if either party, at any given time, seriously fails to perform its contractual obligations, or is in material breach of this agreement and warranties given under this agreement (the defaulting party),the other party (the non-defaulting party) shall give a written notification to the defaulting party to rectify such default within reasonable time period. if the defaulting party fails to perform such acts within such reasonable time, the non-defaulting party has the right to terminate this agreement and demand any compensation for the incurred damages or expenses from the defaulting party