Events of Early Termination. (a) This Agreement may be immediately terminated as to the entire Territory by either Party, upon giving written notice to the other Party, in the event that the other Party shall become insolvent or be declared insolvent or bankrupt by a court of competent jurisdiction or shall be the subject of any reorganization (other than a corporate reorganization effected in the ordinary course of business and not arising out of any insolvency) or winding up, receivership or dissolution, bankruptcy or liquidation proceeding, or any proceeding or action similar to one or more of the above, in which case termination shall be effective upon such written notice. The failure of either Party to give notice of termination upon obtaining knowledge of any such event shall not be interpreted as a waiver of such Party's rights under this Section 10.2, and such Party reserves the right to exercise any such rights at any time after the occurrence of any such event. (b) Subject to the further provisions of this Section 10.2(b), upon any material breach or default of this Agreement by either Party, the non-breaching Party shall have the right to serve notice upon the breaching Party of its intention to terminate this Agreement in its entirety upon the expiration of ninety (90) days after the date such notice is given, unless the breaching Party shall cure any such breach or default within said ninety (90) day period. Upon the expiration of the applicable cure period, if the breaching Party shall not have cured the alleged breach to the reasonable satisfaction of the non-breaching Party, and if the non- breaching Party gives a notice of final termination, final termination of this Agreement shall be effective on the date such notice is given. In the event of any dispute as to the existence of a default or the adequacy of any cure thereof, the Party charged with such alleged breach or failure to cure may require that the right to terminate be determined by the dispute resolution mechanism pursuant to Article 12.
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Samples: Investment and Master Strategic Relationship Agreement (Angeion Corp/Mn), Manufacturing Agreement (Angeion Corp/Mn)
Events of Early Termination. (a) This Agreement may be immediately terminated as to the entire Territory by either Party, upon giving written notice to the other Party, in the event that the other Party shall become insolvent or be declared insolvent or bankrupt by a court of competent jurisdiction or shall be the subject of any reorganization (other than a corporate reorganization effected in the ordinary course of business and not arising out of any insolvency) or winding up, receivership or dissolution, bankruptcy or liquidation proceeding, or any proceeding or action similar to one or more of the above, in which case termination shall be effective upon such written notice. The failure of either Party to give notice of termination upon obtaining knowledge of any such event shall not be interpreted as a waiver of such Party's rights under this Section 10.2, and such Party reserves the right to exercise any such rights at any time after the occurrence of any such event.
(b) Subject to the further provisions of this Section 10.2(b), upon any material breach or default of this Agreement by either Party, the non-breaching Party shall have the right to serve notice upon the breaching Party of its intention to terminate this Agreement in its entirety upon the expiration of ninety (90) days after the date such notice is given, unless the breaching Party shall cure any such breach or default within said ninety (90) day period, except that, in the case of a breach of a payment obligation hereunder, the applicable cure period shall be thirty (30) days. Upon the expiration of the applicable cure period, if the breaching Party shall not have cured the alleged breach to the reasonable satisfaction of the non-breaching Party, and if the non- non-breaching Party gives a notice of final termination, final termination of this Agreement shall be effective on the date such notice is given. In the event of any dispute as to the existence of a default or the adequacy of any cure thereof, the Party charged with such alleged breach or failure to cure may require that the right to terminate be determined by the dispute resolution mechanism pursuant to Article 12.
Appears in 2 contracts
Samples: Manufacturing Agreement (Angeion Corp/Mn), Manufacturing Agreement (Angeion Corp/Mn)
Events of Early Termination. (a) This Agreement may be immediately terminated as to the entire Territory by either Party, upon giving written notice to the other Party, in the event that the other Party shall become insolvent or be declared insolvent or bankrupt by a court of competent jurisdiction or shall be the subject of any reorganization (other than a corporate reorganization effected in the ordinary course of business and not arising out of any insolvency) or winding up, receivership or dissolution, bankruptcy or liquidation proceeding, or any proceeding or action similar to one or more of the above, in which case termination shall be effective upon such written notice. The failure of either Party to give notice of termination upon obtaining knowledge of any such event shall not be interpreted as a waiver of such Party's rights under this Section 10.2, and such Party reserves the right to exercise any such rights at any time after the occurrence of any such event.
(b) Subject to the further provisions of this Section 10.2(b), upon any material breach or default of this Agreement by either Party, the non-breaching Party shall have the right to serve notice upon the breaching Party of its intention to terminate this Agreement in its entirety upon the expiration of ninety (90) days after the date such notice is given, unless the breaching Party shall cure any such breach or default within said ninety (90) day period. Upon the expiration of the applicable cure period, if the breaching Party shall not have cured the alleged breach to the reasonable satisfaction of the non-breaching Party, and if the non- non-breaching Party gives a notice of final termination, final termination of this Agreement shall be effective on the date such notice is given. In the event of any dispute as to the existence of a default or the adequacy of any cure thereof, the Party charged with such alleged breach or failure to cure may require that the right to terminate be determined by the dispute resolution mechanism pursuant to Article 12.
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