Pre-Termination Dispute Resolution Sample Clauses

Pre-Termination Dispute Resolution. If any Party determines that there is a reasonable likelihood that: (i) One or more of the conditions to such Party's or any other Party's obligation to complete the transactions described herein cannot or will not be met in a timely manner, or (ii) Such Party will not be able to complete its own obligation to complete the transactions described herein or will otherwise materially breach its obligations hereunder, or (iii) Any other Party has committed or will commit a material breach of its obligations hereunder; then the Party making such determination shall promptly notify the other Parties of its determination, stating the condition which may not be met or the breach which has occurred or may occur, and describing generally the reason or reasons therefor. Thereupon, the Parties will as promptly as practicable discuss the matter among themselves and diligently endeavor to reach mutual agreement on procedures or covenants which will either permit the condition to be met or waived or the breach to be cured. This Agreement may not be terminated on account of the failure of such condition or by reason of such breach unless and until the Parties have diligently attempted to reach an acceptable solution pursuant to this Section over a period of at least ten (10) days following the initial notification, during which time the Parties' respective Chief Executive Officers shall have met in person for such purpose at least once. Provided, that nothing in this Section shall require a Party to waive a condition or remedy or to incur expense on account of another party's breach.