Common use of Disputes Regarding Material Breach Clause in Contracts

Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 9.2.3 disputes in good faith the existence, materiality, or failure to cure of any 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 9.2.3, or the right to exercise the alternative remedy provisions of Section 9.3, as applicable, unless and until the relevant dispute has been resolved in accordance with Section 11.12. During the pendency of such dispute, the relevant cure period will be tolled, all the terms of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 9.2.3 10.2.3 disputes in good faith the existence, materiality, or failure to cure of any 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 9.2.310.2.3, or the right to exercise the alternative remedy provisions of Section 9.310.3, as applicable, unless and until the relevant dispute has been resolved in accordance with Section 11.1212.12. During the pendency of such dispute, the relevant cure period will be tolled, all the terms of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.

Disputes Regarding Material Breach. Notwithstanding the foregoing, if the Breaching Party in Section 9.2.3 9.2.2 disputes in good faith the existence, materiality, or failure to cure of any breach, and provides written notice to the Non-Breaching Party of such dispute Dispute within the relevant cure period, then the Non-Breaching Party will not have the right to terminate this Agreement in accordance with Section 9.2.39.2.2, or (in the case of Vertex as the Non-Breaching Party) the right to exercise the alternative remedy provisions of Section 9.3, as applicable, unless and until the relevant dispute Dispute has been resolved in accordance with Section 11.12. During the pendency of any such disputeDispute, the relevant cure period will shall be tolled, all the terms of this Agreement will remain in effect and the Parties will continue to perform all of their respective obligations hereunder.