Process for Termination. If a Party materially breaches its obligations under this Agreement, then the Non-Breaching Party may give written notice to the Breaching Party identifying such alleged material breach in sufficient detail to put the Breaching Party on notice of such material breach, and the Breaching Party will cure such material breach within [***] after delivery of such notice (the “Cure Period”). Any termination of this Agreement pursuant to this Section 12.4.2 (Process for Termination) will become effective at the end of the Cure Period, unless the Breaching Party has cured any such material breach prior to the expiration of such Cure Period or, if such material breach is not susceptible to cure within the Cure Period, then the Cure Period will be extended so long as (a) the Breaching Party has provided to the Non-Breaching Party a written plan that is reasonably calculated to effect a cure of such material breach within the original Cure Period; (b) such plan is accepted by the Non-Breaching Party (such acceptance not to be unreasonably withheld, conditioned, or delayed); and (c) the Breaching Party commits to and diligently carries out such plan as provided to the Non-Breaching Party; provided that in no event will the Cure Period be extended to more than a total of [***]. The right of either Party to terminate this Agreement as provided in this Section 12.4.2 (Process for Termination) will not be affected in any way by such Party’s waiver of or failure to take action with respect to any previous breach under this Agreement.
Appears in 1 contract
Sources: Collaboration, Option, and License Agreement (Acumen Pharmaceuticals, Inc.)
Process for Termination. If a Party materially breaches its obligations under this AgreementAgreement as a whole or with respect to one or more Major Markets, then the Non-Breaching Party may give written notice to the Breaching Party identifying such alleged material breach in sufficient detail to put the Breaching Party on notice of such material breach, and the Breaching Party will cure such material breach within [***] after delivery of such notice (the “Cure Period”). Any termination of this Agreement pursuant to this Section 12.4.2 15.4.2 (Process for Termination) will become effective at the end of the Cure Period, unless the Breaching Party has cured any such material breach prior to the expiration of such Cure Period or, if such material breach is not susceptible to cure within the Cure Period, then the Cure Period will be extended so long as (ai) the Breaching Party has provided to the Non-Breaching Party a written plan that is reasonably calculated to effect a cure of such material breach within the original Cure Period; , (bii) such plan is accepted by the Non-Breaching Party (such acceptance not to be unreasonably withheld, conditioned, or delayed); , and (ciii) the Breaching Party commits to and diligently carries out such plan as provided to the Non-Breaching Party; , provided that in no event will the Cure Period be extended to more than a total of [***]. The right of either Party to terminate this Agreement as provided in this Section 12.4.2 15.4.2 (Process for Termination) will not be affected in any way by such Party’s waiver of or failure to take action with respect to any previous breach under this Agreement.
Appears in 1 contract
Sources: Exclusive License and Co Funding Agreement (Arrowhead Pharmaceuticals, Inc.)
Process for Termination. If a Party materially breaches its obligations under this AgreementAgreement as a whole or with respect to one or more countries and one or more Licensed Products or Licensed Antibodies, then the Non-Breaching Party may give written notice to the Breaching Party identifying such alleged material breach in sufficient detail to put the Breaching Party on notice of such material breach, and the Breaching Party will cure such material breach within [***] 90 days after delivery of such notice (the “Cure Period”). Any termination of this Agreement pursuant to as described in this Section 12.4.2 9.4.2 (Process for Termination) will become effective at the end of the Cure Period, unless the Breaching Party has cured any such material breach prior to the expiration of such Cure Period or, if such material breach is not susceptible to capable of cure within the Cure Period, then the Cure Period will be extended for a maximum period of so long as (a) the Breaching Party has provided to the Non-Non- Breaching Party a written plan that is reasonably calculated to effect a cure of such material breach within the original Cure Period; and (b) such plan is accepted by the Non-Breaching Party (such acceptance not to be unreasonably withheld, conditioned, or delayed); and (c) the Breaching Party commits to and diligently carries out such plan as 55 provided to the Non-Breaching Party; provided that in no event will the Cure Period be extended to more than a total of [***]. The right of either Party to terminate this Agreement as provided in this Section 12.4.2 9.4.2 (Process for Termination) will not be affected in any way by such Party’s waiver of or failure to take action with respect to any previous breach under this Agreement.
Appears in 1 contract