Common use of RPR Election to Terminate Clause in Contracts

RPR Election to Terminate. At any time during the First Option Period, ------------------------- RPR may elect to terminate the transactions contemplated by this Agreement. Said election shall be made by RPR delivering a written notice thereof to ABI. Upon any such termination, (i) RPR shall have no obligation to provide further funds for the First Option Period R&D Budget, so long as RPR has already paid to ABI (a) the funds specified by that budget up through the date of the termination, and (b) funds necessary to reimburse ABI for expenses reasonably incurred by it pursuant to the First Option Period R&D Budget prior to the date of termination, (ii) the License, Supply and Governance Agreements shall terminate, (iii) the $1,500,000 First Option Payment shall be credited as payment of the purchase price for the stock of ABI, pursuant to Section 2.2 of the Stock Purchase Agreement, (iv) the Stock Purchase, Arbitration and Confidentiality Agreements shall remain in full force and effect, (v) all technology and other intellectual property rights conceived and/or developed solely by ABI shall remain the sole property of ABI, with RPR having no rights therein, and (vi) ABI shall not be obligated to refund any monies which have been paid by RPR to ABI. ABI shall provide RPR with copies of third party invoices and other necessary explanatory documentation relating to the Second Option Period R & D Budget on a monthly basis.

RPR Election to Terminate. At any time during the First Second Option Period, ------------------------- RPR may elect to terminate the transactions contemplated by this Agreement. Said election shall be made (a) by RPR RPR's delivering a written notice thereof to ABI, or (b) by RPR's failing to deliver, prior to the expiration of the Second Option Period, the Third Option Event Notice. Upon any such termination, (i) RPR shall have no obligation to provide further funds for the First Second Option Period R&D Budget, so long as RPR has already paid to ABI (a) the funds specified by that budget up through the date of the termination, and (b) funds necessary to reimburse ABI for expenses reasonably incurred by it pursuant to the First Second Option Period R&D Budget prior to the date of termination, (ii) the License, Supply and Governance Agreements shall terminate, (iii) the $1,500,000 First Option Payment and the Second Option Payment shall be credited as payment of the purchase price for the stock of ABI, pursuant to Section 2.2 of the Stock Purchase Agreement, (iv) the Stock Purchase, Arbitration and Confidentiality Agreements shall remain in full force and effect, (v) all technology and other intellectual property rights conceived and/or developed solely by ABI shall remain the sole property of ABI, with RPR having no rights therein, and (vi) ABI shall not be obligated to refund any monies which have been paid by RPR to ABI. ABI shall provide RPR with copies of third party invoices and other necessary explanatory documentation relating to the Second Option Period R & D Budget on a monthly basis.