Common use of Good Faith Disputes Clause in Contracts

Good Faith Disputes. Notwithstanding any provision to the contrary in this Article 17, neither Party may suspend performance or terminate this Agreement as a result of an event or occurrence described in subsections 17.1(a), (g) or (h), as the case may be, as to which there is a good faith dispute between the Parties concerning the right of the Non-Defaulting Party hereunder to terminate this Agreement. The Parties hereby agree to submit such good faith dispute to arbitration pursuant to the provisions of Section 21 hereof, and acknowledge that such obligation shall be subject to enforcement by a decree of specific performance. With respect to any such good faith dispute resolved pursuant to the provisions of Section 21, the time period to cure any default, which shall include payment of any damages determined to have been caused by such default, shall not commence until the issuance of a final arbitration decision; provided, however, that the accrual of such damages shall be from the date of notice of arbitration required under Section 21.2. Neither Party may terminate this Agreement if the Defaulting Party shall have complied fully with the arbitration decision within the time period set forth therein. If the Defaulting Party shall not comply fully with the arbitration decision within such time period, the Non-Defaulting Party shall have the right to terminate this Agreement and shall be entitled to recover its direct damages and losses (which shall not include consequential damages) related to all transactions contemplated between the Parties, such recovery to be determined pursuant to the applicable provisions of this Section 17.

Good Faith Disputes. Notwithstanding any provision to the contrary in this Article 17, neither Party may suspend performance or terminate this Agreement as a result of an event or occurrence described in subsections 17.1(a18.1(a), (g) or (h), as the case may be, as to which there is a good faith dispute between the Parties concerning the right of the Non-Defaulting Party hereunder to terminate this Agreement. The Parties hereby agree to submit such good faith dispute to arbitration pursuant to the provisions of Section 21 22 hereof, and acknowledge that such obligation shall be subject to enforcement by a decree of specific performance. With respect to any such good faith dispute resolved pursuant to the provisions of Section 2122, the time period to cure any default, which shall include payment of any damages determined to have been caused by such default, shall not commence until the issuance of a final arbitration decision; provided, however, that the accrual of such damages shall be from the date of notice of arbitration required under Section 21.222.2. Neither Party may terminate this Agreement if the Defaulting Party shall have complied fully with the arbitration decision within the time period set forth therein. If the Defaulting Party shall not comply fully with the arbitration decision within such time period, the Non-Defaulting Party shall have the right to terminate this Agreement and shall be entitled to recover its direct damages and losses (which shall not include consequential damages) related to all transactions contemplated between the Parties, such recovery to be determined pursuant to the applicable provisions of this Section 1718.