Common use of Without limiting Section 9 Clause in Contracts

Without limiting Section 9. 9(a), and notwithstanding anything to the contrary, if at any time any event, occurrence, condition, circumstance or action results, or (once effective) will result, in Buyer or any of its Affiliates being required to treat this Agreement or the transactions hereunder or contemplated hereby for accounting purposes in a manner that is inconsistent in any respect with the Accounting Treatment, Seller shall promptly notify Buyer and, for a period of time beginning on the earlier of (i) the date Seller so notifies Buyer or (ii) the date Buyer notifies Seller of any such event, occurrence, condition, circumstance or action (any such notice, an “Accounting Treatment Work-Out Notice”); provided, that Buyer shall have no obligation to so notify Seller, and ending one hundred and eighty (180) Days after such date (such period of time, the “Accounting Treatment Work-Out Period”), Buyer and Seller shall cooperate in good faith to modify or amend this Agreement or enter into alternative arrangements necessary or advisable, in Buyer’s reasonable good faith discretion, for Buyer to avoid, minimize or mitigate the risk of such accounting treatment (any such modification, amendment or alternative arrangement once finalized and binding on the Parties, the “Accounting Treatment Modifications”). If Buyer and Seller do not make or enter into the Accounting Treatment Modifications by the end of the Accounting Treatment Work-Out Period, without limiting Section 15.2, Buyer may terminate this Agreement upon notice to Seller (and receive the Termination Payment).

Without limiting Section 9. 9(a), and notwithstanding anything to the contrary, if at any time any event, occurrence, condition, circumstance or action results, or (once effective) will result, in Buyer or any of its Affiliates being required to treat this Agreement or the transactions hereunder or contemplated hereby for accounting purposes in a manner that is inconsistent in any respect with the Accounting Treatment, Seller shall promptly notify Buyer and, for a period of time beginning on the earlier of (i) the date Seller so notifies Buyer or (ii) the date Buyer notifies Seller of any such event, occurrence, condition, circumstance or action (any such notice, an “Accounting Treatment Work-Out Notice”); provided, that Buyer shall have no obligation to so notify Seller, and ending one hundred and eighty (180) Days after such date (such period of time, the “Accounting Treatment Work-Out Period”), Buyer and Seller shall cooperate in good faith to modify or amend this Agreement or enter into alternative arrangements necessary or advisable, in Buyer’s reasonable good faith discretion, for Buyer to avoid, minimize or mitigate the risk of such accounting treatment (any such modification, amendment or alternative arrangement once finalized and binding on the Parties, the “Accounting Treatment Modifications”). If Buyer and Seller do not make or enter into the Accounting Treatment Modifications by the end of the Accounting Treatment Work-Out Period, without limiting Section 15.2, Buyer may terminate this Agreement upon notice elect to Seller (and receive purchase the Termination Payment).Facility from Seller. 80