the indemnification procedures set forth in Section 5.5 of the Asset Purchase Agreement. (e) Settlement. If the indemnifying Party assumes the defense of a Claim, no compromise or settlement of such claims may be effected by the indemnifying Party without the indemnified Party consent unless: (a) there is no finding or admission of any violation of Applicable Requirements or any violation of the rights of any Person by the indemnified Party and no effect on any other claims that may be made against the indemnified Party, (b) the sole relief provided is 21 Source: CONFORMIS INC, 10-Q, 11/1/2019 monetary damages that are paid in full by the indemnifying Party and (c) such settlement includes as an unconditional release of liability by such Third Party claimant in respect of all Indemnified Persons. ARTICLE VIII TERM AND TERMINATION 8.1 Term. The term of this Agreement shall begin as of the Effective Date and continue until Acceptance of all Deliverables for Milestones #1 and #2 pursuant to Section 3.4 and completion of Milestone #3, unless earlier terminated under Section 8.2, as provided for under the Other Agreements, or as mutually agreed by the Parties. 8.2 Termination. (a) Dissolution or Insolvency Event. Either Party may terminate this Agreement effective immediately upon delivery of a Termination Notice if the other Party is (A) dissolved or is seeking to dissolve itself under applicable corporate law other than as part of a corporate restructuring under which its assets were first transferred to an assignee under this Agreement in accordance with Section 10.2; or (B) (i) becomes subject to an Insolvency Event, provided that, no termination right shall exist in respect of an Insolvency Event that is a chapter 11 case under the Bankruptcy Code if the Party subject to such chapter 11 case (x) continues to perform