an Insolvency Event occurs in respect of CSL; CSL commits a material breach of the Deed which is not capable of remedy; or CSL fails to take action to remedy a breach of another obligation under the Deed and does not commence to remedy the breach within 5 Working Days after being given Formal Notice by the NBA requiring CSL to remedy the breach or fails to remedy the breach within 20 Working Days (or such longer period as consented to by the NBA) after being given that Formal Notice. A Party may terminate the Deed as expressly permitted under clauses 34.8, 43.7.2, 43.8 or 44.8. Nothing in this Deed affects any right CSL may have at common law or under any statute to terminate the Deed. If the Deed is terminated under this clause 68, clause 69 or any other provision of this Deed, subject to the Deed: the Parties are relieved from future performance (to the extent of the termination if a partial termination occurs), without prejudice to any right of action that has accrued at the date of termination; the NBA's rights to recover damages are not affected, provided that termination as permitted under clause 44 does not, of itself, give rise to a right to recover damages; CSL must take all reasonable steps to protect, and otherwise must comply with all obligations in the Deed relating to, Commonwealth Material and Contract Material, Personal Information, Confidential Information and Intellectual Property; CSL must at its cost deliver any Commonwealth Material, Contract Material or other NBA Confidential Information held by it to the NBA, except that CSL may retain a copy of Contract Material for the purpose of compliance with Laws, maintaining a record of its performance of the Deed or, where Contract Material is of general application, its ongoing business activities; and CSL must continue to provide Products and Services in accordance with this Deed until the effective date of the notice of termination. Termination for Change in Policy Notice of termination The NBA may, at any time by Formal Notice to CSL, terminate the Deed following any change in government policy where the NBA is requested by Australian Governments under the National Blood Arrangements to terminate the Deed, or which, in the NBA’s reasonable opinion, makes continuation of the Deed inconsistent with that changed policy. The NBA will provide: not less than 24 notice of an exercise of the NBA's rights under this months’ clause, but may provide less notice where the remaining period of the Term is less than 24 months; or
an Insolvency Event occurs in respect of CSL; CSL commits a material breach of the Deed which is not capable of remedy; or CSL fails to take action to remedy a breach of another obligation under the Deed and does not commence to remedy the breach within 5 Working Days after being given Formal Notice by the NBA requiring CSL to remedy the breach or fails to remedy the breach within 20 Working Days (or such longer period as consented to by the NBA) after being given that Formal Notice. A Party may terminate the Deed as expressly permitted under clauses 34.8, 43.7.2, 43.8 or 44.8. Nothing in this Deed affects any right CSL may have at common law or under any statute to terminate the Deed. If the Deed is terminated under this clause 68, clause 69 or any other provision of this Deed, subject to the Deed: the Parties are relieved from future performance (to the extent of the termination if a partial termination occurs), without prejudice to any right of action that has accrued at the date of termination; the NBA's rights to recover damages are not affected, provided that termination as permitted under clause 44 does not, of itself, give rise to a right to recover damages; CSL must take all reasonable steps to protect, and otherwise must comply with all obligations in the Deed relating to, Commonwealth Material and Contract Material, Personal Information, Confidential Information and Intellectual Property; CSL must at its cost deliver any Commonwealth Material, Contract Material or other NBA Confidential Information held by it to the NBA, except that CSL may retain a copy of Contract Material for the purpose of compliance with Laws, maintaining a record of its performance of the Deed or, where Contract Material is of general application, its ongoing business activities; and CSL must continue to provide Products and Services in accordance with this Deed until the effective date of the notice of termination. Termination for Change in Policy Notice of termination The NBA may, at any time by Formal Notice to CSL, terminate the Deed following any change in government policy where the NBA is requested by Australian Governments under the National Blood Arrangements to terminate the Deed, or which, in the NBA’s reasonable opinion, makes continuation of the Deed inconsistent with that changed policy. The NBA will provide: not less than 24 months’ notice of an exercise of the NBA's rights under this clause, but may provide less notice where the remaining period of the Term is less than 24 months; or
Final-NaFAA-for-Website.docx