15.TERMINATION AND CONSEQUENCES OF TERMINATION
15.1 Immediate Termination. This Agreement shall immediately terminate upon written notice by either Party hereto to the other Party, (a) in the event of such other Party's voluntary or unremedied involuntary bankruptcy or insolvency, (b) in the event that such other Party shall make an assignment for the benefit of creditors or shall suffer appointment of a temporary receiver, custodian or trustee of its business or assets, (c) in the event that a petition shall have been filed against such other Party under a bankruptcy law, any other law for relief of debtors, or other law similar in purpose or effect, the effect of which is to cause such other Party to have its business effectively discontinued, and such petition has not been successfully challenged or remedied. A Party subject to any of the events described herein shall promptly notify the other Party of its occurrence.
15.2 Breach. If either Party to this Agreement should be or act in material breach of this agreement or of any material obligation herein, the injured Party may at its option give written notice to the defaulting Party specifying the respect in which the same Party has breached the Agreement. In the event that such breach is not remedied thirty (30) days after such notice, the complaining Party may, by written notice to the defaulting Party, terminate this Agreement effective immediately. The failure of the Party to terminate this Agreement due to a breach on the part of the other Party shall not constitute a waiver of such Party’s right to terminate on the basis of any subsequent breach. Breach of obligation on the part of AL-MERRI shall be deemed to include both a single instance of a serious failure to perform one of its duties hereunder, and a continual or repeated lack of performance of its duties under Article 5 hereof. Without limiting the definition of breach, but only by way of example, the Parties agree that violation by AL-MERRI of its obligations of compliance with laws, notification of infringement, supply of reports, use of trademarks, and adaptation of products and packaging shall all be considered breach of this Agreement.
15.3 Termination for Convenience. Regardless of any provision herein to the contrary, either Party may terminate this Agreement for convenience, without cause, upon six (6) month’s notice to the other Party, without thereby incurring any liability to the other Party for damages or indemnity or the like; provided, however, that no such termination shall become effective within the one (1) year after the Effective Date. Any notice given for termination under this Section 15.3 to be effective during such year shall become effective on the first anniversary of the Effective Date.
15.4 Duties of Parties upon Termination; No Compensation. Upon termination of this Agreement, each Party shall perform all obligations incurred prior to the effective date of such termination, and all indebtedness of each Party to the other shall become immediately due and payable. Upon the expiration and/or termination of this Agreement, AL-MERRI shall: (a) immediately cease selling the Products; (b) immediately cease representing itself as being associated with PSI or the Products; and (c) promptly purge from its files, computer systems, and storage media and at PSI's option, destroy or deliver to PSI or its chosen representative, all copies, original, partial, or otherwise, of confidential materials of PSI as described in Section 5.8, as well as materials or information bearing PSI’s trade name or trademark or otherwise pertinent to the Products. The Parties explicitly agree that neither Party shall owe the other Party any indemnification or other benefit or payment as a result of termination of this Agreement according to its terms.