispute, all 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 3 contracts
Samples: Option and License Agreement, Collaboration, Option and License Agreement (CRISPR Therapeutics AG), Collaboration, Option and License Agreement (Vertex Pharmaceuticals Inc / Ma)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in this Section 11.2.3 17.2.3 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with this Section 11.2.3, or the right to exercise the alternative remedy provisions of 11.3, as applicable17.2.3, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during the pendency of such dispute, all 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 2 contracts
Samples: Joint Development and Commercialization Agreement (Vertex Pharmaceuticals Inc / Ma), Joint Development and Commercialization Agreement (CRISPR Therapeutics AG)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Party that is in purported breach of this Agreement (the “Breaching Party Party”) in this Section 11.2.3 8.3 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides notice to the other Party (the “Non-Breaching Party Party”) of such dispute within the relevant cure period, the Non-Breaching Party will shall not have the right to terminate this Agreement in accordance with Section 11.2.3, or the right to exercise the alternative remedy provisions of 11.3, as applicableAgreement, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during the pendency of such dispute, all 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 2 contracts
Samples: License Agreement (Organovo Holdings, Inc.), License Agreement (Aldeyra Therapeutics, Inc.)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 11.2.3 9.2.2 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides written notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 11.2.39.2.2, or the right to exercise the alternative remedy provisions of 11.39.3, as applicable, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during During the pendency of such dispute, all 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 2 contracts
Samples: Collaboration and License Agreement (Affinia Therapeutics Inc.), Collaboration and License Agreement (Affinia Therapeutics Inc.)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 11.2.3 15.2.3 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides written notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 11.2.315.2.3, or the right to exercise the alternative remedy provisions provision of 11.3Section 15.2.4, as applicable, unless and until the relevant dispute has been resolvedresolved pursuant to the dispute resolution provisions in Section 18.12. It is understood and acknowledged that during During the pendency of such dispute, all 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 2 contracts
Samples: Collaboration and License Agreement (Kymera Therapeutics, Inc.), Collaboration and License Agreement (Kymera Therapeutics, Inc.)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 11.2.3 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides written notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 11.2.3, or the right to exercise the alternative remedy provisions provision of 11.3, as applicable, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during During the pendency of such dispute, all 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: Master Collaboration Agreement (Kymera Therapeutics, Inc.)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 11.2.3 13.2.2 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides written notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 11.2.3, or the right to exercise the alternative remedy provisions of 11.3, as applicable, 13.2.2 unless and until the relevant dispute has been resolvedresolved pursuant to the dispute resolution provisions in Section 15.10. It is understood and acknowledged that during During the pendency of such dispute, all 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 (Solid Biosciences Inc.)
Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in this Section 11.2.3 14.2.2 disputes in good faith the existence, materiality, or failure to cure of any such breach that is not a payment breach, and provides notice to the Non-Breaching Party of such dispute within the relevant cure period, the Non-Breaching Party will not have the right to terminate this Agreement in accordance with this Section 11.2.3, or the right to exercise the alternative remedy provisions of 11.3, as applicable14.2.2, unless and until the relevant dispute has been resolved. It is understood and acknowledged that during the pendency of such dispute, all 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: Joint Development and Commercialization Agreement (Vertex Pharmaceuticals Inc / Ma)