Enforcement, Termination. If Recipient has failed to materially comply with the terms and conditions of this Agreement, NIH may take one or more enforcement actions, which can include disallowing costs, withholding of further awards, or wholly or partly suspending the OT award, pending corrective action. NIH may also terminate the OT award with no obligation to pay the Recipient beyond the last completed and paid milestone. NIH may suspend (rather than immediately terminate) the OT award and allow the Recipient an opportunity to take appropriate corrective action before NIH makes a termination decision; however, NIH may decide to terminate the award if the Recipient does not take appropriate corrective action during the period of suspension. NIH may immediately terminate an OT award when necessary, such as to protect the public health and welfare from the effects of a serious deficiency. An NIH All of Us OT award may also be terminated, partially or totally, by the Recipient. If the Recipient decides to terminate a portion of an OT award, NIH may determine that the remaining portion of the award will not accomplish the purposes for which the award was originally made. In any such case, NIH will advise the Recipient of the possibility of termination of the entire OT award and allow the Recipient to withdraw its termination request. If the Recipient does not withdraw its request for partial termination, NIH may initiate procedures to terminate the entire award with no obligation to pay the Recipient beyond the last completed and paid milestone. The Recipient may terminate this Agreement by giving the NIH Other Transactions Agreements Officer (OTAO) ninety (90) calendar days written notification of its intent to do so, provided that such written notice is preceded by consultation between the Parties. If the NIH decides to terminate an OT award, the termination of the award will be considered a unilateral change and the Recipient will not have the right to appeal. Although a decision is made to terminate an award, the Recipient must continue to comply with the Record Retention and Access requirements.
Enforcement, Termination. Sublicensee shall enforce all sub-sublicenses at its own cost. In the event of the termination or expiration of this Agreement, all sub-sublicense rights shall terminate effective as of the termination or expiration of this Agreement.
Enforcement, Termination
