Common use of Litigation and Adverse Developments Clause in Contracts

Litigation and Adverse Developments. Each Contributing Party shall give prompt written notice to the other Contributing Party of (a) the occurrence, or failure to occur, of any event which occurrence or failure to occur is reasonably likely to cause any representation or warranty of that Contributing Party contained in this Agreement to be untrue or inaccurate in any material respect and (b) any material failure of that Contributing Party to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder. Each Contributing Party will promptly advise the other Contributing Party in writing of the commencement of any dispute, claim or Proceeding, against or involving the AMD Flash Memory Business, the Fujitsu Flash Memory Business, the AMD Business Assets or the Fujitsu Business Assets that is reasonably likely to result in a Material Adverse Effect on the Joint Venture.