Termination Contract Clause

Termination

1. Either party may terminate this Agreement upon 30 days' written notice to the other party.

2. Either party may terminate this Agreement, effective immediately upon written notice to the other party, if the other party: a) is in material breach of this Agreement and such breach is incapable of cure; b) is in material breach of this Agreement and fails to cure such breach within 30 days after receiving written notice of such breach; or c) terminates or suspends its business, becomes subject to any bankruptcy or insolvency proceeding under federal or state statute, becomes insolvent or becomes subject to direct control by a trustee, receiver or similar authority.

3. Expiration or termination of this Agreement shall not affect any rights or obligations of the parties that have accrued up to the date of termination.

4. The rights and duties of the parties under the Confidentiality, Intellectual Property, Limitation of Liability and Dispute Resolution sections of this Agreement shall survive the expiration, termination or assignment of this Agreement.