Common use of Termination by Recipient Clause in Contracts

Termination by Recipient. (a) Recipient may terminate this Agreement (including the provision of all Services), immediately at any time by giving notice in writing to Provider, if: (i) there occurs a Bankruptcy of Provider; (ii) an Illegality has or would have a material adverse effect on the availability, or benefits, of the Services to Recipient and such Illegality or material adverse effect is not mitigable through commercially reasonable steps; and/or (iii) Provider is (A) unable to perform any material portion of its obligations under this Agreement due to a Force Majeure Event and (B) unable to resume its performance of such obligations within sixty (60) days of such Force Majeure Event. (b) Recipient may terminate this Agreement or any Service immediately at any time by giving notice in writing to Provider if Provider is in material breach of this Agreement and such breach has not been cured by Provider within thirty (30) days following notice of such breach from Recipient, or, if such breach is capable of being cured but is not with reasonable efforts capable of being cured within such thirty (30) day period, Provider has not commenced in good faith the curing of such breach within such thirty (30) day period or does not thereafter prosecute to completion with reasonable efforts and continuity the curing thereof, or, in any event, the curing of such breach is not completed within sixty (60) days following such notice. (c) Recipient may terminate any Service upon ninety (90) days’ written notice to Provider.