Failure to Meet Development Milestone; Opportunity to Cure. If Licensee believes that it will not meet its obligations pursuant to Section 3.1, it may notify Harvard in writing. Licensee shall include with such notice (a) a reasonable explanation of the reasons for such failure (“Explanation”) and (b) a reasonable, detailed, written plan for promptly achieving a reasonable extended and/or amended milestone or plan (“Plan”). If Licensee so notifies Harvard, but fails to provide Harvard with both an Explanation and Plan, then Licensee will have an additional seventy-five (75) days to meet such milestone or plan. Licensee’s failure to do so shall constitute a material breach of this Agreement and Harvard shall have the right to terminate this Agreement forthwith. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, both of which are acceptable to Harvard in its reasonable discretion, then Exhibit 1.6 will be amended automatically to incorporate the Plan. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, but the Explanation is not acceptable to Harvard in its reasonable discretion (e.g., Licensee asserts development preference for a non-Licensed Product or non-Licensed Service), then Licensee will have an additional seventy-five (75) days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Licensee’s failure to do so shall constitute a material breach of this Agreement and Harvard shall have the right to terminate this Agreement forthwith. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, but the Plan is not acceptable to Harvard in its reasonable discretion, then Harvard will explain to Licensee why the Plan is not acceptable and provide Licensee with suggestions for an acceptable Plan. Licensee will have one opportunity to provide Harvard with an acceptable Plan within ninety (90) days, during which time Harvard agrees to work with Licensee in its effort to develop an acceptable Plan. If, within such ninety (90) days, Licensee provides Harvard with an acceptable Plan, then Exhibit 1.6 will be amended automatically to incorporate the extended and/or amended Plan. If, within such ninety (90) days, Licensee fails to provide an acceptable Plan, then Licensee will have an additional thirty (30) days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Licensee’s failure to do so shall constitute a material ...

Failure to Meet Development Milestone; Opportunity to Cure. If Licensee believes that it will not achieve a Development Milestone, it may notify Harvard in writing in advance of the relevant deadline. Licensee shall include with such notice (a) a reasonable explanation of the reasons for such failure (and lack of finances will not constitute reasonable basis for such failure) (“Explanation”) and (b) a reasonable, detailed, written plan for promptly achieving a reasonable extended and/or amended milestone (“Plan”). If Licensee so notifies Harvard, but fails to provide Harvard with both an Explanation and Plan, then Licensee will have [***] to meet such Development Milestone. [***]. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, both of which are reasonably acceptable to Harvard in its good-faith reasonable discretion, then Exhibit 1.5 will be amended automatically to incorporate the extended and/or amended milestone set forth in the Plan. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, but the Explanation is not reasonably acceptable to Harvard in its good-faith reasonable discretion (e.g., but excluding Licensee asserting lack of finances or development preference for a non-Licensed Product without other reasons or factors to be considered), then Licensee will have [***] to meet such Development Milestone. Licensee’s failure to do so shall constitute a material breach of this Agreement and Harvard shall have the right to terminate this Agreement immediately upon written notice to Licensee. If Licensee so notifies Harvard and provides Harvard with an Explanation and Plan, but the Plan is

Failure to Meet Development Milestone; Opportunity to Cure. If Xxxxxxxx believes that it will not achieve a Development Milestone, it may notify Harvard in writing in advance of the relevant deadline. Syllable shall include with such notice (a) a reasonable explanation of the reasons for such failure [***] (“Explanation”) and (b) a reasonable, detailed, written plan for promptly achieving a reasonable extended and/or amended milestone (“Plan”). If Syllable so notifies Harvard, but fails to provide Harvard with both an Explanation and Plan, then Syllable will have an additional [***] days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Syllable’s failure to do so shall constitute a material breach of this Agreement and Harvard shall have the right to terminate this Agreement forthwith. If Syllable so notifies Harvard and provides Harvard with an Explanation and Plan, both of which are acceptable to Harvard in its reasonable discretion, then Exhibit 1.4 will be amended automatically to incorporate the extended and/or amended milestone set forth in the Plan. If Syllable so notifies Harvard and provides Harvard with an Explanation and Plan, but the Explanation is not acceptable to Harvard in its reasonable discretion (e.g., [***]), then Syllable will have an additional [***] days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Syllable’s failure to do so shall constitute a material breach of this Agreement and Harvard shall have the right to terminate this Agreement forthwith. For clarity, if Xxxxxxxx fails to achieve a Development Milestone and does not avail itself of the procedure set forth in this Section 3.4, such failure shall be a material breach that entitles Harvard to proceed under Section 10.2.2.1.

Failure to Meet Development Milestone; Opportunity to Cure. If Licensee believes that it will not achieve a Development Milestone, it may notify TRDF in writing in advance of the relevant deadline. Licensee shall include with such notice (a) a reasonable explanation of the reasons for such failure (and lack of finances shall not constitute reasonable basis for such failure) (“Explanation”) and (b) a reasonable, detailed, written plan for promptly achieving a reasonable extended and/or amended milestone (“Plan”). If Licensee so notifies TRDF, but fails to provide TRDF with both an Explanation and Plan, then the provisions of Section 12.2.3.1 shall apply if Licensee in fact fails to meet the Development Milestone. If Licensee so notifies TRDF and provides TRDF with an Explanation and Plan, both of which are acceptable to TRDF in its reasonable discretion, then Exhibit A shall be amended automatically to incorporate the extended and/or amended milestone set forth in the Plan. If Licensee so notifies TRDF and provides TRDF with an Explanation and Plan, but the Explanation is not reasonable to TRDF in its reasonable discretion (e.

Failure to Meet Development Milestone; Opportunity to Cure. If Licensee believes that it will not achieve a Development Milestone, it may notify Xxxxxxxxx Ventures LLC in writing in advance of the relevant deadline. Licensee shall include with such notice (a) a reasonable ex- planation of the reasons for such failure (and lack of finances will not constitute reasonable ba- sis for such failure) (“Explanation”) and (b) a reasonable, detailed, written plan for promptly achieving a reasonable extended and/or amended milestone (“Plan”). If Licensee so notifies Xxxxxxxxx Ventures LLC and Xxxxxx X. Xxxxxxxxx, but fails to provide Xxxxxxxxx Ventures and Xxxxxx X. Xxxxxxxxx with both an Explanation and Plan, then Licensee will have an additional thirty (30) days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Licensee’s failure to do so shall constitute a material breach of this Agreement and Xxxxxxxxx Ventures LLC and Xxxxxx X. Xxxxxxxxx shall have the right to terminate this Agreement forthwith. If Licensee so notifies Xxxxxxxxx Ventures LLC and pro- vides Xxxxxxxxx Ventures LL with an Explanation and Plan, both of which are acceptable to Xxxxxx X. Xxxxxxxxx and Xxxxxxxxx Ventures LLC in its sole reasonable discretion, then Exhib- it 1.4 will be amended automatically to incorporate the extended and/or amended milestone set forth in the Plan. If Licensee so notifies Xxxxxxxxx Ventures LLC and provides Xxxxxxxxx Ventures LLC with an Explanation and Plan, but the Explanation is not acceptable to Harvard in its reasonable discre- tion (e.g., Licensee asserts lack of finances or development preference for a non-Licensed Product), then Licensee will have an additional thirty (30) days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Licensee’s failure to do so shall constitute a material breach of this Agreement and Xxxxxxxxx Ventures LLC shall have the right to terminate this Agreement forthwith. If Licensee so notifies Xxxxxxxxx Ventures LLC and provides Xxxxxxxxx Ventures LLC with an Explanation and Plan, but the Plan is not acceptable to Xxxxxxxxx Ventures LLC and Xxxxxx X. Xxxxxxxxx at their sole reasonable discretion, then Xxxxxxxxx Ventures LLC will explain to Licensee why the Plan is not acceptable and provide Licensee with suggestions for an acceptable Plan. Licensee will have one oppor- tunity to provide Xxxxxxxxx Ventures LLC with an acceptable Plan within ninety (90) days, dur- ing whic...

Failure to Meet Development Milestone; Opportunity to Cure. If Licensee believes that it will not achieve a Development Milestone, it may notify UC in writing in advance of the relevant deadline. Licensee shall include with such notice (a) a reasonable explanation of the reasons for such failure (and lack of finances will not constitute reasonable basis for such failure) (“Explanation”) and (b) a reasonably detailed, written plan for promptly achieving a reasonable extended and/or amended milestone (“Plan”). If Licensee so notifies UC, but fails to provide UC with both an Explanation and Plan, the Licensee will have an additional thirty (30) days or until the original deadline of the relevant Development Milestone, whichever is later, to meet such milestone. Licensee’s failure to do so shall constitute a material breach of this Agreement and UC shall have the right to terminate this Agreement under Section 10.2. 2.1. If Licensee so notifies UC and provides UC with an Explanation and Plan, either of which are acceptable to UC in its reasonable discretion (e.

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