NOT DISMISSED, VACATED, OR STAYED
WITHIN NINETY (90) DAYS; OR
(C)
THE DEFAULTING PARTY FAILS TO PERFORM OR OBSERVE IN ALL MATERIAL
RESPECTS AND IN A TIMELY MANNER ANY TERM, CONDITION, OR COVENANT TO BE PERFORMED
BY IT UNDER THIS AGREEMENT, THE BREACH OF WHICH IS NOT THE SUBJECT OF A SEPARATE
PROVISION IN THIS ARTICLE 4, WITHIN THIRTY (30) DAYS AFTER RECEIPT OF WRITTEN
NOTICE DESCRIBING SUCH FAILURE IN REASONABLE DETAIL, PROVIDED, HOWEVER, THAT IF
SUCH FAILURE IS NOT REASONABLY SUSCEPTIBLE OF CURE WITHIN THIRTY (30) DAYS, IT
SHALL NOT BE A BREACH HEREUNDER IF SUCH PARTY PROMPTLY COMMENCES AND DILIGENTLY
PURSUES A CURE, REASONABLY ACCEPTABLE TO THE TERMINATING PARTY, OF SUCH FAILURE;
OR
(D)
THE DEFAULTING PARTY PROVIDES ANY INFORMATION TO, OR MAKES ANY
REPRESENTATIONS OR WARRANTIES TO, THE OTHER IN CONNECTION WITH THE SERVICE, OR
OTHERWISE IN CONNECTION WITH ANY INFORMATION REQUIRED TO BE PROVIDED BY IT
HEREUNDER, WAS KNOWN BY THE DEFAULTING PARTY TO HAVE BEEN FALSE OR MISLEADING IN
ANY MATERIAL RESPECT AS OF THE DATE PROVIDED OR MADE.
(E)
TERMINATION UNDER THIS SECTION 4.2 SHALL BE EFFECTIVE IMMEDIATELY
UPON RECEIPT BY THE DEFAULTING PARTY OF WRITTEN NOTICE OF DEFAULT, OR AT THE END
OF SUCH PERIOD AS THE TERMINATING PARTY MAY GRANT THE CURE OF THE DEFAULT,
4.3
OTHER REMEDIES:
(A)
TERMINATION FOR DEFAULT:
IF THE PROVISION OF SERVICE UNDER THIS
AGREEMENT IS TERMINATED FOR DEFAULT, AS DESCRIBED IN SECTION 4.1 OR 4.2 OF THIS
AGREEMENT, THE TERMINATING PARTY SHALL BE ENTITLED TO EXERCISE ALL REMEDIES
WHICH MAYBE AVAILABLE TO IT, EITHER AT LAW OR IN EQUITY, OR BOTH.
(B)
OTHER TERMINATION:
UPON ANY TERMINATION OF THE AGREEMENT BY PNC
DUE TO MOTIENT'S DEFAULT IN ACCORDANCE WITH SECTION 4.2 ABOVE, MOTIENT PROMPTLY
SHALL REFUND OR RETURN TO PNC, AS APPROPRIATE, THE PREPAYMENTS DESCRIBED IN
SECTION 2.1 ABOVE AND/OR ALL DEPOSITS, LETTERS OF CREDIT AND OTHER FORMS OF
SECURITY PROVIDED BY PNC AND ANY SERVICE CREDIT BALANCE, LESS ONLY SUCH AMOUNTS
AS ARE DUE FOR USE OF THE SERVICE BEFORE TERMINATION AND SUCH OTHER AMOUNTS AS
MOTIENT REASONABLY SHALL DETERMINE ARE DUE AND OWING, OR WILL BECOME DUE AND
OWING, FROM PNC.
(C)
IMMEDIATE PAYMENT:
IN ADDITION TO ANY OTHER RIGHTS OR REMEDIES
AVAILABLE TO MOTIENT UNDER THIS AGREEMENT OR OTHERWISE, MOTIENT MAY DEMAND
IMMEDIATE PAYMENT OF ALL UNDISPUTED AMOUNTS BILLED AND PAYABLE AT THE TIME OF
THE TERMINATION, AS WELL AS ANY OTHER AMOUNTS DUE HEREUNDER, (1) IF THE SERVICE
IS TERMINATED BY MOTIENT PURSUANT TO SECTION 4.1 OR 4.2 OF THIS AGREEMENT, (2)
IF PNC IS DELINQUENT IN THE PAYMENT OF ANY INVOICE BEYOND ANY APPLICABLE GRACE
PERIOD, OR (3) IF MOTIENT HAS REASON TO BELIEVE THAT PNC IS ABOUT TO CEASE
OPERATIONS OR GO OUT OF BUSINESS OR ABOUT TO SEEK PROTECTION UNDER ANY
APPLICABLE BANKRUPTCY OR REORGANIZATION LAWS.
(D)
ACTIONS UPON TERMINATION:
UPON TERMINATION OF THIS AGREEMENT FOR
ANY REASON, PNC SHALL PROMPTLY, BUT IN NO EVENT LATER THAN 30 DAYS AFTER
TERMINATION, REMOVE ALL OF ITS EQUIPMENT FROM MOTIENT'S