Common use of Rights and Duties Upon Termination Clause in Contracts

Rights and Duties Upon Termination. Upon termination of this Agreement for any reason: 9.5.1 all rights and licenses granted to Company under the terms of this Agreement shall terminate and nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination; 9.5.2 all Confidential Information of the other party shall be promptly returned or destroyed, at the disclosing party’s election; Wistar Reference No. LIC15-35 Wistar/OncoCyte Certain information has been omitted under a request for confidential treatment, and the omitted information has been filed with the Commission. Confidential portions are marked [**]. 9.5.3 Company shall cease all production and sale of Licensed Product; 9.5.4 final reports in accordance with Sections 3.9 and 4.4 shall be submitted to Wistar; and 9.5.5 all royalties and other payments, including any unreimbursed Patent Costs, accrued or due to Wistar as of the termination date shall become immediately payable. 9.5.6 Notwithstanding the foregoing, after the effective date of termination of this Agreement, unless for breach by Company, Company and its Sublicensees may, for a period of [**] ([**]) [**], sell all Licensed Products existing at the time of such termination, and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Company shall comply with, and cause its Sublicensees to comply with, all of the terms of this Agreement, including, (a) Company shall pay to Wistar the running royalties and other payments as required hereinabove under Article 3, (b) insurance required hereunder shall be in effect, as described in Section 6.5, and (c) Company shall submit the reports required by Section 3.9 hereof.

Rights and Duties Upon Termination. Upon termination of this Agreement for any reason: 9.5.1 all rights and licenses granted to Company under the terms of this Agreement shall terminate and nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination; 9.5.2 all Confidential Information of the other party shall be promptly returned or destroyed, at the disclosing party’s election; Wistar Reference No. LIC15-35 Wistar/OncoCyte Certain information has been omitted under a request for confidential treatment, and the omitted information has been filed with the Commission. Confidential portions are marked [**].; 9.5.3 Company shall cease all production and sale of Licensed Product; 9.5.4 final reports in accordance with Sections 3.9 and 4.4 shall be submitted to Wistar; and 9.5.5 all royalties and other payments, including any unreimbursed Patent Costs, accrued or due to Wistar as of the termination date shall become immediately payable. 9.5.6 Notwithstanding the foregoing, after the effective date of termination of this Agreement, unless for breach by Company, Company and its Sublicensees may, for a period of [**] ([**]) [**], sell all Licensed Products existing at the time of such termination, and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Company shall comply with, and cause its Sublicensees to comply with, all of the terms of this Agreement, including, (a) Company shall pay to Wistar the running royalties and other payments as required hereinabove under Article 3, (b) insurance required hereunder shall be in effect, as described in Section 6.5, and (c) Company shall submit the reports required by Section 3.9 hereof.

Rights and Duties Upon Termination. Upon termination of this Agreement for any reasona license granted hereunder: 9.5.1 7.2.1 The terminated Licensee shall immediately discontinue all rights use of the Marks and licenses granted Domain Names and shall have no further license to Company under use the terms Marks, provided that terminated Licensee's right to use the Marks shall continue with respect to products in existence, for work in process (which may be completed at the election of this Agreement shall terminate the Licensee), and nothing herein shall for production sufficient to fulfill held orders or obligations to customers which are to be construed to release either party from any obligation that matured prior to delivered within one hundred eighty (180) days after termination, each as of the effective date of such termination; 9.5.2 all Confidential Information of the other party shall be promptly returned or destroyed, at the disclosing party’s election; Wistar Reference No. LIC15-35 Wistar/OncoCyte Certain information has been omitted under a request for confidential treatment, and the omitted information has been filed with the Commission. Confidential portions are marked [**]. 9.5.3 Company shall cease all production and sale of Licensed Product; 9.5.4 final reports in accordance with Sections 3.9 and 4.4 shall be submitted to Wistar; and 9.5.5 all royalties and other payments, including any unreimbursed Patent Costs, accrued or due to Wistar as of the termination date shall become immediately payable. 9.5.6 Notwithstanding the foregoing, after the effective date of termination of this Agreement, unless for breach by Company, Company and its Sublicensees may, for a period of [**] twenty-four ([**]24) [**]months after the date of termination; provided, sell all Licensed Products existing at however, that, notwithstanding the time of such terminationforegoing, the terminated Licensee shall have no further right to use the Marks in a way that would violate the quality standards set forth herein; 7.2.2 All other rights under this Agreement with respect to the terminated Licensee shall immediately terminate, and complete Licensed Products terminated Licensee agrees to execute all such documents as are reasonably required by Licensor to evidence Licensor's ownership of all Marks and Domain Names, including Future Marks; 7.2.3 Termination of a license granted under this Agreement shall not deprive a Party of its ownership interest in the process Licensor except as otherwise provided in the LLC Agreement; and 7.2.4 Termination of manufacture at one license granted hereunder shall have no effect on the time of such termination and sell license granted to the same, provided that Company shall comply with, and cause its Sublicensees to comply with, all of the terms of other Licensee under this Agreement, including, (a) Company shall pay to Wistar the running royalties and other payments as required hereinabove under Article 3, (b) insurance required hereunder shall be in effect, as described in Section 6.5, and (c) Company shall submit the reports required by Section 3.9 hereof.