COMMERCIALLY SALEABLE PRODUCT; TESTING Clause Samples

COMMERCIALLY SALEABLE PRODUCT; TESTING. Licensor shall use commercially reasonable efforts to cause a commercially saleable Product to be developed on or before July 31, 2003. In addition, the Product shall be submitted to testing for Quality Assurance Requirements set forth in EXHIBIT A. In the event that the Product has not passed the Quality Assurance Requirements, as mutually determined by the parties, on or before July 31, 2003, then (i) Licensor will refund, no later than August 15, 2003, that portion of the Execution Payment that is in excess of the aggregate Licensor Costs ***, and (ii) Licensee will not be obligated to pay the 2004 Payment to Licensor. Licensor will thereafter use commercially reasonable efforts to alter or supplement the Product so that it will satisfy the Quality Assurance Requirements. In the event that the Product does satisfy the Quality Assurance Requirements, as mutually determined by the parties, on or before July 31, 2004, then (a) Licensee will pay that portion of the Execution Payment previously refunded to it as contemplated above and shall pay to Licensor the 2004 Payment. In the event that the parties determine, on or after July 31, 2004, that the Product cannot be altered or supplemented such that the Product will satisfy the Quality Assurance Requirements, Licensee shall be entitled to terminate this Agreement.