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These excerpts taken from the AAPL 10-K filed Dec 19, 2003. 7.0 TERMINATION7.1 If either party materially breaches a term or condition of this Base Agreement or an Attachment, the other party may, at its option, terminate this Agreement or any or all Attachments provided the party in breach is given written notice and fails to cure such breach within thirty days (30) days after the notice of termination, or immediately in the event of (i) insolvency, dissolution or liquidation by or against the other party, (ii) any assignment of the other party’s assets for the benefit of creditors; (iii) any act or omission of an act by the other party demonstrating its inability to pay debts generally as they become due, or (iv) any transfer of substantially all of the other party’s business or assets to a third party, unless such transfer is effectuated in accordance with Section 21.4, below. 7.2 If IBM terminates pursuant to Section 7.1, at IBM’s sole discretion, all previously accepted Purchase Orders may be canceled and Apple shall pay (i) for any Products delivered or ready for shipment when the Agreement terminated, the full price determined in accordance with Section 6.1 or 6.2, as applicable; (ii) for any Products not delivered or ready for shipment when the Agreement terminated, the actual amount IBM paid for any long lead time materials authorized by Apple and procured in accordance with the terms and conditions of an applicable
[**] = information redacted pursuant to a confidential treatment request. Such omitted information has been filed separately with the Securities and Exchange Commission. Attachment or this Agreement and any applicable cancellation charges set forth in this Agreement or the Attachment for such Products (IBM agrees to attempt to mitigate any amounts payable by Apple for any long lead time materials through such means as use in other manufacturing activities or sale, if practicable); (iii) for any Services completed when the Agreement terminated, the full price determined in accordance with the applicable Attachment; and (iv) for any Services not delivered or completed when the Agreement terminated, the applicable cancellation charges determined in accordance with the applicable Attachment, or, if none, in accordance with Section 5.2 of this Agreement. Under no circumstances will the total amount due for a Product or Services under (i), (ii), (iii), or (iv), above, exceed the full price for such Product or Service determined in accordance with Section 6.1 or 6.2, as applicable, and any applicable Attachment. 7.3 If Apple terminates pursuant to Section 7.1, at Apple’s discretion all previously accepted Purchase Orders may be canceled and no cancellation charges (including long-lead-time materials) will apply. 7.4 Apple may terminate this Agreement or any or all Attachments for convenience by providing written notice to IBM at least twelve (12) months before the termination date. If Apple terminates this Agreement, or any or all Attachments, for its convenience, all previously accepted Purchase Orders will be filled, but IBM shall not be obligated to accept further Purchase Orders pursuant to the terminated Agreement or Attachment, as the case may be, after receiving notice of termination. 7.5 All amounts due for Products or Services under this Agreement shall be paid in accordance with the terms and conditions of this Agreement notwithstanding any termination of this Agreement for any reason, provided, however, that in the event this Agreement is terminated pursuant to Section 7.1 all amounts due and payable to the non-terminating party as of the date of such termination shall become immediately due and payable. 7.6 This Base Agreement will continue after its termination or expiration with respect to any Attachments already in place until they expire, or are terminated or performed. Applicable Items shall be returned or disposed of as directed by Apple in writing at Apple’s expense after a termination or expiration of this Agreement or relevant Attachment. [**] = information redacted pursuant to a confidential treatment request. Such omitted information has been filed separately with the Securities and Exchange Commission. 8.0 CONFIDENTIAL INFORMATION 8.1 In the event IBM or Apple wishes to disclose specific confidential information to the other in connection with IBM furnishing Products and/or Services hereunder, such information shall be disclosed only pursuant to the terms and conditions of the Apple Computer, Inc. Confidentiality Agreement (Mutual), Agreement No. X1329, as amended, signed by IBM and Apple with an effective date of April 1, 1999, the current version of which, and all currently effective Amendments to the same, are attached hereto as Exhibit 6, or pursuant to the terms and conditions of another comparable confidential disclosure agreement. The parties agree to treat the terms and conditions of this Agreement as confidential information. 9.0 LICENSE 9.1 No license, immunity or other right is granted herein to any Authorized Purchaser or Designee whether directly or by implication, estoppel or otherwise, with respect to any patent, trademark, copyright, mask work, trade secret, utility, model, or know-how, or other intellectual property right of IBM. Nothing herein shall abrogate any rights that may arise by operation of the patent exhaustion doctrine. 10.0 TRADEMARK 10.1 Nothing in this Agreement grants either party any rights to use the other party’s trademarks or trade names, directly or indirectly, in connection with any product, service, promotion, or to make any publication or publicity without prior written approval of the other party or trademark or trade name owner.
7.0 TERMINATION7.1 If either party materially breaches a 7.2 If IBM terminates pursuant to Section
[**] = information Attachment or this 7.3 If Apple terminates pursuant to 7.4 Apple may terminate this Agreement or 7.5 All amounts due for Products or 7.6 This Base Agreement will continue [**] = information 8.0 CONFIDENTIAL INFORMATION 8.1 In the event IBM or Apple wishes to 9.0 LICENSE 9.1 No license, immunity or other right 10.0 TRADEMARK 10.1 Nothing in this
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