Common use of Territorial Effect of a Termination Notice Clause in Contracts

Territorial Effect of a Termination Notice. 18.5.1 In case of termination by Flexion without cause pursuant to Section 18.4 (Termination by Flexion) such termination notice may be made with respect to one country or several specific countries as determined by Flexion (the “Affected Countries”). In the case of any termination notice for breach pursuant to Section 18.2 (Termination for Breach) if the breach of the other Party relates to or takes effect only in certain countries (the “Affected Countries”), such termination notice may only be given with respect to such Affected Countries and must state the Affected Countries. The Affected Countries or all countries of the Territory, as the case may be and as determined by the Party giving termination notice under Section 18.2 or Section 18.4, as the case may be, shall hereafter be referred to as the “Applicable Territory”. 18.5.2 In case of any termination notice for breach pursuant to Section 18.2 (Termination for Breach) by either Party, such termination may be made with respect to the entirety of this Agreement only, if the breach of the other Party relates to or takes effect in at least two or more countries of the Territory and/or affects this Agreement in a global manner, in which case the termination notice must state that the termination shall affect this Agreement in its entirety. 18.5.3 In the event that a Party is entitled to provide termination notice under Section 18.2 (Termination for Breach) related to this Agreement in its entirety, but the breach affects certain countries of the Territory only, then such Party may at its discretion select and specify in the termination notice the Affected Countries in which such termination notice shall take effect. 18.5.4 For the avoidance of doubt and notwithstanding the above, if a breach by Flexion relates to or takes effect in […***…], then AstraZeneca shall have the right to designate […***…] in its notice of breach for the purposes of determining the Applicable Territory.

Territorial Effect of a Termination Notice. 18.5.1 17.5.1 In case of termination by Flexion without cause pursuant to Section 18.4 17.4 (Termination by Flexion) such termination notice may be made with respect to one country or several specific countries as determined by Flexion (the “Affected Countries”). In the case of any termination notice for breach pursuant to Section 18.2 17.2 (Termination for Breach) if the breach of the other Party relates to or takes effect only in certain countries (also, the “Affected Countries”), such termination notice may only be given with respect to such Affected Countries and must state the Affected Countries. The Affected Countries or all countries of the Territory, as the case may be and as determined by the Party giving termination notice under Section 18.2 or Section 18.4, as the case may be, shall hereafter be referred to as the “Applicable Territory”. 18.5.2 17.5.2 In case of any termination notice for breach pursuant to Section 18.2 17.2 (Termination for Breach) by either Party, such termination may be made with respect to the entirety of this Agreement only, if the breach of the other Party relates to or takes effect in at least two or more countries of the Territory and/or affects this Agreement in a global manner, in which case the termination notice must state that the termination shall affect this Agreement in its entirety. 18.5.3 17.5.3 In the event that a Party is entitled to provide a termination notice under Section 18.2 17.2 (Termination for Breach) related to this Agreement in its entirety, but the breach affects certain countries of the Territory only, then such Party may at its discretion select and specify in the termination notice the Affected Countries in which such termination notice shall take effect. 18.5.4 17.5.4 For the avoidance of doubt and notwithstanding the above, if a breach by Flexion relates to or takes effect in […***…], then AstraZeneca shall have the right to designate […***…] in its notice of breach for as the purposes of determining the Applicable TerritoryAffected Countries.

Territorial Effect of a Termination Notice. 18.5.1 17.5.1 In case of termination by Flexion without cause pursuant to Section 18.4 17.4 (Termination by Flexion) such termination notice may be made with respect to one country or several specific countries as determined by Flexion (the “Affected Countries”). In the case of any termination notice for breach pursuant to Section 18.2 17.2 (Termination for Breach) if the breach of the other Party relates to or takes effect only in certain countries (also, the “Affected Countries”), such termination notice may only be given with respect to such Affected Countries and must state the Affected Countries. The Affected Countries or all countries of the Territory, as the case may be and as determined by the Party giving termination notice under Section 18.2 or Section 18.4, as the case may be, shall hereafter be referred to as the “Applicable Territory”. 18.5.2 17.5.2 In case of any termination notice for breach pursuant to Section 18.2 17.2 (Termination for Breach) by either Party, such termination may be made with respect to the entirety of this Agreement only, if the breach of the other Party relates to or takes effect in at least two or more countries of the Territory and/or affects this Agreement in a global manner, in which case the termination notice must state that the termination shall affect this Agreement in its entirety. 18.5.3 17.5.3 In the event that a Party is entitled to provide a termination notice under Section 18.2 17.2 (Termination for Breach) related to this Agreement in its entirety, ***Confidential Treatment Requested but the breach affects certain countries of the Territory only, then such Party may at its discretion select and specify in the termination notice the Affected Countries in which such termination notice shall take effect. 18.5.4 17.5.4 For the avoidance of doubt and notwithstanding the above, if a breach by Flexion relates to or takes effect in […***…], then AstraZeneca shall have the right to designate […***…] in its notice of breach for as the purposes of determining the Applicable TerritoryAffected Countries.