8.2 Termination of Agreement
This Agreement may be terminated by either party at any time upon the occurrence of any one or more of the following events of default
8.2.1.The other party defaults in the performance of any material requirement or obligation under this Agreement or any other written agreement between the parties concerning the subject of this Agreement, and such default is not cured within thirty (30)days after written notice of such default is sent to such party.
8.2.2. The other party ceases to do business, makes a composition or assignment for the benefit of its creditors, makes a general arrangement with its creditors concerning any extension or forgiveness of any of its secured debt, becomes bankrupt or insolvent, suffers or seeks the appointment of a receiver to the whole or any material parts of its business, takes any action to liquidate or wind up the whole or any material part of its business, is found subject to any provisions of any bankruptcy code concerning involuntary bankruptcy or similar proceeding, or suffers a material adverse change in its financial position such that payments hereunder may be affected or delayed by a creditor or administrator of the business of the other party.
8.2.3. Manufacturer violates any of Customer’s intellectual property rights, including trade secrets divulged under the scope of this contract.
8.2.4. In addition, either party may terminate this Agreement for convenience on one hundred and twenty (120) days written notice to the other party.
8.2.5. No termination of this Agreement shall release Customer from any obligation to pay Manufacturer any amount that has accrued or become payable at or prior to the date of termination.
8.3 Survival
Notwithstanding any termination of this Agreement, the provisions of Sections 5,6, and 7 shall continue in accordance with their terms. If this Agreement is cancelled by Manufacturer, Purchase Orders accepted prior to cancellation are cancellable at the option of the Customer; if this Agreement is canceled by Customer, then all outstanding Purchase Orders are cancelled immediately.