13.1 If any party commits a material breach of this Agreement and fails to remedy such breach within ninety (90) calendar days after receipt of notice requesting said remedy, the non-defaulting other party may terminate this Agreement at any time forthwith by giving notice of termination. Provided however that a failure to remedy a default in making payment within fourteen (14) days from the due date shall entitle the non-defaulting party to terminate this Agreement by giving notice of termination to the defaulting party.
13.2 If either party should file or be filed or consent to the filing of any bankruptcy law or under law or under law for the relief debtors, or should be adjudicated insolvent or be dissolved or liquidated, or make any assignment for the benefit or creditors, or should a receiver, trustee or similar person be appointed, then the other party may terminate this Agreement at any time forthwith by giving written notice of termination.
13.3 In the event of Force Majeure excess three (3) moths, either party may terminate this Agreement by giving written notice of termination to the other party.
13.4 If either party should be merged or consolidated by any third parties or the management should be substantially changed without prior written consent of the other party, the other party may terminate this Agreement at any time forthwith by giving written notice of termination.
13.5 The termination shall not prejudice any course of action or claim of either party (as may be available under this Agreement or under the general law) that has occurred prior to such termination.
14 ASSIGNMENT
Neither party shall assign any or all of its rights or obligations under this Agreement without the prior written consent of the party.
15 ENTIRE AGREEMENT
This Agreement constitutes the entire Agreement between the parties and supersedes all prior negotiations, understandings and Agreements whether written or oral. This Agreement shall not be modified, amended or supplemented except by an instrument in writing duly executed by each of the parties hereto.
16 CONFIDENTIALITY AND SECURITY
16.1 Buyer and Seller shall keep all information relating to this Agreement (the Information) confidential and shall not divulge the Information to any person without the prior consent of the other party.
16.2 Buyer and Seller may disclose Information to any of its employees, agents or contractors but to and only to the extent necessary to enable the performance by Buyer and Seller of any of their rights and/or obligations under this Agreement.
16.3 Clauses 16.1 and 16.2 above shall not apply to Information which;
(i) Buyer and Seller agree that such information shall not subject to those clauses;
(ii) is properly in the public domain or known to Buyer and Seller otherwise than by breach of any undertaking relating to confidentially before it is divulged or disclosed by Buyer or Seller ; or
(iii) Buyer and Seller are compelled to disclose by operation of the law.