Common use of Right to Terminate for Material Breach Clause in Contracts

Right to Terminate for Material Breach. (a) In the event that Ascendis commits a material breach of any of the terms of this Agreement on its part to be performed or observed, Licensee shall have the right to terminate this Agreement, in whole or in part, by giving sixty (60) days’ written notice to Ascendis; provided, however, that in the case of a material breach capable of being remedied, if Ascendis shall remedy such material breach within sixty (60) days after the notice has been given, then the notice shall not be effective and the Agreement shall not terminate. (b) In the event that Licensee commits a material breach of any of the material obligations under Section 2.3, 7.1, 7.2 or 10 and such material breach causes material loss by Ascendis that exceeds [***] dollars ($[***]), Ascendis shall have the right to terminate this Agreement, in whole or in part, by giving ninety (90) days’ written notice to Licensee; provided, however, that if Licensee shall remedy such material breach or reduce such loss below [***] dollars ($[***]) within ninety (90) days after the notice has been given, then the notice shall not be effective and the Agreement shall not terminate.