definiens: means anevent that is beyond a non - performing Party ’s reasonable control, including an act of God, act of the other Party, war, riot, civil commotion, terrorist act, malicious damage, epidemic, quarantine, fire, flood, storm, natural disaster orcompliance with any law or governmental order, rule, regulation or direction, whether or not it is later held to beinvalid or inapplicable . The Force Majeure Party will within ten days of the occurrence of the Force Majeure event, give written notice to the other Party stating the nature of the Force Majeure event, its anticipated duration and anyaction being taken to avoid or minimize its effect . Any suspension of performance will be of no greater scope and ofno longer duration than is reasonably required and the Force Majeure Party will use reasonable effort to remedy itsinability to perform ; provided, however, if the suspension of performance continues or is anticipated to continue for30 days after the date of the occurrence, the unaffected Party will have the right but not the obligation to perform onbehalf of the Force Majeure Party for a period of such Force Majeure and such additional period as may bereasonably required to assure a smooth and uninterrupted transition of such activities . If such failure to performwould constitute a material breach of this Agreement in the absence of such event of Force Majeure, and continuesfor one year from the date of the occurrence and the Parties are not able to agree on appropriate amendments withinsuch period, such other Party will have the right, notwithstanding the first sentence of this Section 10.2, to terminatethis Agreement immediately by written notice to the Force Majeure Party, in which case neither Party will have anyliability to the other except for those rights and liabilities that accrued prior to the date of termination and theconsequences of termination pursuant to Sections 8.2.3 or 8.2.4, as applicable, as if such termination was atermination as to which such consequences applied