Common use of Option for Exclusive License Clause in Contracts

Option for Exclusive License. Subject to the rights previously ---------------------------- granted by University to Sponsor, Lunar Corporation, and Hologic, Inc. pursuant to the tri-exclusive license arrangement set forth in the License Agreement, as such rights relate to U.S. Patents No. 5,465,284 and 5,150,394 entitled "System for Quantitative Radiographic Imaging" and any divisional, continuation, continuation-in-party, reissue, extension, or foreign counterpart of either such patent, Institution hereby grants Sponsor a first option to obtain a worldwide, royalty-bearing, exclusive license (with the right to sublicense) under its commercial rights in any Institution Patent Rights, Joint Patent Rights, and commercially valuable Project Materials in the Field (the "Option Right"). Sponsor may exercise the Option Right with respect to a particular Patent Right or Project Material by written notice to Institution which is received not later than sixty (60) days after the disclosure to Sponsor of the relevant Invention or Project Material (the "Option Period"). If Sponsor elects not to exercise the Option Right, or fails to exercise the Option Right during the Option Period, Institution shall be free to license its commercial rights under the relevant Patent Right or Project Material to any third party. If Sponsor does elect to exercise the Option Right, Institution and Sponsor shall negotiate in good faith a license agreement containing commercially reasonable terms and conditions, including a royalty rate in the range of three percent (3%) to six percent (6%). If Institution and Sponsor are unable to reach agreement within six (6) months after Sponsor exercised the Option Right (the "Negotiation Period"), Institution may offer its commercial rights in the relevant Patent Right or Project Material to any third parties; provided, however, that for a period of one (1) year after the Negotiation Period expires, Institution may only offer such rights to third parties on terms and conditions that are not more favorable than the last offer made by Institution to Sponsor, unless Institution first provides Sponsor with written notice of the more favorable offer and Sponsor either (i) declines in writing to accept the offer or (ii) fails to respond to the offer within thirty (30) days after receiving such notice.

Option for Exclusive License. Subject to the rights previously ---------------------------- granted by University to Sponsor, Lunar Corporation, and Hologic, Inc. pursuant to the tri-exclusive license arrangement set forth in the License Agreement, as such rights relate to U.S. Patents No. 5,465,284 and 5,150,394 entitled "System for Quantitative Radiographic Imaging" and any divisional, continuation, continuation-in-party, reissue, extension, or foreign counterpart of either such patent, Institution hereby grants Sponsor a first option to obtain a worldwide, royalty-bearing, exclusive license (with the right to sublicense) under its commercial rights in any Institution Patent Rights, Rights and Joint Patent Rights, and commercially valuable Project Materials in the Field Rights (the "“Option Right"”). Sponsor may exercise the Option Right with respect to a particular Patent Right or Project Material (if any) by written notice to Institution together with payment of Ten Thousand Dollars ($10,000.00) license fee for each invention in which is Institution claims rights, both of which must be received by Institution not later than sixty (60) days after the disclosure to Sponsor of the relevant Invention or Project Material (the "“Option Period"”). If Sponsor elects not to exercise the Option Right, or fails to exercise the Option Right during the Option Period, Institution shall be free to license its commercial rights under the relevant Patent Right or Project Material to any third party. If Sponsor does elect to exercise the Option Right, Institution and Sponsor shall negotiate in good faith a license agreement containing commercially reasonable terms and conditions, including a royalty rate in the range of three percent (3%) to six percent (6%). If Institution and Sponsor are unable to reach agreement within six (6) months after Sponsor exercised the Option Right (the "“Negotiation Period"”), Institution may offer its commercial rights in the relevant Patent Right or Project Material to any third parties; provided, however, that for a period of one (1) year after the Negotiation Period expires, Institution may only offer such rights to third parties on terms and conditions that are not more favorable than the last offer made by Institution to Sponsor, unless Institution first provides Sponsor with written notice of the more favorable offer and Sponsor either (i) declines in writing to accept the offer or (ii) fails to respond to the offer within thirty (30) days after receiving such notice.

Option for Exclusive License. Subject (a) Sponsor and the Institutions hereby grants to Company and its Affiliates an exclusive option (the “Option”) to take an exclusive, worldwide, perpetual and sublicenseable license upon commercially reasonable terms (the “License”) to any intellectual property rights in Results; including any patent or patent application anywhere in the world, arising from the Results; provided, however, that Sponsor and the Institutions shall have a retained right, subject to the rights previously ---------------------------- granted by University requirements of Article 5, to Sponsoruse any such patent for the sole purpose of academic and educational research, Lunar Corporationbut Sponsor and the Institutions may not use any such Sponsor/ Institutions Results for any activities for or on behalf of any third party other than a non-profit, and Hologic, Inc. pursuant to not for profit or governmental organization. The Option shall extend until six (6) months delivery of the tri-exclusive license arrangement set forth in the License Agreement, as such rights relate to U.S. Patents No. 5,465,284 and 5,150,394 entitled "System for Quantitative Radiographic Imaging" and any divisional, continuation, continuation-in-party, reissue, extension, or foreign counterpart of either such patent, Institution hereby grants Sponsor a first option to obtain a worldwide, royalty-bearing, exclusive license (with the right to sublicense) under its commercial rights in any Institution Patent Rights, Joint Patent Rights, and commercially valuable Project Materials in the Field Final Report (the "“Option Right"Period”). Sponsor may exercise the Option Right with respect to a particular Patent Right or Project Material by written notice to Institution which is received not later than sixty (60) days after the disclosure to Sponsor of the relevant Invention or Project Material (the "Option Period"). If Sponsor elects not to exercise the Option Right, or fails to exercise the Option Right during During the Option Period, Institution Sponsor and the Institutions shall be free not negotiate with or grant any rights to license its commercial rights under the relevant Patent Right or Project Material such Results to any third party. If Sponsor does party for the use or commercial exploitation of the same. (b) Company or any of its Affiliates may elect to exercise the Option Rightat any time during the Option Period by giving Sponsor and the Institutions written notice thereof (“Option Notice”). Following Sponsor’s and the Institutions’ receipt of an Option Notice within the Option Period, Institution Sponsor and Sponsor the Institutions shall negotiate in enter into good faith negotiations for a period of no less than twelve (12) months (the “Negotiation Period”) with Company or its Affiliates with a view to granting Company or such Affiliate the License on commercially reasonable terms. (c) If, after good faith negotiations, the Sponsor, the Institutions and Company or its Affiliate fail to reach agreement on the terms of a license agreement containing commercially reasonable terms and conditions, including a royalty rate in for the range of three percent (3%) to six percent (6%). If Institution and Sponsor are unable to reach agreement License within six (6) months after Sponsor exercised the Option Right (the "Negotiation Period"), Institution may offer its commercial rights in then Sponsor and the relevant Patent Right or Project Material Institutions shall have the right to negotiate with third parties with respect to any third partiesrights under the Results; provided, however, that for a period of one three (13) year after months following the expiry of the Negotiation Period expiresPeriod, Institution Sponsor and the Institutions may only not offer to any third party any rights in or to such patent on more favourable terms (including payments) to such third party than last offered to Company or its Affiliate in writing. If Sponsor and the Institutions should grant, or agree (orally or in writing) to grant, to any third party any rights in or to third parties on the relevant patent during a period of three (3) months following the expiry of the Negotiation Period, then, upon Company’s request, Sponsor and the Institutions shall certify to Company that the terms and conditions that (including payments) of such transaction are not more favorable favourable to the third party than the terms last offer made by Institution offered to Sponsor, unless Institution first provides Sponsor with written notice of the more favorable offer and Sponsor either Company or its Affiliate in writing. (d) If (i) declines during the Option Period Company notifies Sponsor and the Institutions in writing that it and its Affiliates do not wish to accept the offer take a License; or (ii) fails to respond Company or any of its Affiliates has not on or prior to the offer within thirty (30) days after receiving such noticeend of the Option Period furnished Sponsor and the Institutions with an Option Notice, then the Option in respect of the relevant patent shall terminate and Sponsor and the Institutions shall be free to license and commercialize the relevant patent without any requirement to account to Company.

Option for Exclusive License. Subject to the rights previously ---------------------------- granted by University to Sponsor, Lunar Corporation, and Hologic, Inc. pursuant to the tri-exclusive license arrangement set forth in the License Agreement, as such rights relate to U.S. Patents No. 5,465,284 and 5,150,394 entitled "System for Quantitative Radiographic Imaging" and any divisional, continuation, continuation-in-party, reissue, extension, or foreign counterpart of either such patent, Institution hereby grants Sponsor a first option to obtain a worldwide, royalty-bearing, exclusive license (with the right to sublicense) under its commercial rights in any Institution University Patent Rights, Rights and Joint Patent Rights, Rights and commercially valuable University Project Materials in the Field and Joint Project Materials (the "“Option Right"”). Sponsor may exercise the Option Right with respect to a particular Patent Right or Project Material (if any) by written notice to Institution University together with payment of Ten Thousand Dollars ($10,000.00) license fee for each invention in which is University claims rights, both of which must be received by University not later than sixty (60) days after the disclosure to Sponsor of the relevant Invention or Project Material (the "“Option Period"”). If Sponsor elects not to exercise the Option Right, or fails to exercise the Option Right during the Option Period, Institution University shall be free to license its commercial rights under the relevant Patent Right or Project Material to any third party. If Sponsor does elect to exercise the Option Right, Institution University and Sponsor shall negotiate in good faith a license agreement containing commercially reasonable terms and conditions, including a royalty rate in the range of three percent (3%) to six percent (6%). If Institution University and Sponsor are unable to reach agreement within six (6) months after Sponsor exercised the Option Right (the "“Negotiation Period"”), Institution University may offer its commercial rights in the relevant Patent Right or Project Material to any third parties; provided, however, that for a period of one (1) year after the Negotiation Period expires, Institution University may only offer such rights to third parties on terms and conditions that are not more favorable than the last offer made by Institution University to Sponsor, unless Institution University first provides Sponsor with written notice of the more favorable offer and Sponsor either (i) declines in writing to accept the offer or (ii) fails to respond to the offer within thirty (30) days after receiving such notice.