Common use of Termination for Material Breach Clause in Contracts

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within [***] from the date of such notice.

Appears in 4 contracts

Samples: Commercial Supply Agreement, Commercial Supply Agreement (Amag Pharmaceuticals Inc.), Commercial Supply Agreement (Amag Pharmaceuticals Inc.)

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Termination for Material Breach. (a) Either Party party may terminate this Agreement by written notice at a date set Agreement, in the notice (allowing at least [***] for cure) writing, in the event of a material breach of this Agreement by the other Partyof this Agreement; provided provided, however, that the breaching Party fails to cure party asserting such breach within [***] must first serve written notice of the alleged breach on the offending party, and must allow the offending party 45 days, from the date of delivery of such notice., within which to cure the alleged breach. For purposes of this Agreement, the term "material breach" shall include, but not be limited to:

Appears in 3 contracts

Samples: Manufacturing and Development Agreement (Bovie Medical Corp), Manufacturing and Development Agreement (Bovie Medical Corp), Manufacturing and Development Agreement (Bovie Medical Corp)

Termination for Material Breach. Either Upon any material breach of this Agreement by either Party, the other Party may terminate this Agreement by written notice at a date set in the notice (allowing at least providing [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within prior written notice (thirty [***] from prior written notice with respect to a payment breach) to the date breaching Party, specifying the material breach. The termination shall become effective at the end of the [***] (or [***], as applicable) period unless the breaching Party cures such noticebreach during such [***] (or [***], as applicable) period.

Appears in 2 contracts

Samples: License and Collaboration Agreement (Cullinan Oncology, LLC), License and Collaboration Agreement (Cullinan Oncology, LLC)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within [***] from the date of such notice, or if the nature of the breach is such as to reasonably require more than [***] to cure, the Party (1) fails to use diligent efforts to cure such material breach, or (2) fails to cure such material breach within an additional [***] period.

Appears in 2 contracts

Samples: Clinical and Commercial Supply Agreement (Bluebird Bio, Inc.), Supply Agreement (Bluebird Bio, Inc.)

Termination for Material Breach. Either Party may party may, at its option, terminate this Agreement by upon written notice at a date set in to the notice (allowing at least [***] for cure) in other party if the event other party materially breaches any of a material breach the terms and conditions of this Agreement by and if such material breach has not been cured within thirty (30) days after written notice to the other Party; provided that the breaching Party fails to cure such breach within [***] from the date of such noticeparty.

Appears in 2 contracts

Samples: Hosting License Agreement (Corio Inc), Hosting License Agreement (Corio Inc)

Termination for Material Breach. Either Party may terminate this Agreement by upon written notice at a date set in to the notice (allowing at least [***] for cure) in other Party if the event of a material breach of other Party materially breaches this Agreement by the other Party; provided that the breaching Party and fails to cure such material breach within [***] from after receiving written notice thereof. If, during such cure period, either Party initiates a dispute resolution procedure in accordance with Section 12.14 regarding the date material breach for which termination is being sought, then such cure period will be tolled during the pendency of such noticedispute resolution procedure.

Appears in 2 contracts

Samples: Cross License Agreement (Xilio Therapeutics, Inc.), Cross License Agreement (Xilio Therapeutics, Inc.)

Termination for Material Breach. Either This Agreement may be terminated by either Party may terminate this Agreement by written notice at a date set if the other Party is in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure and such material breach is not cured within [***] days after receipt of written notice from the date of such noticeterminating Party with respect thereto.

Appears in 2 contracts

Samples: Manufacturing Agreement (Spark Therapeutics, Inc.), Manufacturing Agreement (Spark Therapeutics, Inc.)

Termination for Material Breach. Either Upon any material breach of this Agreement by either Party, the other Party may terminate this Agreement by written notice at a date set in the notice (allowing at least providing [**] prior written notice ([**] for cureprior written notice with respect to a payment breach) in to the event breaching Party, specifying the material breach. The termination shall become effective at the end of a material breach of this Agreement by the other Party; provided that [**] (or [**], as applicable) period unless the breaching Party fails to cure cures such breach within during such [**] (or [*] from the date of such notice*], as applicable) period.

Appears in 2 contracts

Samples: Exclusive License Agreement (IMARA Inc.), Exclusive License Agreement (IMARA Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in to the notice (allowing at least [***] other Party, for cure) in the event of a any material breach of this Agreement by the other Party; provided that the breaching Party fails to cure , if such breach is not cured within [***] ([***] in the case of a payment breach) after the breaching Party receives notice from the date of terminating Party specifying such noticebreach.

Appears in 2 contracts

Samples: Research Collaboration and Exclusive License Agreement (Keros Therapeutics, Inc.), Research Collaboration and Exclusive License Agreement (Keros Therapeutics, Inc.)

Termination for Material Breach. Either Party may may, at its option, terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that . Such termination may be effected only through a written notice to the breaching other Party, specifically identifying the breach or breaches on which termination is based. Following receipt of such notice, the Party fails in breach shall have thirty (30) days to cure such breach within [***] from or breaches and this Agreement shall terminate in the date event that such a cure is not made by the end of such noticesaid period. The claim of material breach justifying termination shall be limited to the specific breach set forth in the above written notice as explained.

Appears in 2 contracts

Samples: Scope of Agreement, Scope of Agreement

Termination for Material Breach. Either Upon any material breach of this Agreement by either Party, the other Party may terminate this Agreement by written notice at a date set in the notice (allowing at least providing [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within prior written notice ([***] from prior written notice with respect to a payment breach) to the date breaching Party, specifying the material breach. The termination shall become effective at the end of the [***] (or [***], as applicable) period unless the breaching Party cures such noticebreach during such [***] (or [***], as applicable) period.

Appears in 2 contracts

Samples: Exclusive License Agreement (Cullinan Oncology, LLC), Exclusive License Agreement (Cullinan Oncology, LLC)

Termination for Material Breach. Either Party This Agreement may terminate be terminated at any time during the term of this Agreement by upon written notice at a date set by either Party if the other Party is in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure and has not cured such breach within [***] from after notice requesting cure of the date of such noticebreach; provided, however, [***].

Appears in 1 contract

Samples: Exclusive License Agreement (Dare Bioscience, Inc.)

Termination for Material Breach. Either Party may shall have the right to terminate this Agreement by upon written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by to the other Party; provided that Party if, after receiving written notice of such material breach, the breaching other Party fails to cure such breach within [***] from the date of such notice.

Appears in 1 contract

Samples: License Agreement (scPharmaceuticals Inc.)

Termination for Material Breach. Either Party may may, in addition to any other remedies available to it by law or in equity, terminate this Agreement by Agreement, upon [ ] written notice at a date set in to the notice (allowing at least [***] for cure) other Party in the event of that the other Party breaches a material breach provision of this Agreement by the other Party; provided that the breaching Party and fails to cure such breach within [***[ ] from of notice of the date of such noticebreach.

Appears in 1 contract

Samples: Supply and Distribution Agreement (Supergen Inc)

Termination for Material Breach. Either Upon any material breach of this Agreement by either Party (in such capacity, the “Breaching Party”), the other Party may terminate this Agreement by written notice at a date set in the notice (allowing at least providing [***] for cure) in written notice to the event Breaching Party, specifying the material breach. The termination shall become effective at the end of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within [**] period unless the Breaching Party cures such breach during such [**] from the date of such noticeperiod.

Appears in 1 contract

Samples: License Agreement (Dyne Therapeutics, Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by upon written notice at a date set in notice, without prejudice to any other right or remedy, if the notice (allowing at least [***] for cure) in the event of a material breach of other Party breaches this Agreement and either the breach cannot be cured or, if the breach can be cured, it is not cured by the other Party; provided that the breaching Party fails to cure such breach within [***] from 30 days after the date breaching party’s receipt of such noticewritten notice of the breach.

Appears in 1 contract

Samples: Terms and Conditions

Termination for Material Breach. Either Party party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of upon a material breach of this Agreement by the other Partyparty; provided however, that the breaching Party fails terminating party must first give the other party written notice, which notice must state the nature of the breach in reasonable detail and that the terminating party views such alleged Material Breach as a basis for terminating this Agreement under this Section and such other party must have failed to cure such that alleged breach within [***] from the date 30 days after receipt of such notice.

Appears in 1 contract

Samples: Amended and Restated License Agreement (Auriga Laboratories, Inc.)

Termination for Material Breach. Either Party may shall be entitled to terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of that the other Party commits a material breach of this Agreement by the and such other Party; provided that the breaching Party fails to cure such breach within [***] of receiving a notice of default from the date non-defaulting Party, by giving a notice of termination to such other Party (after expiration of such noticecure period, if applicable), with the termination to take effect on the date specified therein.

Appears in 1 contract

Samples: Supply Agreement (Myovant Sciences Ltd.)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set If either party is in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by Agreement, the other Party; provided that party may terminate this Agreement, together with all Order Forms, at the breaching Party fails to end of a written 30-day notice and cure such period, if the breach within [***] from the date of such noticehas not been cured.

Appears in 1 contract

Samples: Master Subscription Agreement

Termination for Material Breach. (a) Either Party party may terminate this Agreement by effective upon written notice at a date set in to the notice (allowing at least [***] for cure) in other party if the event of other party commits a material breach of this Agreement by and does not cure the other Party; provided that the breaching Party fails to cure such material breach within [***] from the date of such notice60 days after receiving written notice thereof.

Appears in 1 contract

Samples: Deposit Services Agreement (InterPrivate III Financial Partners Inc.)

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Termination for Material Breach. Either A Party may terminate this Agreement immediately by written notice at a date set in to the notice (allowing at least [***] for cure) in the event of other Party if that other Party commits a material breach of this Agreement by and (where the other Party; provided breach is capable of being remedied) that the breaching Party fails to cure such breach has not been remedied within [***] from days after receipt of notice giving full particulars of the date of such noticebreach and requiring the other Party to remedy it.

Appears in 1 contract

Samples: Transitional Services Agreement (HilleVax, Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that Party if the breaching Party fails to cure any such breach within [***] calendar days after receipt of written notice from the date non- breaching Party specifying such breach. In the event the Supply Agreement is terminated by either Party as the result of such noticea material breach of the terms of the Supply Agreement by the other Party, this Agreement shall be deemed to be terminated at the same time.

Appears in 1 contract

Samples: Exclusive License Agreement (CASI Pharmaceuticals, Inc.)

Termination for Material Breach. Either Party This Agreement may terminate this Agreement be terminated effective immediately on a country-by-country basis or in its entirety by written notice by either Party at a date set in any time during the notice (allowing at least Term if the other Party materially breaches this Agreement, which breach remains uncured for [***] for measured from the date that written notice of such breach is given to the breaching Party, which notice shall specify the nature of the breach and demand its cure) in the event of a ; provided that no cure period will be provided with respect to any material breach of this Agreement by the other Party; provided that the breaching Party fails Section 8.2 with respect to cure such breach within [***] from the date of such noticeAnti-Corruption Laws.

Appears in 1 contract

Samples: License Agreement (Viela Bio, Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by effective immediately upon written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by to the other Party; provided that , if (a) the breaching other Party materially breaches this Agreement and fails to cure such material breach within [***] days after receiving written notice thereof from the date terminating Party or (b) the other Party materially breaches this Agreement and such material breach is incapable of such noticecure.

Appears in 1 contract

Samples: Clinical Study Collaboration and Supply Agreement (IDEAYA Biosciences, Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by upon written notice at a date set in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by if the other Party has breached any of its material obligations under this Agreement, and (a) such breach has not been cured within 60 days after written notice of the breach, or (b) if a plan, reasonably acceptable to the non-breaching Party; provided that the breaching Party fails , is not implemented to cure such breach within [***] from as soon as practicable after notice of the date of such noticebreach.

Appears in 1 contract

Samples: Investors' Agreement (Voip Inc)

Termination for Material Breach. Either This Agreement may be terminated by either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a upon any material breach of this Agreement by the other Party; provided except that the breaching Party fails alleging such breach must first give the other Party written notice thereof, which notice must state the nature of the breach in reasonable detail and the other Party must have failed to cure such alleged breach within [***] from 45 days after receipt of the date of such notice.

Appears in 1 contract

Samples: License Agreement (Cepheid)

Termination for Material Breach. Either This Agreement may be terminated by a Party may terminate this Agreement by upon written notice at a date set by such Party to the other Party if the other Party is in the notice (allowing at least [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure and has not cured such breach within [***] days (or [***] days with respect to any payment breach) after notice from the date terminating Party detailing the specific material breach that is alleged. Any such termination shall become effective at the end of such notice[***] day (or [***]-day with respect to any payment breach) period unless the breaching Party has cured any such breach prior to the end of such period.

Appears in 1 contract

Samples: Development, Marketing and Supply Agreement (Axovant Sciences Ltd.)

Termination for Material Breach. Either In the event that either Party (the “Breaching Party”) breaches any of its material obligations under this Agreement, the other Party may terminate this Agreement by written notice at a date set in the notice (allowing at least upon [***] for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure days’ prior written notice (such breach within [***] from ]-day period, the date “Notice Period”) to the Breaching Party, specifying the breach and its claim of right to terminate; provided, that the termination of this Agreement shall not become effective at the end of the Notice Period if the Breaching Party cures such noticebreach during the Notice Period.

Appears in 1 contract

Samples: Supply Agreement (Catalyst Pharmaceuticals, Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] days for cure) in the event of a material breach of this Agreement by the other Party; provided that the breaching Party fails to cure such breach within [***] days from the date of such notice.

Appears in 1 contract

Samples: Commercial Supply Agreement (Amag Pharmaceuticals Inc.)

Termination for Material Breach. Either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a If either party fails to cure any material breach breaches of this Agreement by which are described in a written Notice from the other Party; provided that the breaching Party fails to cure party within 30 days of receipt of such breach within [***] Notice, this Agreement may be terminated immediately, in whole or in part, by Notice from the date of such noticenonbreaching party.

Appears in 1 contract

Samples: System Agreement

Termination for Material Breach. Either This Agreement may be terminated by either Party may terminate this Agreement by written notice at a date set in the notice (allowing at least [***] for cure) in the event of a upon any material breach of this Agreement by the other Party; provided except that the breaching Party fails alleging such breach must first give the other Party written notice thereof, which notice must state the nature of the breach in reasonable detail and the other Party must have failed to cure such alleged breach within [***] from 45 days after receipt of the date of such notice.

Appears in 1 contract

Samples: Distribution Agreement (Cepheid)

Termination for Material Breach. Either Party may party shall have the right to terminate this Agreement by after [ * ] written notice at a date set in to the notice (allowing at least [***] for cure) other in the event of a the other is in material breach of this Agreement by Agreement, unless the other Party; provided that party cures the breaching Party fails to cure breach before the expiration of such breach within period of time. Such notice shall set forth in reasonable detail the specifics of the breach. [***] from designates portions of this document that have been omitted pursuant to a request for confidential treatment filed separately with the date of such noticeCommission.

Appears in 1 contract

Samples: Research and Development Service Agreement (Icos Corp / De)

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