Common use of Termination Right for Default Clause in Contracts

Termination Right for Default. The Non-Breaching Party shall have the right to terminate this Agreement, upon written notice to the Breaching Party: (a) in the event the [*] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. 107 Breaching Party does not notify the Non-Breaching Party within [*] ([*]) days of its notice under Section 14.2.1 that the Breaching Party disputes that it has committed a material breach or that it intends to cure such breach in accordance with Section 14.2.1; and (b) in the event that the Breaching Party has not cured the material breach within the Cure Period. If a Party in good faith raises a Dispute regarding any such termination (including with respect to the existence or materiality of a breach or the sufficiency of a cure) pursuant to the Dispute resolution procedures under Section 15.2, such termination shall be effective only upon a conclusion of the Dispute resolution procedures in Section 15.2 resulting in a determination that there has been an uncured material breach (or, if earlier, abandonment of the Dispute by the Breaching Party). For the avoidance of doubt, the exercise of a termination right under this Section 14.2 by a Non-Breaching Party shall be without prejudice to its right to seek damages or any other remedy on account of the Breaching Party’s material breach that may be available at law or in equity, subject to the terms hereof.

Termination Right for Default. The Non-Breaching Party shall have the right to terminate this Agreement, upon Agreement with immediate effect by written notice to the Breaching Party: (a) in the event the [*] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. 107 Breaching Party does not notify the Non-Breaching Party within [*] ([*]) days of its notice under Section 14.2.1 that the Breaching Party disputes that it has committed a material breach or that it intends to cure such breach in accordance with Section 14.2.1; and (b) in the event that the Breaching Party has not cured the material breach within the Cure PeriodPeriod (as may be extended pursuant to Section 13.2.1); or (b) in the event that the material breach is not curable. If Notwithstanding the foregoing, if a Party in good faith raises a Dispute, pursuant to the Dispute regarding any such termination (including resolution procedures under Article XIV, with respect to the existence or existence, materiality of a breach or the sufficiency or failure of a cure) cure of any such breach that would give rise to a right to terminate pursuant to the Dispute resolution procedures under this Section 15.213.2, then such termination shall be effective only upon a conclusion of the Dispute resolution procedures in Section 15.2 accordance with Article XIV resulting in a determination that there has been an uncured material breach (or, if earlier, abandonment of the Dispute by the Breaching Party); provided, however, that the applicable Cure Period shall be tolled during the pendency of any such Dispute and shall recommence following such final resolution of such Dispute in accordance with Article XIV. For the avoidance of doubt, the exercise of a termination right under this Section 14.2 13.2 by a Non-Breaching Party shall be without prejudice to its right to seek damages or any other remedy on account of the Breaching Party’s material breach that may be available at law or in equity, subject to the terms hereof.the

Termination Right for Default. The Non-Breaching Party shall have the right to terminate this Agreement, upon Agreement on a Program-by-Program basis with immediate effect by written notice to the Breaching Party: (a) in the event the [*] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. 107 Breaching Party does not notify the Non-Breaching Party within [**] ([*]) days of its notice under Section 14.2.1 15.2.1 that the Breaching Party disputes that it has committed a material breach or that it intends to cure such breach in accordance with Section 14.2.115.2.1; and (b) in the event that the Breaching Party has not cured the material breach within the Cure Period; and (c) in the event that the material breach is not curable. If Notwithstanding the foregoing, if a Party in good faith raises a Dispute regarding any such termination (including with respect to the existence or materiality of a breach or the sufficiency of a cure) pursuant to the Dispute resolution procedures under Section 15.2Sections 16.1 to 16.3, such termination shall be effective only upon a conclusion of the Dispute resolution procedures in Section 15.2 Sections 16.1 to 16.3 resulting in a determination that there has been an uncured material breach (or, if earlier, abandonment of the Dispute by the Breaching Party). For the avoidance of doubt, the exercise of a termination right under this Section 14.2 15.2 by a Non-Breaching Party shall be without prejudice to its right to seek damages or any other remedy on account of the Breaching Party’s material breach that may be available at law or in equity, subject to the terms hereof. [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.

Termination Right for Default. The Non-Breaching Party shall have the right to terminate this Agreement, upon Agreement with immediate effect by written notice to the Breaching Party: (a) in the event the [*] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. 107 Breaching Party does not notify the Non-Breaching Party within [**] ([*]) days of its notice under Section 14.2.1 15.2.1 that the Breaching Party disputes that it has committed a material breach or that it intends to cure such breach in accordance with Section 14.2.115.2.1; and (b) in the event that the Breaching Party has not cured the material breach within the Cure Period; and (c) in the event that the material breach is not curable. If Notwithstanding the foregoing, if a Party in good faith raises a Dispute regarding any such termination (including with respect to the existence or materiality of a breach or the sufficiency of a cure) pursuant to the Dispute resolution procedures under Section 15.2Sections 16.1 to 16.3, such termination shall be effective only upon a conclusion of the Dispute resolution procedures in Section 15.2 Sections 16.1 to 16.3 resulting in a determination that there has been an uncured material breach (or, if earlier, abandonment of the Dispute by the Breaching Party). For the avoidance of doubt, the exercise of a termination right under this Section 14.2 15.2 by a Non-Breaching Party shall be without prejudice to its right to seek damages or any other remedy on account of the Breaching Party’s material breach that may be available at law or in equity, subject to the terms hereof.