PROVISIONS FOR EARLY TERMINATION Sample Clauses

PROVISIONS FOR EARLY TERMINATION. This SCHEDULE does not terminate automatically upon termination of the MRA. This SCHEDULE shall expire pursuant to the terms set forth in this SCHEDULE, unless extended by the mutual agreement of the parties, or unless sooner terminated in accordance with the following provisions of this Paragraph: (a) mutual, written agreement of the parties; (b) failure of one party to satisfy its material obligations under this Agreement, and such party subsequently fails to cure such failure(s) within (i) thirty (30) days for failures to remit payment for amounts due under this Agreement and (ii) ninety (90) days for all other obligations in each case after receipt of written notice from the non-breaching party specifying such failure; (c) one (1) year’s written notice of termination by either CERES or NOBLE to the other party in case either the terminating party or the other party ceases substantially all activities in the COLLABORATION CROPS; (d) NOBLE will have the right to terminate this Agreement unilaterally with thirty (30) days’ written notice to CERES, (i) if CERES seeks protection under any bankruptcy, insolvency, receivership, trust, deed, creditors arrangement or comparable proceeding or if any such proceeding is instituted against CERES (and not dismissed within one hundred twenty (120) days); (ii) in case of dissolution or winding up of CERES (excluding any situation where all or substantially all of CERES’ assets, stock or business to which this Agreement relates are acquired by a third party (whether by sale, acquisition, merger, operation of law or otherwise)); (iii) with written notice to CERES, to be given no later than March 31, 2010 if Ceres has failed in a substantial manner, by December 31, 2009, to implement the activities set forth in EXHIBIT F, and does not remedy such failure or offer a remediation plan which is reasonably acceptable to NOBLE within ninety (90) days after receipt of a written notice from NOBLE specifying such failure; or (iv) with one hundred twenty (120) days’ written notice to CERES, if the institutional mission, purpose or structure of NOBLE would change substantially and adversely affect NOBLE’S ability to satisfy its obligations hereunder; or (e) CERES will have the right to terminate this Agreement unilaterally: (i) with thirty (30) days’ written notice to NOBLE if ▇▇. ▇▇▇ ▇▇▇▇▇▇ ceases to be associated with NOBLE and the research activities associated with this SCHEDULE, and NOBLE has not replaced him within one hundre...