definiens: means the consummation of a merger or sale of Twi st or of substantially all of the assets of Twist to which t his Agreement applies, in each case, with or to a S pecified Party or an Affiliate thereof ; provided, that a Specified Change in Control shall not incl ude any bona fide investment transaction, in which Twist issues shares of its ca pital stock to the investor(s ) participating in suc h bona fide investment transaction, and ( ii ) [ * * * ] 7.4 Termination for Material Breach . Either party may terminate this Agreement for the material breach of the other party upon sixty ( 60 ) days ’ prior writ ten notice to such other party describing such brea ch in reasonable detail and upon providing an opportunity to cure for the breaching party before the end of such 60 - day period ( and in the case of such a cure, this Ag reement shall remain in full force and effect ) . Exp iration or termination of this Agreement shall not relieve the parties of any obligation accruing prior to such e xpiration or termination . The rights and obligations of Twist an d Customer in Sections 1.3 ( pro - rated through the t ermination date ), 1.6(b ) ( which will survive for the originall y agreed upon Term plus six ( 6 ) months after the Te rm ), 1.9, and 2 through 8 ( inclusive ) will survive any termin ation of this Agreement