Upon the occurrence of a Company Event of Default or an Agency Event of Default, the following procedure shall apply:
(a) The non-defaulting Party may give a notice (a "Termination Notice") to the defaulting Party, specifying in reasonable detail the Event of Default and the date on which the non-defaulting Party proposes to terminate this Agreement. Except in the case of paragraphs (b) and (c) below, the Agreement may be terminated on any date specified by the non-defaulting Party in the Termination Notice.
(b) If a Company Event of Default occurs under Section 15.1 (c), (d) or (l) (Company Events of Default), the Agency may provide written notice of default to the Company (a "Notice of Company Event of Default") within five (5) Days of becoming aware of the Company Event of Default. The Company shall have thirty (30) Days from its receipt of the Notice of Company Event of Default in which to cure such Company Event of Default. If the Company needs more than that period to cure the default, the Company shall deliver to the Agency a plan (the "Company Rectification Plan") within ten (10) Days from the receipt of the Notice of Company Event of Default (or within such longer time as the Agency may approve), specifying the remedial actions the Company plans to take and the number of Days necessary to correct such Company Event of Default. The Company Rectification Plan shall be subject to the Agency's prior written approval, which should not be unreasonably withheld. If (i) such Company Event of Default is not cured within the thirty (30)-Day period (or such longer period as the Agency may have approved), (ii) the Company is not consistently striving to cure such Company Event of Default, or (iii) the Agency withholds its approval of the proposed Company Rectification Plan for valid reasons after not less than ten (10) Days following its submittal, the Agency shall have the immediate right to terminate this Agreement by delivering a Termination Notice to the Company, which termination shall be effective as of the date specified by the Agency in the Termination Notice, which shall be not less than thirty (30) Days from the date the Company receives the Notice of Company Event of Default.
(c) If an Agency Event of Default occurs under Section 15.2 (a), (c) or (e) (Agency Events of Default), the Company may provide written notice of default to the Agency (a "Notice of Agency Event of Default") within five (5) Days of becoming aware of the Agency Event of Default. The Agency shall have thirty (30) Days from its receipt of the Notice of Agency Event of Default in which to cure such Agency Event of Default. If the Agency needs more than that period to cure the default, the Agency shall deliver to the Company a plan (the "Agency Rectification Plan") within ten (10) Days from the receipt of the Notice of Agency Event of Default (or within such longer time as the Company may approve), specifying what remedial actions the Agency plans to take and the number of Days necessary to cure such Agency Event of Default. The Agency Rectification Plan shall be subject to the Company's prior written approval, which should not be unreasonably withheld. If (i) the Agency Event of Default is not cured within the thirty (30)-Day period (or such longer period as the Company may approved), (ii) the Agency is not consistently working to cure such Agency Event of Default, or (iii) the Company reasonably withholds its approval of the proposed Agency Rectification Plan after not less than ten (10) Days following its submittal, the Company shall have the immediate right to terminate this Agreement by delivering a Termination Notice to the Agency, which termination shall be effective as of the date specified by the Company in the Termination Notice, which shall be not less than thirty (30) Days from the date the Agency receives the Notice of Agency Event of Default.