Common use of Term and Termination Clause in Contracts

Term and Termination. 16.1 The term of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 A. The term of this license shall begin on the effective date of this Agreement shall be (15) years and continue until this Agreement is terminated as provided herein or until the earlier of the date that no Licensed Patent remains an enforceable patent or the life payment of the last expiring Licensed Patent Rightearned royalties under Section 4B, whichever period is longeronce begun, ceases for more than eight (8) consecutive calendar quarters. 16.2 CMCC B. Licensee may terminate this Agreement immediately upon at any time by giving at least ninety (90) days written and unambiguous notice of such termination to XXXX. Such a notice shall be accompanied by a statement of the bankruptcyreasons for termination. X. XXXX may terminate this Agreement by giving Licensee at least ninety (90) days written notice if the Date of First Commercial Sale does not occur on or before December 31, insolvency, liquidation, dissolution or cessation 2007. D. If Licensee at any time defaults in the timely payment of operations of Licensee; any monies due to XXXX or the filing timely submission to XXXX of any voluntary petition for bankruptcyDevelopment Report, dissolutionfails to actively pursue the development plan, liquidation or winding-up of the affairs of Licensee; or commits any voluntary assignment by Licensee for the benefit of creditors; or the filing material breach of any involuntary petition for bankruptcyother covenant herein contained, dissolution, liquidation and Licensee fails to remedy any such breach or winding-up of the affairs of Licensee which is not dismissed default within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior after written notice in the event thereof by XXXX, or if Licensee commits any act of Licensee’s failure bankruptcy, becomes insolvent, is unable to pay to CMCC royalties due and payable hereunder in its debts as they become due, files a timely mannerpetition under any bankruptcy or insolvency act, unless Licensee shall make all or has any such payments to CMCC petition filed against it which is not dismissed within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written days, or offers any component of the Licensed Patents to its creditors, XXXX may, at its option, terminate this Agreement by giving notice in of termination to Licensee. E. Upon the event termination of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon remain obligated to provide an accounting for and to pay royalties earned up to the expiration date of the sixty (60) day periodtermination and any minimum royalties shall be prorated as of the date of termination by the number of days elapsed in the applicable calendar year. F. Waiver by either party of a single breach or default, if Licensee or a succession of breaches or defaults, shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the deprive such party of any right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process event of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsany subsequent breach or default.

Term and Termination. 16.1 The term Term of this Agreement shall be (15) years or the life terminate upon expiration of the last expiring Licensed to expire Valid Claim included in the Patent RightRights. In addition, whichever period the Agreement may terminate earlier than the end of the Term under the following circumstances: A. If NewLink is longerunable to achieve any of the milestones within the time periods set forth in Article 10, then LIMR shall, in accordance with the terms of this paragraph 4, have the right and option to reduce the NewLink’s exclusive license to a nonexclusive license or revoke the license in its entirety, provided that prior to making this determination, LIMR shall 1. Give NewLink written notice of perceived failure to meet a milestone, describing the failure, describing the preferred method of cure and the proposed action to be taken by LIMR in the event of non-cure in writing at the address listed within this Agreement. 16.2 CMCC 2. Provide NewLink a 90-day cure period during which NewLink shall be allowed to establish that it has met or will meet the milestones. B. LIMR may terminate this Agreement immediately upon the bankruptcyby providing NewLink written notice of termination, insolvencyif 1. NewLink ceases to function as a going concern; 2. a petition or action is filed or taken by or against NewLink under any insolvency or bankruptcy law that is not dismissed within sixty (60) days; 3. a receiver, liquidation, dissolution assignee or cessation of operations of Licensee; other liquidating officer is appointed for all or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up substantially all of the affairs assets of LicenseeNewLink; or any voluntary or 4. NewLink makes an assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may C. If NewLink fails to make any payment whatsoever due and payable to LIMR hereunder, LIMR shall have the right to terminate this Agreement upon effective on thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannernotice, unless Licensee unless, NewLink shall make all such payments to CMCC LIMR within said thirty (30) day periodperiod provided that the payments demanded by LIMR are not disputed by NewLink. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCCIn that event, the rights, privileges and licenses granted hereunder parties shall terminatehave 90 days to solve the dispute at the end of which they shall submit to binding arbitration. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee D. NewLink shall have the right to terminate this Agreement at any time upon six (6) monthson 90 days’ prior written notice to CMCCLIMR, and upon payment by Licensee of all amounts due CMCC LIMR through the effective date of the termination. In the event NewLink terminates the Agreement, all rights and obligations hereunder revert to LIMR. 16.6 E. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee NewLink and any sublicensee sub licensee thereof may, however, after the effective date of such termination, sell all Licensed Products LICENSED PRODUCTS, and complete Licensed Products LICENSED PRODUCTS in the process of manufacture at the time of such termination and sell the same, provided that Licensee NewLink shall pay make the payments to CMCC the royalties thereon LIMR as required under by Articles 8 & 9 of this Agreement and shall submit the reports as required under this Agreement on the sales of Licensed Productsby Article 12 hereof.

Term and Termination. 16.1 7.1 Unless previously terminated in accordance with Paragraph 7.2 or canceled and, hence, terminated under Paragraph l (c) of Schedule II, this License Agreement shall terminate and expire upon the cessation of the commercial operation of the Plant. The term parties hereto do not intend to allow this License Agreement to terminate due to a suspension (of finite duration) of commercial operations. In this regard, if the LICENSEE decides to suspend commercial operation of the Plant, LICENSEE shall so notify TEXACO DEVELOPMENT in writing. The parties hereto will then engage in good faith discussions to reach agreement on what constitutes a reasonable period for suspension of commercial operations to avoid termination of this Agreement License Agreement, In no event shall be the period of suspension exceed three (153) years or the life years. 7.2 If, however, LICENSEE shall fail to make any of the last expiring Licensed Patent Rightpayments set forth in this License Agreement, whichever period is longer. 16.2 CMCC or any part thereof when due, or shall fail to achieve Plant Startup by December 31, 2002, or shall fail to perform any other of its promises or obligations under this License Agreement, TEXACO DEVELOPMENT may terminate this License Agreement immediately upon the bankruptcyand revoke all licenses, insolvencyrights, liquidationprivileges, dissolution or cessation and authorizations of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or windingthis License Agreement by giving forty-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety five (9045) days written notice to LICENSEE to that effect, at the end of which time this License Agreement shall terminate unless during that time LICENSEE shall have fully remedied such default to TEXACO DEVELOPMENT’s satisfaction. In the date on which event that LICENSEE contends that an event of default cannot possibly be cured in the forty-five (45) days, LICENSEE shall so advise TEXACO DEVELOPMENT in writing stating the reasons that support its position. If TEXACO DEVELOPMENT, in its sole discretion, indicates in writing that it is filed agrees with LICENSEE’s position, TEXACO DEVELOPMENT agrees that this License Agreement shall not terminate until one additional forty-five (45) day period has elapsed, provided that LICENSEE commences the cure of such default within the initial forty-five (45) day 3.1. Notwithstanding anything contained herein, in the event LICENSEE breaches this License Agreement under Section 6 (Confidential Information) as a result of LICENSEE’s gross negligence or commenced. 16.3 CMCC willful misconduct as determined through arbitration, TEXACO DEVELOPMENT may terminate this License Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannerrevoke all licenses, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 aboveauthorizations of this License Agreement. Furthermore, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event TEXACO DEVELOPMENT has actually received the payments set forth in Paragraphs 1(a)(i), (ii) and (iii) of Licensee’s breach or default of Schedule II, as well as any material term or condition or warranty contained in other amounts that have become due and payable by LICENSEE hereunder, prior to December 31, 2002, TEXACO DEVELOPMENT agrees that it will not terminate this AgreementLicense Agreement for failure to achieve Plant Startup prior to December 31, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate2002. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through 7.3 After the effective date of termination. 16.6 Upon any termination or expiration of this License Agreement, neither LICENSEE nor TEXACO DEVELOPMENT shall have any further rights under this License Agreement for any reason, nothing herein except that: (i) such termination or expiration shall be construed to release either party from not relieve LICENSEE of any obligation that matured (e.g., visitation) or liability accrued hereunder prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of termination or expiration; (ii) such termination or expiration shall not affect in any way the then existing licenses, rights and sell powers granted or agreed to be granted by, or obligations of LICENSEE under Section 5 (Cross Licensing); (iii) such termination or expiration shall not relieve LICENSEE of its obligations under Section 6 (Confidential Information); (iv) such termination or expiration shall not relieve LICENSEE of its obligations incurred under Paragraph 1(b) of Schedule II; and (v) other than for termination due to the samedefault of LICENSEE pursuant to Paragraph 7.2 above, provided that Licensee LICENSEE shall pay have the right to CMCC continue operations licensed hereunder only up to the royalties thereon paid-up capacity acquired prior to termination and LICENSEE shall continue to render annual statements as required under this Agreement by the accounting provisions of Section 4 (Royalties and shall submit the reports required under this Agreement on the sales of Licensed ProductsAccounting).

Term and Termination. 16.1 The (a) At any time during the term of this Agreement Agreement, Licensee may, upon termination by the vote of a majority of the Licensee’s board of trustees, give Mergent one hundred twenty (120) days’ prior written notice of such termination. In the event of termination pursuant to this subsection, the License Fee shall be computed as provided in Subsection 4(f). (15b) years Mergent may give Licensee one hundred twenty (120) days’ prior written notice of termination if material damage or harm is occurring to the life reputation or goodwill of Mergent by reason of its continued performance hereunder. Such notice shall identify with particularity the facts which give rise to such damage, and shall be effective on the date specified therein (which shall not be less than one hundred twenty (120) days later) unless Licensee shall correct the condition causing such damage or harm within the notice period. In the event of termination pursuant to this subsection, the License Fee shall be computed pursuant to Subsection 4(g). (c) In the case of a breach of any of the last expiring Licensed Patent Rightmaterial terms or conditions of this Agreement by Licensee, whichever period is longer. 16.2 CMCC Mergent may terminate this Agreement immediately upon by giving one hundred twenty (120) days prior written notice of its intent to terminate. Such notice shall identify with particularity the bankruptcybreach, insolvencyand shall be effective on the date specified therein (which shall not be less than one hundred twenty (120) days later) unless Licensee shall cure the breach within the notice period. In the event of termination pursuant to this subsection, liquidationthe License Fee shall be computed pursuant to Subsection 4(g). (d) Mergent shall have the right, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcyin its sole discretion, dissolution, liquidation or winding-up to cease compilation and publication of the affairs of Licensee; MDA and, in such event, to terminate this Agreement if Mergent does not offer a replacement or any voluntary assignment by substitute MDA. In the event that Mergent intends to discontinue the MDA, Mergent shall give Licensee for as much notice as is practical under the benefit of creditors; circumstances which have led it to terminate such MDA, which notice shall specify whether a replacement or substitute MDA will be made available. Licensee shall have the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed option hereunder within ninety one hundred twenty (90120) days after receiving such written notice from Mergent to notify Mergent in writing of its intent to use the date on which it is filed replacement or commencedsubstitute MDA, if any, under the terms of this Agreement. In the event of termination pursuant to this subsection, the License Fee shall be computed pursuant to Subsection 4(g). 16.3 CMCC (e) Mergent may terminate this Agreement upon thirty one hundred twenty (30120) days prior written notice in the event days’ (or upon such lesser period of Licensee’s failure time if required pursuant to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30court order) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCCLicensee if (i) Mergent is informed of the final adoption of any legislation or regulation that in Mergent’s reasonable judgment materially impairs Mergent’s ability to license and provide the MDA under this Agreement in connection with the Product; or (ii) any litigation or proceeding is commenced and Mergent reasonably believes that such litigation or proceeding would have a material and adverse effect upon the ability of Mergent to perform under this Agreement. In the event of termination pursuant to this subsection, the License Fee shall be computed pursuant to Subsection 4(g). (f) In the event of termination of this Agreement pursuant to Subsection 4(a), Licensee shall pay the License Fee for the remainder of the “Fee Term” in which such termination occurs. The “Fee Term” shall initially be the two year period from and upon payment by Licensee of all amounts due CMCC through including the business day after the effective date of terminationLicensee’s Registration Statement to and excluding the second anniversary of the Effective Date and thereafter shall be each succeeding one-year period from and including the anniversary of the Effective Date on which the respective period begins to and excluding the anniversary of the Effective Date on which the respective period ends. 16.6 Upon (g) In the event of termination of this Agreement for any reasonAgreement, nothing herein pursuant to Subsections 4(b), (c), (d) or (e), the License Fee shall be construed to release either party payable from any obligation that matured prior the beginning of the then current Fee Term to the effective date of such termination. Any amount of excess License Fees paid by Licensee for the current Fee Term shall be refunded by Mergent. (h) Upon termination of this Agreement, Licensee shall cease to use the MDA and the Marks as a source identifier for the Product; provided that Licensee may continue to utilize any sublicensee thereof may, however, after previously printed and approved materials which contain the effective date MDA and in connection with any communications with shareholders or regulatory filings required by rules and regulations applicable to the Product which would include the MDA for a period of up to two hundred forty (240) days following such termination so long as Licensee pays Mergent a Licensee Fee due to Mergent for the period (up to two-hundred forty (240) days) immediately preceding such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, ; provided that Licensee shall not pay a duplicative License Fee pursuant to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsSubsection 4(g) for any period in which it is otherwise obligated to pay a License Fee pursuant to Subsection 4(f).

Term and Termination. 16.1 The A. Unless sooner terminated pursuant to any provision of this Article X, the term of this Agreement shall be commence on the Effective Date and continue until five (155) years or from the life of Effective Date (“Initial Term”). This Agreement shall automatically renew for successive five (5) year terms (each a “Renewal Term” and collectively with the last expiring Licensed Patent RightInitial Term, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90“Term”) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments delivers a notice to CMCC within said thirty Licensor indicating its intent not to renew the Agreement no later than three (303) day period. Upon months prior to the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, Initial Term or the rights, privileges and licenses granted hereunder shall terminatethen-current Renewal Term. 16.4 Except as otherwise provided B. In the event Licensee (i) breaches in Paragraph 14.3 above, CMCC may terminate any material respect any covenant in Article IV or Article V of this Agreement upon sixty or fails to pay the Corporate Assessment in accordance with the terms (60including the cure period) days prior written notice in of the event of Licensee’s breach Intercompany Services Agreement or default of (ii) willfully or repeatedly (without commencing diligent efforts to remedy) breaches any material term or condition or warranty contained covenant in this Agreement, unless and, in the case of (i) and (ii), Licensor gives Licensee written notice of such breach (which notice shall provide a description of the breach in reasonable detail), Licensee shall have the cure period prescribed in Section IV.B or Section V.B, as applicable, for such breach (or, in the event there is no cure period prescribed, one hundred and twenty (120) days) from Licensee’s receipt of such notice to remedy such breach. If such breach is not remedied within said sixty (60) day period. Upon the expiration of the sixty (60) day applicable cure period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Licensor shall have the right to terminate this Agreement in whole or in part at any time upon six (6) months’ prior written thereafter by giving Licensee notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. If such breach is of a nonmonetary nature and is not capable of being cured within the applicable cure period and Licensee has commenced and any sublicensee thereof maydiligently continued actions to cure such breach within the applicable cure period, however, after the effective date cure period shall be extended by forty five (45) days so long as Licensee is making diligent efforts to cure. C. This Agreement shall automatically terminate without notice upon termination of such termination, sell all Licensed Products and complete Licensed Products the Intercompany Services Agreement or termination of the CA Services (as that term is defined in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under Intercompany Services Agreement) thereunder. D. Licensor may terminate this Agreement on the sales Trigger Date (as defined in the Stockholders Agreement), provided that upon the Trigger Date, the Parties shall negotiate in good faith a phase-out period (which period shall be no less than one hundred and twenty (120) days) to allow Licensee to wind down its rights under this Agreement in a manner consistent with its use immediately prior to the Trigger Date, including the selling off of any stock that, as of the date of such termination of this Agreement, is in the possession or control of Licensee or its Subsidiaries and that bears any of the Licensed ProductsMarks. Such right to use shall be subject to Articles III, IV and V. E. This Agreement shall automatically terminate upon notice to Licensee in its entirety upon any of the following events with respect to Licensee or its managing member: 1. any merger or consolidation of Licensee into an unrelated third party where the Licensee ceases to exist as a result of such merger and consolidation other than a transaction in which holders of the Licensee’s voting securities immediately before such transaction, in the aggregate, have more than fifty percent (50%) of the voting power of all issued and outstanding securities of the surviving corporation after such transaction; 2. the sale of all or substantially all of the assets of Licensee to an unrelated third party; or 3. a change of control of Licensee whereby any unrelated third party(ies) acquires fifty percent (50%) or more of the outstanding voting securities of Licensee or the power, directly or indirectly, to direct or cause the direction of management or policies (whether through ownership of securities or partnership or other ownership interests, by contract or otherwise) of Licensee. F. This Agreement shall automatically terminate without notice in the event Licensee commences, or has commenced against it, proceedings under bankruptcy, insolvency or debtor’s relief Laws or similar Laws in any other jurisdiction, which proceedings are not dismissed within sixty (60) days; Licensee makes a general assignment for the benefit of its creditors; or Licensee ceases operations or is liquidated or dissolved. G. Upon expiration or termination of the license granted under Article II, Licensee shall adopt a new corporate name that does not consist, in whole or in part of, and is not dilutive of or confusingly similar to, any of the Licensed Marks; provided, however, under no circumstance shall Licensee be required to forgo the Xxxxx Xxxxxx corporate name. H. The following provisions of this Agreement shall survive any termination or expiration of this Agreement: Section X.D and Articles XI and XII. Unless otherwise specified herein, upon termination or expiration of this Agreement, all licenses granted to Licensee herein shall immediately terminate.

Term and Termination. 16.1 The term of this 6.1 This Agreement shall be effective from March 26, 2021 until March 25, 2022 6.2 Licensor may terminate this Agreement at any time without any reason upon no less than five (155) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC days prior written notice to Licensee. Licensor may terminate this Agreement immediately upon delivery of written notice of termination to Licensee if any of the bankruptcyfollowing events occur: (i) termination of the Sales Agreement for whatever reason, (ii) discontinuation (whether voluntary or not) of business of the Licensee, (iii) material change in the shareholding structure of the Licensee which the Licensor shall have the absolute discretion to determine, (iv) Licensee’s misuse of the Trademarks, insolvencyor any other conduct materially impairing the goodwill or reputation associated with the Trademarks and/or the Licensor which the Licensor shall have the absolute discretion to determine, (v) Licensee’s violation or threatened violation of this Agreement, (vi) upon the Licensee assigning or transferring or attempting to assign or transfer its rights under this Agreement other than with the prior written consent of the Licensor or in accordance with this Agreement (vii) final judgment against Licensee in any civil, liquidationcriminal, dissolution or cessation of operations of Licensee; administrative action alleging fraud, embezzlement, unfair trade practices or the filing any other violation of any voluntary petition for bankruptcy, dissolution, liquidation law or winding-up of the affairs of regulation, (viii) Licensee; ’s insolvency or any voluntary general assignment by Licensee for the benefit of creditors; , or the appointment of a liquidator, trustee or similar officer with authority over Licensee’s assets or filing of any involuntary a petition for bankruptcyany insolvency procedure of Licensee, dissolution, liquidation or winding-up of or (ix) any other event similarly showing the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event deterioration of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminatefinancial conditions. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach 6.3 Termination or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reasonreason shall not relieve Licensee of duties under provisions that expressly or by their nature survive termination or expiration. Upon termination or expiration, nothing herein all rights granted to Licensee hereunder shall be construed immediately and automatically terminate or revert to release either party from Licensor. In addition, Licensee shall: (i) immediately pay any obligation that matured prior and all outstanding royalty and other amounts owed to Licensor; (ii) permanently cease using, directly or indirectly, in any manner whatsoever, all Trademarks and any name, xxxx, logo or other description similar to the effective date of such termination. Licensee Trademarks, and any sublicensee thereof maynot do anything that may possibly suggest, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided indicate or otherwise insinuate that Licensee is, was, or will be, associated with Licensor. 6.4 Articles 3, 4, 5, 6.3, 6.4 and 8 shall pay to CMCC the royalties thereon as required under survive any termination or expiration of this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 A. The term (“Term”) of this Agreement shall be (15) years Agreement, with respect to any Type 1 Product or Type 2 Product, as applicable, in a country, begins on the life Effective Date and expires on the date of the last expiring Licensed Patent RightRight covering a Type 1 Product in such country, whichever period is longerhowever in the case of Type 2 Products the Term begins on the Effective Date and runs for the duration of the Type 2 Royalty Term. 16.2 B. Notwithstanding Article XIV of this Agreement, CMCC may terminate this Agreement immediately upon (1) the bankruptcy, legal insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days [***] of the date on which it is filed or commenced; or (2) upon any final judicial or administrative determination that this Agreement violates, or if continued would violate, in a substantial manner, any provision of the Federal Internal Revenue Code, applicable rights of the United States or obligations of CMCC under Title 15 of the United States Code, or other Federal or State laws applicable to CMCC; or (3) in the circumstances providing for immediate termination as described in Article III of this Agreement. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days [***] prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day [***] period. Upon Notwithstanding Article XIV of this Agreement, upon the expiration of the thirty (30) day [***] period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate without further action by CMCC. 16.4 D. Except as otherwise provided in Paragraph 14.3 Paragraphs B and C above, and notwithstanding Article XIV of this Agreement, in the event that either Party shall default in any material respect in the performance of any obligations under this Agreement, and the default has not been remedied to the other Party’s reasonable satisfaction within sixty (60) days after the date of notice in writing of such default, such other Party may by written notice to the defaulting Party terminate this Agreement effective immediately or upon such date indicated in such notice. E. Notwithstanding Article XIV of this Agreement, CMCC may terminate this Agreement upon sixty (60) days prior [***] written notice in the event of to Licensee if Licensee or Licensee’s breach Affiliates, or default Sublicensee challenge, in a judicial or administrative proceeding, the validity of any material term Patent Right licensed hereunder, provided that Licensee has not revoked or condition or warranty contained in this Agreement, unless Licensee shall cure caused to be revoked such breach proceeding within said sixty (60) day such [***] period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 F. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ [***] prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 G. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party Party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after . H. Upon or before the effective date of such terminationany termination by CMCC or Licensee, sell Licensee shall return or destroy all Licensed Products Materials, and complete Licensed Products certify in writing to CMCC that it has done so. Licensee hereby consents to an injunction to compel compliance with this section, in the process of manufacture at the time of such termination and sell the sameevent it has failed to comply, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under reimburse CMCC for all costs and fees of any litigation undertaken by CMCC to enforce this Agreement on the sales of Licensed Productsprovision.

Term and Termination. 16.1 The 15.1 This Contract shall become effective upon the date of signature by both Parties and first payment required by ESTABLISHMENT to CFZ is fully credited under CFZ bank account (hereinafter the “Effective Date”), however the Build-Out Design and Construction term within the Master Schedule will only begin upon ESTABLISHMENT written notice to CFZ that all precedent conditions have been completed, including but not limited to approval of government and municipal permits, Initial Estimate Budget, the Scope Manual and the Construction Layout. Contract Term is estimated at 11 months (from the execution of this Agreement until Substantial Completion) based on the preliminary master schedule; once parties define the final master schedule the substantial completion date shall be (15) years or adjusted accordingly within the life final master schedule. Any delay on behalf of ESTABLISHMENT regarding master schedule milestones, shall be considered an ESTABLISHMENT delay and CFZ shall be entitled to delay the last expiring Licensed Patent Right, whichever period is longerproject on the same amount of days as the ESTABLISHMENT delay. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee 15.2 Either Party shall have the right to terminate this Agreement at any time upon six Contract with immediate effect in the event of a Substantial Breach, as hereinafter defined, of this Contract by the other Party. 15.3 A “Substantial Breach” by CFZ entitling ESTABLISHMENT to terminate with immediate effect shall be deemed to have occurred if: (6a) months’ prior bankruptcy or similar proceedings are instigated (voluntarily or involuntarily) against CFZ’s assets or CFZ; (b) if failure to deliver the Work, due to CFZ’s fault, exceeds one hundred (100) days of delay pursuant to Article 7.7; (c) CFZ interrupts its work without a legal cause or as otherwise permitted under this Contract, and does not resume within fifteen (15) days after written demand by ESTABLISHMENT ; or (d) Any other material breach of this Contract by CFZ which is not cured by \ CFZ within thirty (30) days after CFZ received of written notice by of the existence of the material breach ESTABLISHMENT . Upon such termination, ESTABLISHMENT may take possession of the site and complete the Work utilizing any reasonable means. In this event, ESTABLISHMENT shall be obligated to CMCC, pay CFZ for all Services and upon payment by Licensee of Work properly performed or committed (including all amounts due CMCC reimbursable and additional costs) through the effective date of termination. CFZ shall assign to ESTABLISHMENT, its rights under any or all subcontracts for the Work and/or all rights it may have against all Subcontractors related to warranties and guaranties provided on the Work. Parties accept and acknowledge that ESTABLISHMENT will not terminate this agreement, and will hold CFZ harmless, will not file a claim or lawsuit against it, or request a sum for damages or losses, if the default is caused or due to Acts of God and/or Force Majeure. Also that any non compliance or delay, due to lack of or delay in obtaining permits that are CFZ’s responsibility, and that were diligently filed and proactively processed, shall not be considered as a Substantial Breach. 16.6 15.4 A “Substantial Breach” by ESTABLISHMENT which entitles CFZ to terminate with immediate effect shall be deemed to have occurred if: (a) If ESTABLISHMENT has delayed payment in accordance to approved Payment Applications for a thirty day term; or (b) If ESTABLISHMENT unilaterally ordered work stoppage that has carried on for sixty (60) days, or more, however all payments required have been fulfilled. (c) If ESTABLISHMENT materially breaches this Contract, and such breach is not cured by ESTABLISHMENT within thirty (30) days after ESTABLISHMENT received written notice by CFZ of the existence of the material breach. Parties accept and acknowledge that CFZ will not terminate this agreement, and will hold ESTABLISHMENT harmless, will not file a claim or lawsuit against it, or request a sum for damages or losses, if the default is caused or due to Acts of God and/or Force Majeure. 15.5 Upon termination by CFZ in accordance with Article15.4, ESTABLISHMENT shall be obligated to pay CFZ: (a) The 25% of Build-Out Construction Management Fee that CFZ would have been entitled to if the Construction Management Agreement had been completed. (b) All costs of Work performed by Subcontractors plus and reasonable termination costs under such Subcontracts; (c) All reasonable demobilization costs; and (d) Fair compensation for any materials, equipment, or other property retained by ESTABLISHMENT. 15.6 As a condition of receiving the payments described in the this section, CFZ shall cooperate with ESTABLISHMENT by taking all steps necessary to accomplish the legal assignment of CFZ’s rights and benefits to ESTABLISHMENT, including the execution and delivery of reasonably required documents. 15.7 Any notice for termination must be in writing, and delivered to the other Party. Such notice must be preceded by written indication of shortcomings and provisions of adequate deadlines (and in no event less than five (5) business days) for correcting the same. 15.8 Within fifteen (15) calendar days after termination of this Agreement Contract, CFZ shall deliver to ESTABLISHMENT all relevant materials, supplies and equipment paid for by ESTABLISHMENT and the Contract Documents in accordance with other provisions of this Contract. 15.9 The remedies provided in this Section 15 are all remedies applicable to the Contract, and neither Party shall be responsible to the other for any reasonconsequential damages or lost or anticipated profits, nothing herein shall be construed arising out of or relating to release either party from any obligation that matured prior to the effective date this Contract, even if an authorized representative of such termination. Licensee and any sublicensee thereof may, however, after party is advised of the effective date possibility or likelihood of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided and Parties warrant and acknowledge that Licensee shall pay they will not file any lawsuits or claims to CMCC recover additional amounts from the royalties thereon defaulting Party other than as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsset forth herein.

Term and Termination. 16.1 9.1 The term of this the contract as indicated on the Service Agreement shall will not start until the Service Commencement Date but you agree that you may be (15) years or charged from the life Installation Date. The contract will then continue for the initial minimum term stipulated within the Service Agreement. For the avoidance of doubt, if not specified on the Service Agreement the initial minimum term of contract is 12 months. At the end of the last expiring Licensed Patent Rightinitial minimum term, whichever the contract will automatically renew for a further period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcyof twelve (12) months, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety on a rolling twelve (9012) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannermonth basis, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration we receive prior notice from you giving a minimum of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice of your wish to terminate the Service. Such termination is not to take place earlier than the expiry of the current term or renewed term. 9.2 We shall have the right, by giving written notice to you, to terminate the Agreement immediately if you: 9.2.1 commit any material breach of your obligations, and fail to remedy that breach within twenty-eight (28) days of written notice of that breach the twenty-eight (28) day period only applies where a breach is capable of remedy; if it is incapable of remedy, the Agreement may be terminated by written notice immediately), or 9.2.2 have a winding up petition presented, or enter into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of amalgamation or reconstruction without insolvency), or make an arrangement with your creditors or petitions for an administration order, or has a receiver or manager appointed over any of your assets, or generally becomes unable to pay your debts within the meaning of section 123 of the Insolvency Xxx 0000. 9.3 We may terminate the Service or part thereof on 60 days written notice to you provided that such notice extends the termination date beyond the end of the minimum term as set out in the event Service Agreement. 9.4 Where the Agreement is terminated or otherwise brought to an end, all Service Fees for the remainder of Licensee’s breach or default of any material the initial term or condition the renewed term (as applicable) shall become payable immediately. 9.5 If you cancel an ordered Service or warranty contained any part of it, notwithstanding that such order has only been provisionally accepted by us, you agree to reimburse us for any costs we have incurred in preparing to deliver the Service in addition to the standard cancellation charge, as may be applicable at the time. We will take all reasonable steps to mitigate any such costs. If you have had a site survey you will pay the full site survey charges. If the Service includes any excess construction charges such charges will be payable in full by you on cancellation of an ordered Service. If we have provided you with any Equipment you will return such Equipment to us immediately in full working order at your cost. 9.6 If you request a change to the Required Date and/or the Contractual Delivery Date (and this Agreement, unless Licensee shall cure such breach within said sixty (60has been accepted by us) day period. Upon and you subsequently cancel the expiration order any cancellation charge will be calculated on the later of the sixty (60) day periodrevised Required Date or Contractual Delivery Date, as the case may be. 9.7 If the cancellation of the order is due to our failure to provide the Service within a reasonable time after the agreed Required Date or Contractual Delivery Date, if Licensee shall not have cured said breachlater, the rights, privileges and license granted hereunder shall terminateno cancellation charge will be levied. 16.5 Licensee 9.8 We shall have the right to terminate this the Agreement at any time upon six (6) months’ prior written notice immediately if required because of a regulatory or legal change or are required to CMCC, and upon payment do so by Licensee a direction of all amounts due CMCC through the effective date of terminationOfcom. 16.6 Upon termination 9.9 Any broadband backup service is provided on a minimum 12 month term. Where a service is added to a live Ethernet primary connection that has a remaining contract period of this Agreement less than 12 months, the broadband backup service minimum 12 month term will still apply and we shall have the right to invoice you for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date unexpired part of such termination. Licensee and any sublicensee thereof may, however, after minimum term should the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under Service be terminated within this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsperiod.

Term and Termination. 16.1 The term 15.1 Upon expiration or earlier termination of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee Owner shall cure such breach within said sixty (60) day periodsurrender the buoys/slips, and, as applicable, boat lift to Licensor in the same condition as received, ordinary wear and tear excepted. Upon In the event Owner remains in occupancy of a slip beyond the expiration or earlier termination or cancellation of this Agreement, Owner shall be liable to Licensor as damages, in addition to all other charges due under this Agreement, a daily charge equal to two (2) times the sixty (60) day period, if Licensee shall not have cured said breach, Slip/Buoy Rate payable to Company pursuant to the rights, privileges and license granted hereunder shall terminatethen current rate schedule. 16.5 Licensee shall have the right 15.2 Owner can elect to terminate this Agreement at any time upon six with thirty (630) days written notice (the “Owner Termination Notice”) to Licensor delivered by U.S. certified or registered mail. The Agreement will terminate on the last day of the next calendar month following the month Licensor receives the Termination Notice. For example, if Owner delivers the Owner’s Termination Notice on November 15th, the Agreement will terminate on December 31st. 15.3 Licensor reserves the right to suspend this Agreement if Owner commits a material breach hereunder or if Owner violates any Rule or Regulation, or jeopardizes, in Licensor’s sole discretion, the health, safety or welfare of Licensor or any other customer, guest or vessel in the Marina. During such suspension, Owner may not occupy or otherwise use the Vessel. Licensor will notify DPRA of the suspension and Licensor and DPRA will work to coordinate any response or action necessary to resolve the suspension. If Licensor and DPRA determine that it is necessary to terminate this Agreement, Licensor must deliver, via U.S. certified or registered mail, to Owner at the address printed on the top of the first page of this Agreement, a written notice of termination (“Licensor’s Termination Notice”) of this Agreement. If Licensor receives DPRA’s consent to terminate this Agreement pursuant to this Section, Owner shall remain responsible for all sums due to Licensor under this Agreement, with Rent prorated based on the termination date or the date the Vessel is removed from the Marina Premises, whichever is later. Licensor may, but shall not be required to, cause the Vessel(s) to be moved and to be moored or stored in the name of the Owner at a secure location at the sole discretion of Licensor, and Owner shall pay (or reimburse to Licensor, as applicable) all fees, costs and charges in connection therewith. Licensor may, in its sole discretion, charge Owner a “Termination Fee” equal to any costs or expenses incurred by Licensor as a result of the early termination of this Agreement, but in no event shall the Termination Fee exceed the sum of three (3) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required Rent under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.Agreement. Draft Only

Term and Termination. 16.1 A. The term of this Agreement shall be (15) years or commence on the life Effective Date and shall remain in effect, on a country-by-country basis, until the expiration of the last expiring Licensed all Patent Right, whichever period is longerRights in such country. 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s 's failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 D. Except as otherwise provided in Paragraph 14.3 C above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s 's breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach to CMCC's reasonable satisfaction within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachbreach to the reasonable satisfaction of CMCC, the rights, privileges and license granted hereunder shall terminate. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ ' prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 A. The term of this Agreement shall be not less than fifteen (15) years or the life of the last expiring Licensed Patent Right, whichever period is longerthe longer term. 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s 's failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 D. Except as otherwise provided in Paragraph 14.3 C above, CMCC either party may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s the other party's breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee breaching party shall cure such breach to the nonbreaching party's reasonable satisfaction within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee the breaching party shall not have cured said breachbreach to the reasonable satisfaction of the nonbreaching party, the rights, privileges and license granted hereunder shall terminate. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ ' prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee Sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Marker Panel Products and complete Licensed Marker Panel Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Marker Panel Products.

Term and Termination. 16.1 1. The term of this Agreement shall be (15) years or deemed to have commenced on the life of the last expiring Licensed Patent Right, whichever period is longerEffective Date and shall continue from thereon until terminated by lawful means. 16.2 CMCC 2. In accordance with applicable regulations, either party may terminate this Agreement immediately upon with written notice if the bankruptcyother party fails to comply with any material term or condition of this Agreement and fails to remedy such breach within thirty (30) days of receipt of notice of such breach, insolvencyprovided, liquidationhowever, dissolution or cessation that Licensor may not terminate this agreement for reasons of operations of Licensee; or nonpayment. 3. In addition to the filing of any voluntary petition for bankruptcyforegoing, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary Licensee may terminate this Agreement if Licensor makes a general assignment by Licensee for the benefit of creditors; or the filing , files a voluntary petition of any involuntary petition for bankruptcy, dissolutionsuffers or permits the appointment of a receiver for its business or assets, liquidation becomes subject to any proceedings under any bankruptcy law, or windinghas liquidated its business voluntarily or otherwise, and the same has not been discharged or terminated within forty-up of the affairs of Licensee which is not dismissed within ninety five (9045) days of the date on which it is filed or commenceddays. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period4. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of Notwithstanding any material term or condition or warranty contained contrary provision in this Agreement, unless this Agreement may be terminated at the option of Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, upon written notice to Licensor if Licensee shall not have cured said breach, determines that it is in the rights, privileges and license granted hereunder shall terminate. 16.5 best interest of Licensee shall have to terminate the right Agreement. If Licensee elects to terminate this Agreement, Licensor shall be entitled to payment for satisfactory services rendered under the Agreement at any time upon six (6) months’ prior written notice up to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination 5. Any payment obligation or portion thereof of Licensee created by this Agreement is conditioned upon the availability of Commonwealth or Federal funds which are appropriated or allocated for the payment of such an obligation or portion thereof; provided, however, that Licensee will request such funds each year during the Term. If such funds are not allocated and available, this Agreement may be terminated by Licensee at the end of the period for which funds are available. No penalty shall accrue to Licensee in the event this provision is exercised, and Licensee shall not be obligated or liable for any future payments due for any damages as a result of termination under this Article. 16.6 Upon 6. Immediately upon termination of this Agreement for any reasonAgreement, nothing herein shall be construed Licensee shall: (i) pay all amounts owed to release either party from any obligation that matured prior Licensor, or; (ii) cease all use of the Licensed Product and; (iii) return to Licensor all copies of the effective date of such termination. Licensee Licensed Product and any sublicensee thereof mayother Confidential Information or proprietary materials of Licensor in its possession or in Escrow; and (iv) certify in writing Licensee’s compliance with (ii) and (iii), however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsabove.

Term and Termination. 16.1 The term (“Term”) of this Agreement shall be (15) years begins on the Effective Date of your initial Order and continues until the expiration or the life termination of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC all Services subject to these Services Terms. Either party may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety cause (90a) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in to the event other of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon material breach if the expiration breach remains uncured at the end of the thirty (30) day period, or (b) immediately upon notice if Licensee shall not have made all such payments the other becomes the subject of a petition in bankruptcy or any other proceeding relating to CMCCinsolvency, receivership, liquidation or assignment for the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided benefit of creditors or any similar proceeding under the laws of the jurisdiction in Paragraph 14.3 above, CMCC may which you do business. If you terminate this Agreement upon sixty for cause, we will refund any prepaid fees for the unused portion of terminated Services (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day periodon a pro-rata basis for Subscription Services). Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to If we terminate this Agreement at for cause, you agree to pay any time upon six (6) months’ prior written notice unpaid fees covering the remainder of the Term. In no event will any termination relieve you of the obligation to CMCC, and upon payment by Licensee of all amounts due CMCC through pay any fees payable for the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured period prior to the effective date of such termination. Licensee (Because pricing is based on your commitment for the full duration of the Term, (1) we cannot agree to termination for convenience for the Services and (2) we cannot agree to waive your payment obligations if we are forced to terminate this Agreement for cause.) Subscription Services (as defined in the Order) are subject to the following auto-renewal terms. Glassdoor will send you a renewal notice at least sixty (60) days before the date a Subscription Service is set to expire (the “Renewal Date”). The renewal notice will reflect a renewal period of the lesser of (a) the same duration as the service period stated on the expiring Order or (b) one (1) year; and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products applicable price changes for your service tier. Subscription Services will automatically renew on terms stated in the process renewal notice unless you notify us of manufacture your intent not to renew by sending an email to xxxxxxxx@xxxxxxxxx.xxx at least thirty (30) days before the time of such termination and sell Renewal Date. We will send the samerenewal notice to the contact email listed in the Order unless you notify us to use another email contact with your account. If we have your credit card number on file, provided that Licensee shall pay to CMCC your card will be charged during the royalties thereon as required under this Agreement and shall submit renewal period in accordance with the reports required under this Agreement on billing terms set forth in the sales of Licensed Productsapplicable Order.

Term and Termination. 16.1 A. The term Term of this Agreement shall be (15) years or begin on the life Effective Date and terminate on the last to expire of the Patent Rights; provided that Licensee’s obligation to make royalty payments hereunder shall expire on a jurisdiction-by-jurisdiction basis, with respect to each jurisdiction on the expiry of the last expiring Licensed to expire Patent Right, whichever period is longerRights in existence within such jurisdiction. 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced; or upon any final judicial or administrative determination that this Agreement violates, or if continued would violate, in a substantial manner, any provision of the Federal Internal Revenue Code, applicable rights of the United States or obligations of CMCC under Title 15 of the United States Code, or other Federal or State laws applicable to CMCC; or in the circumstances providing for immediate termination subject to the prior period of cure described in Article III of this Agreement. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties royalties, or any other payments under this Agreement and / or past or ongoing patent costs due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period; provided, however, if Licensee makes any payment which is the subject of a bona fide dispute, and if such dispute is resolved in Licensee’s favor pursuant to Article XII, then CMCC shall credit or refund (if there are no future payments owed by Licensee hereunder against which such credit may be applied) the amount of such disputed payment made by Licensee pending resolution of such dispute. Upon Unless Licensee shall have made such payment, then notwithstanding Article XII of this Agreement, upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate without further action by CMCC. 16.4 D. Except as otherwise provided in Paragraph 14.3 Paragraphs B and C above, in the event that Licensee shall materially default in the performance of any obligations under this Agreement, and the default has not been remedied to CMCC’s reasonable satisfaction: 1. within ninety days (90) after the date of notice in writing of such material default for any material default other than that of diligence failure under Article III, CMCC may by written notice to Licensee terminate this Agreement in its entirety, where such termination shall be effective immediately or upon sixty such date as CMCC, in its sole discretion, shall designate in such notice; or 2. within one hundred eighty days (60180) days prior after the date of notice in writing of such material default for any default of diligence failure under Article III, CMCC may by written notice in to Licensee terminate the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder in the field (e.g., In Vivo, Ex Vivo) that is the subject of such default, where such termination shall terminatebe effective immediately or upon such date as CMCC, in its sole discretion, shall designate in such notice. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ months prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. The following provisions shall survive the expiration or termination of this Agreement: Articles VII Insurance and Indemnification, IX Compliance with Laws: Export Controls, X Non-Use of Names and XI Assignment. G. If Licensee or CMCC terminates this Agreement for any reason prior to the second anniversary from the Effective Date, then the following set forth in this Article XIII.G shall apply. Licensee shall transfer and assign to CMCC ownership of the ZON IND, and Licensee shall provide to CMCC or allow CMCC access to all submissions and communications with each regulatory agency in connection with the ZON IND (such as the FDA or equivalent). If such transfer and assignment is not permitted under the laws of any sublicensee thereof mayapplicable jurisdiction, howeverLicensee shall take such other reasonable and permitted actions with respect to the ZON IND as may be reasonably requested by CMCC. Licensee shall make available to CMCC, for purposes of its evaluation of the future viability of the technology, a summary of such results together with copies of any government-mandated reports, such as FDA safety reports. Licensee shall also provide to CMCC and Licensee shall grant to CMCC a non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable worldwide license to Licensee’s right, title and interest in and to any and all of the data and results from any such clinical or other testing related to the ZON IND for CMCC’s use for any purpose. H. Upon any termination of this Agreement by Licensee or CMCC at any point after the second anniversary from the Effective Date, then the following set forth in this Article XIII.H shall apply. Licensee shall transfer and assign to CMCC ownership of the ZON IND, and Licensee shall provide to CMCC or allow CMCC access to all submissions and communications with each regulatory agency in connection with the ZON IND (such as the FDA or equivalent). If such transfer and assignment is not permitted under the laws of any applicable jurisdiction, Licensee shall take such other reasonable and permitted actions with respect to the ZON IND as may be reasonably requested by CMCC The Parties agree to enter an agreement and negotiate in good faith for a license to Licensee’s right, title and interest in and to (i) all pre-clinical and clinical data (including data relating to manufacture and formulation) generated by or on behalf of the Licensee relating to each and every Licensed Product or Licensed Process that had entered into human clinical trials before the effective date of such termination, sell and (ii) any and all Licensed Products of the data and complete Licensed Products in results from any such clinical or other testing related to the process of manufacture at ZON IND, for CMCC’s use for any purpose, such license to be on commercially reasonable terms (including royalties and other payments to Licensee) mutually agreed to by the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsparties.

Term and Termination. 16.1 A. The term of this Agreement shall be (15) years or commence on the life Effective Date and shall remain in effect until the expiration of the last expiring Licensed Patent RightRight (“Term”), whichever period is longerunless earlier terminated in accordance with the provisions of this Agreement. 16.2 B. Notwithstanding Article XIV of this Agreement, CMCC may terminate this Agreement immediately upon (1) the bankruptcy, legal insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced; or (2) upon any final judicial or administrative determination that this Agreement violates, or if continued would violate, in a substantial manner, any provision of the Federal Internal Revenue Code, applicable rights of the United States or obligations of CMCC under Title 15 of the United States Code, or other Federal or State laws applicable to CMCC; or (3) in the circumstances providing for termination described in Article III of this Agreement. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties and other payments due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon Notwithstanding Article XIV of this Agreement, upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate without further action by CMCC. 16.4 D. Except as otherwise provided In Paragraphs B and C above and notwithstanding Article XIV of this Agreement, in Paragraph 14.3 abovethe event that Licensee shall default in the performance of any obligations under this Agreement, and the default has not been remedied to CMCC’s satisfaction within sixty (60) days after the date of notice in writing of such default, CMCC may by written notice to Licensee terminate this Agreement effective immediately or upon such date as CMCC, in its sole discretion, shall designate in such notice, E. Notwithstanding Article XIV of this Agreement, CMCC may terminate this Agreement upon sixty thirty (6030) days prior written notice in the event of to Licensee if Licensee or Licensee’s breach Affiliates challenge or default seek to challenge the validity of any material term or condition or warranty contained in this AgreementPatent Right licensed hereunder. The immediately preceding sentence shall apply to a Sublicensee and Its Affiliates (as well as Licensee and its Affiliates), unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, but only if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminateis able to obtain from such Sublicensee a similar “no challenge” provision for patent rights of Licensee licensed to such Sublicensee. 16.5 F. Licensee shall have the right to terminate this Agreement at any time upon six three (63) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 G. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party Party from any obligation that matured prior to the effective date of such termination. . H. If Licensee and any sublicensee thereof mayterminates this Agreement, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay make available to CMCC CMCC, for purposes of its evaluation of the royalties thereon as required future viability of the technology, a summary of its results and progress under this Agreement and shall submit the reports required under this Agreement on Development Plan made in connection with the sales of Licensed Productsdecision to terminate development.

Term and Termination. 16.1 The term of this Agreement shall be 13.1 If the Software (15incl. any add-ons) years or are licensed on a non-perpetual basis, the life license is initially granted from the day on which the Software has been made available to the Licensee (the “Effective Date”) and for the duration of the last expiring Licensed Patent Right, whichever period is longerlicense term (“License Term”) as shown at Capture One’s website at the time of purchase and set out in the license order confirmation e-mail sent by Capture One to the Licensee confirming the Licensee’s ordering of the Software subsequent to the Licensee’s submission of an order at Capture One’s website or in the Capture One Software (“Order Confirmation”). 16.2 CMCC 13.2 Upon expiry of the License Term, the license will automatically renew for an additional License Term of the same length as the previous, unless otherwise agreed between the parties or unless the License is terminated by either party. 13.3 Licensee may terminate the license for convenience with one (1) days’ notice to the end of a License Term, cf. section 13.1 by observing the process set out by Capture One at any given time regarding termination of a License. 13.4 If Licensee terminates a license to COL for convenience, Licensee will retain access to existing COL sessions until the expiry of the License Term, but Licensee will not be able to create any new sessions from the time at which the termination request is processed by Capture One. Upon the expiry of the License Term, Capture One is entitled to delete any Content uploaded to COL by Licensee without notice. 13.5 Capture One may terminate a license for convenience with one (1) months’ notice to the end of a License Term, cf. section 13.1. 13.6 Notwithstanding anything to the contrary set out in this Agreement, Capture One may terminate this Agreement immediately for convenience with immediate effect upon serving written notice to you in the bankruptcyevent of an intellectual property infringement claim relating to the Software from any third-party if Capture One assesses in its sole discretion that Capture One is unable to remedy the infringement by working around such infringement or by obtaining the required license rights on commercial reasonable terms. 13.7 If a party is in material breach of its obligations under this Agreement, insolvency, liquidation, dissolution or cessation of operations of Licensee; or including but not limited to if the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up Licensee is in material breach of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up terms of the affairs License (irrespective of Licensee which whether the Software is not dismissed within ninety (90) days of licensed on a perpetual or non-perpetual basis), the date on which it is filed or commenced. 16.3 CMCC non-breaching party may terminate this Agreement upon thirty (30) days prior for cause with immediate effect by giving the other party written notice notice. 13.8 The Parties agree that those provisions in the event of Licensee’s failure this Agreement that by their nature are intended to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the survive termination or expiration of the thirty (30) day period, if Licensee a license shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateso survive. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 7.1 The term of this Agreement Commercial License shall be from the Effective Date and will continue either (15a) until no issued Licensed Patents and no issued patents respecting Improvements remain valid and enforceable, or (b) [***] years or after the life date of first commercial sale of Product made in a fully-operational plant (not a sale from a pilot plant), whichever is sooner. Following this initial term (the “Initial Term”), this Commercial License shall automatically renew for successive [***], and Bioamber shall provide Cargill at least six (6) month notice in the event it decides to terminate this Commercial License prior to any extensions of the last expiring Licensed Patent RightInitial Term. Bioamber shall provide written notice to Cargill as to the date of such first commercial sale and in the event of a dispute the Parties shall resolve such dispute in good faith. Termination of the Development Agreement for any reason, whichever period is longerincluding its end of term, will not terminate this Commercial License. 16.2 CMCC 7.2 Following the Initial Term, Section 5.3 of this Commercial License shall only apply to the production of sublicenses that continue to pay licensing revenues to Bioamber (“Eligible Production”). The Eligible Production for the purposes of calculating Section 5.3 of this Commercial License shall be determined each three-month period during such an extension period. Notwithstanding the foregoing, Bioamber, should it elect to do so, shall continue to pay the annual minimum royalty provided in Section 5.8. 7.3 Either Party may terminate this Agreement immediately upon Commercial License at any time for a material breach by the other Party, provided (i) that the Party alleging the breach provides the other with written notice specifying the breach, and (ii) the breach is not cured within one hundred twenty (120) days. To the extent permitted under applicable law, either Party may terminate this Commercial License in the event of the other Party’s bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary a petition for therefore. A Party shall promptly give the other Party notice of its bankruptcy, dissolutioninsolvency, liquidation or winding-up of intent to file a petition therefore, whereupon the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within other Party may immediately terminate this Commercial License on written notice to that Party. 7.4 Bioamber may terminate this Commercial License upon ninety (90) days written notice to Cargill. 7.5 Termination of this Commercial License for any reason, including the end of its term, terminates all rights and obligations hereunder, including licenses and sublicenses, except as otherwise specified in this Commercial License. 7.6 Upon termination of this Commercial License by Bioamber pursuant to Section 7.4 or upon Cargill’s termination of this Commercial License pursuant to Section 7.3 as a result of Bioamber’s breach: (i) all of Bioamber’s rights specified in Sections 5.2.1 and 5.2.2 in the Development Agreement terminate; (ii) Bioamber shall and hereby does assign to Cargill all of its rights, title and interest in and to Bioamber Improvements and Bioamber will have no remaining rights respecting Bioamber Improvements; and (iii) such termination shall have no affect whatsoever on any license or other intellectual property rights granted from Bioamber to Cargill under the terms of the Commercial License or the Development Agreement. 7.7 Expiration or termination of this Commercial License shall not: (a) relieve Bioamber or its sublicensees of their obligation to make payments or fulfill any obligations to Cargill incurred prior to expiration or termination including quarterly payments for a completed milestone, other royalty and payment obligations, and a pro rata portion of the minimum payment due for the partial year as of the date on which it is filed of termination, or commenced(b) relieve Cargill of its obligations to Bioamber incurred prior to expiration or termination. 16.3 CMCC may terminate 7.8 Material breach of this Agreement upon thirty (30) days Commercial License by Bioamber shall include, but not be limited to, the failure of Bioamber to use its best efforts to seek regulatory approval pursuant to Section 2.2 or pay any amounts due under Section 5. 7.9 Expiration or termination of this Commercial License, however effectuated, shall not release the Parties from their rights and obligations incurred prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration or termination of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 this Commercial License. Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachCommercial License, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at following provisions survive any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon expiration or termination of this Agreement Commercial License: Sections 3 (Confidential Information & Transfer of Strains), 4.3, 4.4, 4.5, 5 (Payments, Royalties, and Other Consideration, except for any reasonSections 5.8 (Bioamber’s obligation to pay the $[***] annual minimum payment shall not survive, nothing herein but Cargill’s license and rights granted thereunder shall be construed to release either party from any obligation that matured prior to the effective date survive), 5.9 and 5.10), 6 (Intellectual Property), 7 (Term and Termination), 8 (Disclaimer of such termination. Licensee Warranty, Limitation of Liability), 9 (WRF Patents), and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products10 (Miscellaneous).

Term and Termination. 16.1 The term 14.1 This Agreement shall become effective upon execution. Unless otherwise agreed, this Agreement will expire on the 10th anniversary of first commercial sale by Licensee, its Affiliates or sublicensees of a Product licensed by Licensee hereunder. 14.2 No later than one (1) year prior to termination of this Agreement Agreement, the parties shall be (15) years negotiate in good faith for the terms of a new agreement for the continued and uninterrupted supply of Product for Licensee and/or its sublicensees. After expiration of this Agreement, Licensee shall have a paid-up non-exclusive license to use and sell Product in the Territory and in the event Sandoz Pharma is unable to supply Product to make or have made Product in the life of the last expiring Licensed Patent Right, whichever period is longerTerritory. 16.2 CMCC 14.2.1 Except as provided in Section 7.1, either party may terminate this Agreement immediately upon at its option if the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of other party should breach any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs material terms of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure and such breach has not been rectified or at least has begun to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC be rectified within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior after written notice of such breach by the other party and thereafter the party in breach has not proceeded diligently to rectify such breach within a reasonable time, provided however that any such termination shall not release either party from any obligations hereunder incurred prior hereto. Licensee’s right to terminate this Agreement shall also apply should Licensee successfully challenge the event confidentiality of the Know-How of Sandoz Pharma and/or its Affiliates covered by this Agreement. 14.2.2 Should Licensee become insolvent, make an assignment for the benefit of its creditors or proceedings in voluntary or involuntary bankruptcy shall be instituted on behalf of or against Licensee and Licensee fails to aggressively defend such involuntary bankruptcy proceeding within 90 days or shall Licensee be dissolved, wound up or be confiscated, sequestered or in any other way be transferred into state ownership, or if a receiver or trustee of Licensee’s breach or default property shall be appointed, this Agreement shall Certain portions of any material term or condition or warranty contained in this AgreementExhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, unless which are marked with brackets [ ] and an asterisk*, have been separately filed with the Commission. be subject to immediate termination by Sandoz Pharma upon service of written notice to such effect upon Licensee. 14.3 In the event this Agreement is terminated, Licensee shall cure such breach within said sixty (60) day period. Upon the expiration promptly make an accounting to Sandoz Pharma of the sixty (60) day period, if Licensee shall not have cured said breach, inventory of the rights, privileges and license granted hereunder shall terminate. 16.5 Product it has on hand as of the date of such termination. Licensee shall have the right to terminate this Agreement sell its stock of Product for a period of six months after said termination, it being understood that the Net Sales thereof shall be subject to the royalty rate as set forth in Section 5, provided, however, that Sandoz Pharma or a third party designated by Sandoz Pharma shall have the right to repurchase the stock of Products at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationLicensee’s wholesale price. 16.6 14.4 Upon termination of this Agreement, all licenses and rights granted hereunder shall revert to the granting party and all documents containing Know-how shall be returned to the granting party upon its request. 14.5 Upon termination of this Agreement for any reasonby Sandoz Pharma, nothing herein shall be construed or Licensee according to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsArticle 14.2.

Term and Termination. 16.1 A. The term “Term” of this Agreement shall be (15) years [* * *] or the life of the last expiring Licensed Patent Right[* * *], whichever period is longerthe longer term. 16.2 B. Notwithstanding ARTICLE XII of this Agreement, CMCC may terminate this Agreement immediately upon the bankruptcy, judicially declared insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced; or upon any final judicial or administrative determination that this Agreement violates, or if continued would violate, in a substantial manner, any provision of the Federal Internal Revenue Code, applicable rights of the United States or obligations of CMCC under Title 15 of the United States Code, or other Federal or State laws applicable to CMCC; or in the circumstances providing for immediate termination of the license granted to Licensee hereunder as described in ARTICLE III, Paragraph D or in ARTICLE VI, Paragraph C or D of this Agreement. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties or any payments due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon Notwithstanding ARTICLE XII of this Agreement upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate without further action by CMCC. 16.4 D. Except as otherwise provided in Paragraph 14.3 Paragraphs B and C above, CMCC may terminate in the event that Licensee shall default in the performance of any of its material obligations under this Agreement upon Agreement, and the default has not been remedied to CMCC’s reasonable satisfaction within sixty (60) days prior after the date of CMCC’s notice to Licensee in writing of such default, CMCC may, by written notice to Licensee, terminate this Agreement effective immediately or upon such date as CMCC, in the event of Licensee’s breach or default of any material term or condition or warranty contained its sole discretion, shall designate in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminatenotice. 16.5 E. Licensee shall have the right to terminate this Agreement in its entirety, or on a country-by-country and Licensed Product-by-License Product basis, at any time upon six ninety (690) monthsdays’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination.. This right is in addition to, and separate from, Licensee’s rights under ARTICLE VI, Paragraph C and Licensee’s rights under ARTICLE VI, Paragraph D. 16.6 F. Upon expiration or termination of this Agreement for any reason, all of the rights, privileges and licenses granted hereunder shall terminate without further action by either Party, except that nothing herein shall be construed to release either party Party from any obligation that matured prior to the effective date of, or that expressly survives, such termination or expiration. For clarity, upon expiration or termination of this Agreement for any reason, Licensee’s obligation to pay royalties or any other amount to CMCC under this Agreement (other than any such termination. Licensee and any sublicensee thereof may, however, after payments that matured prior to the effective date of such termination, sell all ) shall immediately cease. G. If Licensee terminates this Agreement due to adverse results in clinical or other testing of Licensed Products and complete or Licensed Products in Processes, Licensee shall make available to CMCC, for purposes of its evaluation of the process future viability of manufacture at the time technology, a summary of such termination and sell results together with copies of any government-mandated reports, such as FDA safety reports, made in connection with the same, provided that Licensee shall pay decision to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsterminate development.

Term and Termination. 16.1 The term 14.1 This Agreement and any Deposit Account Agreement shall continue until terminated in accordance with this Clause 14. 14.2 If Licensor or Licensee, as the case may be, fails to pay an invoice addressed to it for services under this Agreement and/or any Deposit Account Agreement within 45 days of its issue, NCC Group reserves the right to give that party written notice to pay the outstanding invoice within 30 days. If Licensor has not paid its invoice by the expiry of the 30 day notice period, NCC Group will give Licensee(s) a period of 45 days to pay Licensor’s invoice. If Licensor or Licensee (as appropriate) has not paid its invoice after being given notice in accordance with this Clause, NCC Group shall have the right to terminate this Agreement, the relevant Deposit Account Agreement or the registration of Licensee (as appropriate) without further notice. Any amounts owed by Licensor but paid by Licensee(s) will be recoverable by Licensee(s) direct from Licensor as a debt and, if requested, NCC Group shall provide appropriate documentation to assist in such recovery. 14.3 Upon termination of this Agreement shall be (15) years and/or a Deposit Account Agreement in their entirety under the provisions of Clause 14.2, for 30 days from the date of termination NCC Group will make the Escrow Material available for collection by Licensor or its agents from the life premises of NCC Group during office hours. After such 30 day period NCC Group has the last expiring Licensed Patent Right, whichever period is longerauthority to destroy the Escrow Material. 16.2 CMCC 14.4 Notwithstanding any other provision of this Clause 14, NCC Group may resign as Escrow Agent hereunder and terminate this Agreement immediately and/or a Deposit Account Agreement(s) by giving sixty (60) days written notice to licensor and Licensee(s). In the event that this Agreement and/or a Deposit Account Agreement is terminated in its entirety, Licensor and Licensee(s) shall appoint a mutually acceptable new custodian on similar terms and conditions to those contained herein, If a new custodian is not appointed within 14 days of delivery of such notice, Licensor or Licensee(s) shall be entitled to request the American Arbitration Association to appoint a suitable new custodian upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up terms and conditions consistent with those in this Agreement. Such appointment shall be final and binding on Licensor and Licensee(s). If NCC Group is notified of the affairs of Licensee; or any voluntary assignment by Licensee for new custodian within the benefit of creditors; or notice period, NCC Group will forthwith deliver the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up Escrow Material to the new custodian. If NCC Group is not notified of the affairs of Licensee which is not dismissed new custodian within ninety (90) days of the date on which it is filed or commencednotice period and this Agreement and/or a Deposit Account Agreement has been terminated in its entirety, NCC Group will return the Escrow Material to Licensor. 16.3 CMCC 14.5 Licensee may terminate this Agreement upon thirty (30) days prior written notice any and all Deposit Account Agreements in the event respect of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon itself only at any time by giving sixty (60) days prior written notice in to NCC Group. 14.6 If the event of License Agreement with a Licensee has expired or has been lawfully terminated, then Licensee shall endeavour to give notice to NCC Group within 14 days thereof to terminate its interest under the relevant Deposit Account Agreement(s), failing which, Licensor shall be entitled to give written notice to NCC Group to terminate the relevant Licensee’s breach or default interests under the relevant Deposit Account Agreement(s). Upon receipt of such a notice from Licensor, NCC Group shall notify Licensee of Licensor’s notice to terminate. Unless within 30 days of NCC Group giving such notice to Licensee, NCC Group receives a counter-notice from Licensee disputing the termination of the License Agreement, then Licensee shall be deemed to have consented to such termination and Licensee’s rights under the relevant Deposit Account Agreement shall immediately automatically terminate. Any disputes arising under this Clause shall be dealt with in accordance with the dispute resolution procedure in Clause 8. Upon termination of all registered Licensees under a Deposit Account Agreement under this Clause, NCC Group shall return the Escrow Material to Licensor. 14.7 Subject to Clause 14.6, Licensor may only terminate the interests of any Licensee under a Deposit Account Agreement with the written consent of that Licensee. 14.8 Subject to Clause 14.6, Licensor may only terminate this Agreement or a Deposit Account Agreement in its entirety with the written consent of all Licensees. 14.9 A Deposit Account Agreement shall automatically immediately terminate in respect of a Licensee upon release of the Escrow Material to that Licensee in accordance with Clause 7. 14.10 If this Agreement or a Deposit Account Agreement is superseded and replaced by a new agreement in respect of the Escrow Material, this Agreement and/or the relevant Deposit Account Agreement shall, upon the coming into force of the new agreement in respect of a Licensee, automatically terminate in respect of that Licensee. When this Agreement and/or a Deposit Account Agreement has been terminated in respect of all Licensees who are registered under it, it shall immediately terminate in its entirety. Licensor shall request NCC Group to either transfer the Escrow Material to the new agreement. If new material term or condition or warranty contained is deposited, upon its receipt, NCC Group shall, unless otherwise instructed, destroy the Escrow Material. 14.11 The termination of this Agreement and/or a Deposit Account Agreement in respect of a Licensee shall be without prejudice to the continuation of this Agreement and/or the Deposit Account Agreement in respect of any other Licensees. 14.12 If any terminations of Licensees’ interests under this Agreement and/or a Deposit Account Agreement result in there being no Licensees registered under this Agreement and/or the Deposit Account Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon otherwise instructed by Licensor, this Agreement and/or the expiration Deposit Account Agreement will continue and the Escrow Material will be retained by NCC Group pending registration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminateother Licensees. 16.5 Licensee 14.13 The provisions of Clauses 1, 4.2, 6, 9, 10, 11.1, 12, 13, 14.13 to 14.15 (inclusive) and 15 shall have the right to terminate continue in full force after termination of this Agreement. 14.14 On and after termination of this Agreement and/or a Deposit Account Agreement, Licensor and/or Licensee(s) (as appropriate) shall remain liable to NCC Group for payment in full of any fees and interest which have become due but which have not been paid as at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon 14.15 The termination of this Agreement for any reasonand/or a Deposit Account Agreement, nothing herein however arising, shall be construed without prejudice to release either party from any obligation that matured the rights accrued to the parties prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term of this Agreement shall be 12.1 If the Software (15incl. any add-ons) years or are licensed on a non-perpetual basis, the life license is initially granted from the day on which the Software has been made available to the Licensee (the “Effective Date”) and for the duration of the last expiring Licensed Patent Right, whichever period is longerlicense term (“License Term”) as shown at Capture One’s website at the time of purchase and set out in the license order confirmation e-mail sent by Capture One to the Licensee confirming the Licensee’s ordering of the Software subsequent to the Licensee’s submission of an order at Capture One’s website or in the Capture One Software (“Order Confirmation”). 16.2 CMCC 12.2 Upon expiry of the License Term, the license will automatically renew for an additional License Term of the same length as the previous, unless otherwise agreed between the parties or unless the License is terminated by either party. 12.3 Licensee may terminate the license for convenience with one (1) days’ notice to the end of a License Term, cf. section 12.1 by observing the process set out by Capture One at any given time regarding termination of a License. 12.4 If Licensee terminates a license to COL for convenience, Licensee will retain access to existing COL sessions until the expiry of the License Term, but Licensee will not be able to create any new sessions from the time at which the termination request is processed by Capture One. Upon the expiry of the License Term, Capture One is entitled to delete any Content uploaded to COL by Licensee without notice. 12.5 Capture One may terminate a license for convenience with one (1) months’ notice to the end of a License Term, cf. section 12.1. 12.6 Notwithstanding anything to the contrary set out in this Agreement, Capture One may terminate this Agreement immediately for convenience with immediate effect upon serving written notice to you in the bankruptcyevent of an intellectual property infringement claim relating to the Software from any third-party if Capture One assesses in its sole discretion that Capture One is unable to remedy the infringement by working around such infringement or by obtaining the required license rights on commercial reasonable terms. 12.7 If a party is in material breach of its obligations under this Agreement, insolvency, liquidation, dissolution or cessation of operations of Licensee; or including but not limited to if the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up Licensee is in material breach of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up terms of the affairs License (irrespective of Licensee which whether the Software is not dismissed within ninety (90) days of licensed on a perpetual or non-perpetual basis), the date on which it is filed or commenced. 16.3 CMCC non-breaching party may terminate this Agreement upon thirty (30) days prior for cause with immediate effect by giving the other party written notice notice. 12.8 The Parties agree that those provisions in the event of Licensee’s failure this Agreement that by their nature are intended to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the survive termination or expiration of the thirty (30) day period, if Licensee a license shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateso survive. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 4.1 This Agreement shall begin on the Commencement Date and continue for the initial period of the Supply Period as defined in the Schedule. The Licensor may agree to extend the Supply Period for additional one-year periods, from the end of the initial period or any subsequent additional one-year period (the “Renewal Date”), subject to payment of appropriate fees and acceptance thereof by the Licensor. 4.2 Either party may terminate the Supply Period at any time upon written notice to the other if the other party commits a material breach of any term of this Agreement (for the avoidance of doubt non-payment of any fees as they fall due under this Agreement by the Licensee shall be (15) years constitute a material breach). The termination will become effective thirty days after receipt of written notice unless, in the case of a remediable breach, during the relevant period of thirty days the defaulting party has remedied the breach. 4.3 Licensor may terminate the Supply Period or the life Supply Period for any part(s) of the last expiring Licensed Patent Right, whichever period is longerMaterial only at any time upon thirty days’ written notice to the Licensee. 16.2 CMCC 4.4 If termination of the Supply Period occurs as a result of notice being given by the Licensee under Clause 4.2, 4.5 or 10.2 or by the Licensor under Clause 4.3 or 10.2 the Licensor shall repay the Licensee a pro-rateable proportion of the License Fee as represents the paid for but unexpired Supply Period at the date of termination. If the Supply Period is terminated for any part(s) of the Licensed Material only under Clause 4.3 then the Licensor shall repay the Licensee a pro-rateable proportion of that part of the License Fee that represents the Licensed Material so terminated only. 4.5 Either party may terminate the Supply Period forthwith on notice in writing to the other if the other party is unable to pay its debts or ceases or threatens to cease to carry on business, goes into administration, receivership or administrative receivership, or any event analogous to any of the foregoing occurs in any jurisdiction. 4.6 On expiry or termination of the Supply Period, Licensee shall have no rights of any kind to any Licensed Material published after the date of termination. On expiry or termination of the Supply Period, otherwise than as a result of notice being given by the Licensor under Clause 4.2, 4.3 or 4.5, the Licensee's non-exclusive license of the Rights shall, subject to (except as otherwise set forth in this Clause 4.6) all the terms and conditions in this Agreement (including without limitation this sub-clause 4.6, Clause 4.8 and the other provisions of this Clause 4), continue indefinitely in respect of the Licensed Material first published during the Supply Period as follows: (a) Those agreed Nature and NPG Journals elements indicated in Section A and B of the Schedule and those agreed Palgrave Macmillan Journals elements indicated in Section E of the Schedule SUBJECT ALWAYS to the Licensee's continued compliance with the terms of this Agreement and payment of such reasonable annual access fee as Licensor may from time to time charge (or such alternative supply arrangement terms and costs as the parties may agree); and (b) Those agreed Third Party Journals elements indicated in Section C of the Schedule (the “C Content”) and those agreed Palgrave Macmillan Third Party Journals elements indicated in Section F of the Schedule (the “F” content) SUBJECT ALWAYS to the Licensee's continued compliance with the terms of this Agreement and payment of such reasonable annual access fee as Licensor may from time to time charge (or such alternative supply arrangement terms and costs as the parties may agree); PROVIDED THAT due to rights restrictions it may only be possible to allow access to the C Content and/or the F content via the Network for a limited period or not at all. The Licensor shall, after the end of such limited period or if it is not able to allow any access via the Network and provided that it has the rights to do so, deliver the C Content and/or F content in a physical storage media (the “Media”) to the Licensee SUBJECT ALWAYS to the Licensee's compliance with the terms of any additional license terms notified to the Licensee on delivery of the Media (the “Media License”) that are appropriate for such physical media (for the avoidance of doubt, in respect of the use of the Media and the C Content and/or F content by the Licensee the terms of the Media License shall prevail over the terms of this Agreement if there is a conflict or other inconsistency) and payment of such reasonable supply fee as Licensor may from time to time charge to cover its handling costs (or such alternative supply arrangement terms and costs as the parties may agree). (the "Post Supply License"). For the avoidance of doubt, the Post Supply License shall not include access to any Licensed Material published prior to the Supply Period to which access may have been granted during the Supply Period. 4.7 Without prejudice to any other rights the Licensor may have, the Licensor may suspend the provision of the Licensed Material to the Licensee with immediate effect on written notice without liability if the Licensor believes the Licensed Material is being used in a manner that contravenes the provisions of this Agreement or the Media License or in the event of delay or failure to pay in accordance with clause 5. 4.8 The Licensor may terminate this Agreement immediately upon (including the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90Post Supply License) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by the Licensee if the Licensee commits a breach of all amounts due CMCC through the effective date of termination. 16.6 Upon termination any term of this Agreement for or the Media License. The termination will become effective thirty days after receipt of written notice unless, in the case of a remediable default, during the relevant period of thirty days the Licensee has remedied the default. 4.9 On termination of the Supply Period as a result of notice being given by the Licensor under Clause 4.2, 4.3 or 4.5 or on termination of the Post Supply License as a result of notice being given by the Licensor under Clause 4.8, the Licensee shall have no further rights of any reasonkind in the Licensed Material and the Licensee agrees to destroy and use its best endeavours to procure that all Authorized Users destroy, nothing herein all Licensed Material stored on its Network or in CD-Rom or other hard copy form both on paper and in any digital information storage media or other physical media storage, including, but not limited to, system servers, hard disks, diskettes, and back up tapes. 4.10 When calculating the reasonable annual access fee payable by the Licensee pursuant to clause 4.6 the Licensor shall be construed entitled to release either party from increase such fee on an annual basis including but not limited to reflect any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products increase in the process number of manufacture at Chargeable Users, any change in the time business of such termination and sell the same, provided that Licensee shall pay to CMCC or any increase in supply or other costs incurred by the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsLicensor.

Term and Termination. 16.1 The term 9.1 This Agreement, and the rights, privileges and license granted herein, shall be in force from the Effective Date hereof and shall remain in full force and effect thereafter until the last to expire of Licensed Patent Rights unless sooner terminated in accordance with the provision set forth herein below. It is, however, understood by the parties hereto that LlCENSEE's obligation to pay royalties to LICENSOR under this Agreement shall be (15) years or terminate in the life event of the last expiring a judicial determination that no portion of such Licensed Patent RightRights are valid, whichever period infringed and/or enforceable by a decision of a tribunal of competent authority where such decision is longerfinal or by lapse of time becomes final and unappealable. 16.2 CMCC 9.2 LICENSEE may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement and concomitant future obligations upon thirty (30) days prior written notice in the event of Licensee’s failure to pay LICENSOR. 9.3 If LICENSEE shall cease to CMCC royalties carry on its business, this Agreement shall terminate upon notice by LICENSOR. 9.4 Should LICENSEE fail to make any payment whatsoever due and payable hereunder in a timely mannerto LICENSOR hereunder, LICENSOR shall have the right to terminate this Agreement effective on thirty (30) days notice, unless Licensee LICENSEE shall make all such payments to CMCC LICENSOR within said thirty (30) day period. Upon the expiration of the thirty (30) day 110 11 period, if Licensee LICENSEE shall not have made all such payments to CMCCLICENSOR, the rights, privileges and licenses license granted hereunder shall automatically terminate. 16.4 Except as otherwise provided 9.5 Upon any material breach or default of this Agreement by LICENSEE other than those occurrences set out in Paragraph 14.3 aboveArticles 9.3 and 9.4 hereinabove, CMCC may LICENSOR shall have the right to terminate this Agreement upon and the rights, privileges and license granted hereunder effective on sixty (60) days prior written notice in the event of Licensee’s to LICENSEE. Such termination shall become automatically effective unless LICENSEE shall have cured any such material breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon prior to the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, . In the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination event that LICENSOR asserts a breach of this Agreement for any reasonunder Article 7.1, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement shall remain in full force and shall submit effect until the reports required matter is resolved by the parties themselves or under this Agreement on the sales of Licensed Productsarbitration as provided for under Article 18.

Term and Termination. 16.1 The 4.1 This Agreement shall remain in full force and effect for a PERPETUAL term (the “Term”), commencing on the Effective Date unless terminated in accordance with this Agreement. If either Party breaches a material provision of this Agreement shall be (15) years or Agreement, the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC other Party may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in to the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all other Party. Termination under such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee provision shall have the right to immediate effect. GDSA may terminate this Agreement at any time time, should Licensee breach any part of this Agreement, upon six (6) months’ prior written notice in accordance with this Agreement. In such case, Licensee will be entitled to CMCC, invoice and upon payment by Licensee of receive from GDSA immediately all amounts due CMCC through to Licensee by GDSA and so starting from the effective date of termination. 16.6 Termination date. Upon termination of this Agreement for any reason, nothing herein all licenses granted under this Agreement shall immediately terminate, Licensee shall immediately cease reselling the Plan Offerings and, within five (5) days after such termination, Licenseeshall return all Marketing Materials to GDSA and shall destroy or return all Confidential Information to GDSA, without retaining any copies of such Marketing Materials and Confidential Information. All provisions of this Agreement, which by their nature should reasonably be construed expected to release either survive the termination of this Agreement shall survive the termination of this Agreement for any reason, including, without limitation, Sections 2.3, 4, 7, 8, 9, and 10. However, GDSA and Licensee commit to provide best efforts in their businesses in order to continue on a long term business relationship. 4.2 GDSA reserves the right to suspend or terminate Services, or any portion thereof, or terminate this Agreement upon one of the following events: 4.2.1 A breach of this written License Agreement (other than the payment of amounts due hereunder) and Licensee fails to cure such breach within thirty (30) calendar days after written notice of the breach; 4.2.2 A failure by Licensee to pay any amounts due to GDSA under this Agreement; 4.2.3 Licensee suffers any adverse financial change or takes or suffers any action as a result of its indebtedness, including without limitation a voluntary liquidation or period of inactivity, an action in bankruptcy, an assignment for the benefit of creditors, the appointment of a receiver or trustee or the liquidation of all or substantially all of its assets or GDSA determines that Licensee is not creditworthy; 4.2.4 Upon a determination by any governmental authority with jurisdiction over the parties that the provision of the Services under this Agreement is contrary to existing laws, rules or regulations; 4.2.5 The passage of adoption of any law, rule or regulation that in the reasonable judgement of GDSA will make it materially more expensive or difficult to provide the Services under this Agreement. 4.2.6 Either party from any obligation that matured may terminate the renewal of this Agreement upon thirty (30) days written notice prior to the effective date expiration of the initial or any renewal term. In such case, Licensee will be entitled to invoice and receive from GDSA immediately all amounts due to Licensee by GDSA and so starting from the Termination date. 4.3 Upon the termination of this Agreement for any reason, GDSA will be entitled to immediately cease providing Services to Licesee. All amounts due to GDSA will become immediately due and payable upon such termination. Licensee and any sublicensee thereof mayGDSA shall continue to offer services to existing End Users until their membership for services expires. In the case of Termination due to a breach of of this Agreement, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay not be entitled to CMCC any Fees after termination date. Notwithstanding the royalties thereon as required under termination of this Agreement and shall submit for any reason, the reports required under provisions of this Agreement on the sales of Licensed Productsthat by their nature survive termination will continue to apply.

Term and Termination. 16.1 A. The term Term of this Agreement shall be fifteen (15) years or the life of the last expiring Licensed Patent Right, whichever period is longerthe longer term. 16.2 B. Notwithstanding Article XII of this Agreement, CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced; or upon any final judicial or administrative determination that this Agreement violates, or if continued would violate, in a substantial manner, any provision of the Federal Internal Revenue Code, applicable rights of the United States or obligations of CMCC under Title 15 of the United States Code, or other Federal or State laws applicable to CMCC; or in the circumstances providing for immediate termination described in Article III of this Agreement. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s 's failure to pay to CMCC (including without limitation patent costs, and payments due under the annexed Sponsored Research Agreement) or royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon Notwithstanding Article XII of this Agreement, upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate without further action by CMCC. 16.4 D. Except as otherwise provided in Paragraph 14.3 Paragraphs B and C above, and notwithstanding Article XII of this Agreement, in the event that Licensee shall default in the performance of any obligations under this Agreement or under the Sponsored Research Agreement, and the default has not been remedied to CMCC's satisfaction within sixty days (60) after the date of notice in writing of such default, CMCC may by written notice to Licensee terminate this Agreement effective immediately or upon sixty (60) days prior written notice such date as CMCC, in the event of Licensee’s breach or default of any material term or condition or warranty contained its sole discretion, shall designate in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminatenotice. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ ' prior written notice to CMCC, and upon payment by Licensee of (1) all amounts due CMCC through the effective date of terminationtermination including the amounts due under the Sponsored Research Agreement and (2) a termination fee of $50,000. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. . G. If Licensee and terminates this Agreement due to adverse results in clinical or other testing of Licensed Products or Licensed Processes, Licensee shall make available to CMCC, for purposes of its evaluation of the future viability of the technology, a summary of such results together with copies of any sublicensee thereof maygovernment-mandated reports, howeversuch as FDA safety reports, after made in connection with the decision to terminate development. H. Upon or before the effective date of such terminationany termination by CMCC or Licensee, sell Licensee shall return or destroy all Licensed Products Biological Materials, and complete Licensed Products certify in writing to CMCC that it has done so. Licensee hereby consents to an injunction to compel compliance with this section, in the process of manufacture at the time of such termination and sell the sameevent it has failed to comply, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under reimburse CMCC for all costs and fees of any litigation undertaken by CMCC to enforce this Agreement on the sales of Licensed Productsprovision.

Term and Termination. 16.1 The term of this Agreement shall be (15a) years or the life of the last expiring Licensed Patent Right, whichever period Each Order is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days effective as of the date on which it is filed of such Order and shall remain in effect until terminated as provided in the Agreement. For the avoidance of doubt termination of the Agreement by either Party will also result in the termination of all Orders and the Licensee’s rights under the Agreement to use or commencedpermit the use of the Licensed Products and receive Maintenance Services. 16.3 CMCC may b) Upon the expiration or termination of an Agreement, the Parties shall cooperate in good faith to terminate this Agreement upon relations in an orderly manner. Notwithstanding anything to the contrary herein, the Licensee shall pay all fees and charges that have accrued up to the date of the termination within thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 c) Upon expiration of a Subscription Licence to any of the Licensed Products (unless such Subscription Licence is renewed) or termination of the Licence to any of the Licensed Products or an Order, the Licensee shall immediately cease use of the applicable Licensed Products and purge its system and records of such Licensed Products, including, without limitation, any copies thereof and shall ensure any End User undertakes the same. Upon termination of this Agreement for any reasonan Agreement, nothing herein (i) each Licensee shall be construed to release either party from any obligation that matured prior to immediately cease use of the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete purge its system and records of the Licensed Products in the process of manufacture at the time of such termination Products, including, without limitation, any copies thereof, and sell shall ensure any End User undertakes the same. d) Upon expiration or termination of an Agreement, each Party shall promptly return all the other Party’s Confidential Information together with a certified statement by a duly authorised officer of the returning Party stating that all such Confidential Information been returned or destroyed except (i) where Confidential Information is required to be retained for compliance with applicable law; and (ii) for copies stored in commercially reasonable disaster recovery or back up media and provided that Licensee the receiving Party’s obligations under the Agreement will continue for as long as any Information is so retained. e) Any expiration or termination of an Agreement shall pay not prejudice, limit or restrict any other rights or remedies either Party may have arising prior to CMCC such expiration or termination. f) Clauses 4, 6, 8, 9, 10, 17, 18, 26 and 24 shall survive termination of the royalties thereon as required under this Agreement and shall submit or an Order indefinitely or to the reports required under this Agreement on the sales of Licensed Productsextent set out therein.

Term and Termination. 16.1 3.1 The term of this Agreement commences as of the consummation of the Gifted Time Transaction and shall continue for three (3) years unless sooner terminated as herein provided. 3.2 If Executive dies during the term of this Agreement, this Agreement shall thereupon terminate, except that the Company shall pay to the legal representative of Executive’s estate the base salary due Executive pursuant to Section 2.1 hereof through the first anniversary of Executive’s death (or the scheduled expiration under Section 3.1, if earlier than the first anniversary date) as well as a pro rata allocation of bonus payments under Section 2.2 based on the days of service during the year of death, and all amounts owing to Executive at the time of termination, including for previously accrued but unpaid bonuses, expense reimbursements and accrued but unused vacation pay. 3.3 If Executive shall be rendered incapable by an incapacitating illness or disability (15either physical or mental) years or of complying with the life terms, provisions and conditions hereof on her part to be performed for a period in excess of 180 consecutive days during any consecutive twelve (12) month period, then the last expiring Licensed Patent RightCompany, whichever period is longer. 16.2 CMCC at its option, may terminate this Agreement immediately upon by written notice to Executive (the bankruptcy“Disability Notice”) delivered prior to the date Executive resumes the rendering of services hereunder; provided, insolvencyhowever, liquidation, dissolution if requested by Executive (or cessation a representative thereof) such termination shall not occur until after examination of operations Executive by a medical doctor (retained by the Company with the consent of Licensee; or Executive which consent shall not be unreasonably withheld) who certifies in a written report to the filing Board with a copy of any voluntary petition such report delivered simultaneously to Executive that Executive is and shall be incapable of performing her duties for bankruptcy, dissolution, liquidation or winding-up in excess of two additional months because of the affairs continuing existence of Licensee; such incapacitating illness or any voluntary assignment by Licensee for disability. Notwithstanding such termination, the benefit Company (a) shall make a payment to Executive of creditors; or a pro rata allocation of payments under Section 2.2 based on the filing days of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of service during the affairs of Licensee year in which the Disability Notice is not dismissed within ninety delivered and (90b) days shall pay to Executive the base salary due Executive pursuant to Section 2.1 hereof through the second anniversary of the date on which it is filed of such notice (the “Disability Period”), less any amount Executive receives for such period from any Company-sponsored or commencedCompany-paid for source of insurance, disability compensation or governmental program. The Company shall also pay to Executive all amounts owing to Executive at the time of termination, including for previously accrued but unpaid bonuses, expense reimbursements and accrued but unused vacation pay. 16.3 CMCC 3.4 The Company, by notice to Executive, may terminate this Agreement upon thirty for Cause. As used herein, “Cause” means (30a) the refusal in bad faith by Executive to carry out specific written directions of the Board, (b) intentional fraud or dishonest action by Executive in her relations with the Company (“dishonest” for these purposes shall mean Executive’s knowingly making of a material misstatement to the Board for the purpose of obtaining direct personal benefit); or (c) the conviction of Executive of any crime involving an act of significant moral turpitude after appeal or the period for appeal has elapsed without an appeal being filed by Executive. Notwithstanding the foregoing, no Cause for termination shall be deemed to exist with respect to Executive’s acts described in clause (a) or (b) above, unless the Board shall have given written notice to Executive (after five (5) days prior advance written notice in to Executive and a reasonable opportunity to Executive to present her views with respect to the event existence of Licensee’s failure to pay to CMCC royalties due Cause), specifying the Cause with particularity and payable hereunder in a timely manner, unless Licensee shall make all within twenty (20) business days after such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day periodnotice, if Licensee Executive shall not have made all disputed the Board’s determination or in reasonably good faith taken action to cure or eliminate prospectively the problem or thing giving rise to such payments to CMCCCause, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof mayprovided, however, that a repeated breach after notice and cure, of any provision of clause (a) or (b) above, involving the effective date of such terminationsame or substantially similar actions or conduct, sell all Licensed Products and complete Licensed Products in shall be grounds for termination for cause upon not less than five (5) days additional notice from the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsCompany.

Term and Termination. 16.1 The If an Order has been executed, the initial term of this Agreement shall, unless otherwise terminated as set forth below, be as set forth in such Order. If no initial term is set forth in an Order, the term of such Order shall be one (151) years or year from the life effective date of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day periodOrder. Upon After the expiration of the thirty (30) day periodinitial term, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon will automatically renew for consecutive renewal terms of equal length to the initial term – unless either party provides the other party with written notice of non-renewal at least sixty (60) days prior written notice in to the event end of Licensee’s breach or default of any material term or condition or warranty contained in the then current term. If a Licensee if bound to a term, either party may terminate this Agreement, unless Licensee shall Agreement only if (i) the other party breaches this Agreement and fails to cure such breach within said sixty thirty (6030) day perioddays from receipt of written notice thereof (ten (10) days in the case of Licensee’s failure to pay), or (ii) the other party enters bankruptcy, makes an assignment for the general benefit of creditors, has a receiver appointed, or otherwise becomes insolvent. Upon If Licensee is not bound by any term (such as, in the expiration case of the sixty any evaluation license): (60a) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to may terminate this Agreement at any time and (b) Molecular Match may terminate this Agreement immediately if Licensee violates any provision of this Agreement. If Licensee is using the Service under an evaluation agreement with Molecular Match, this Agreement shall terminate upon six expiration of the applicable evaluation period, unless Licensee elects to retain such Service (6) months’ prior written notice subject to CMCC, and upon payment by Licensee to Molecular Match of all amounts due CMCC through applicable fees). If no evaluation term is set forth in an evaluation Order, the term of such Order shall be thirty (30) days from the effective date of termination. 16.6 the Order. Any termination of this Agreement shall also terminate the licenses granted hereunder. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay promptly return to CMCC the royalties thereon Molecular Match all Confidential Information, and shall, if requested by Molecular Match, so certify to Molecular Match that such actions have occurred. Sections 2, 3, 6, 8, 9, 10 and 11, as required under well as all outstanding payment obligations, shall survive termination of this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 The term of this This Agreement shall be commence on the Effective Date and terminate on 30 June 2021R 9 (15) years “Initial Period”), subject to early termination hereof, or the life termination due to breach of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day periodcontract. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee The Tenant shall have the right option to renew this Lease for a further period by providing the Landlord with notice no less than 90 (ninety) days before termination of the Initial Period, upon the same terms and conditions as contained herein. The rental payable by the Tenant during the renewal period shall be as agreed between the parties at that time. On the expiry of the Initial Period, if the Tenant does not vacate the Leased Premises, the lease shall continue to operate on a month to month basis, both parties being obliged and entitled to give the other written notice of termination of the lease during the further period, unless the lease is extended by agreement between the parties and reduced to writing. Either party may terminate the lease agreement by giving the other party at least 6 months’ written notice of such termination. Notwithstanding anything to the contrary herein contained, either party shall be entitled to forthwith terminate this Agreement at any time upon six (6) months’ prior by addressing written notice to CMCCsuch counter-party should such counter-party: commit an act which is or would, and upon payment if committed by Licensee a natural person, be an act of all amounts due CMCC through insolvency as defined in the effective date Insolvency Act of termination. 16.6 Upon termination 1936; or allow any judgment against it to remain unsatisfied for a period of 14 (FOURTEEN) days; or be provisionally or finally liquidated, removed from the Register of Companies or the like, or placed under judicial management whether provisionally or finally or take any steps for its voluntary winding up; or do anything which is intended to disparage or which in the reasonable opinion of the other parties disparages the services rendered by any party in terms of this Agreement for or the reputation of any reasonparty. The PPECB may terminate this agreement with immediate effect if Landlord is listed on National Treasury’s database of restricted suppliers. The Landlord shall determine a reasonable inspection date, nothing herein which must be within 14 days of the commencement of the lease period, to cause an inspection of the leased premises by both parties in the presence of each other, during which a written schedule of the condition of the Leased Premises will be compiled by the parties. In the event that such an inspection does not occur, or if a schedule is not compiled, the Leased Premises will be deemed to be in good order and condition at the commencement of the Lease Period. The Landlord shall determine a reasonable inspection date to cause an outgoing inspection of the Leased Premises during which a written schedule of the condition of the Leased Premises will be construed to release either party from any obligation that matured prior to compiled by the effective parties. These inspections will be held during the last week of occupation or on or after the date of such termination. Licensee and any sublicensee thereof may, however, after termination of the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productslease.

Term and Termination. 16.1 The term (a) Unless previously terminated in accordance with the following provisions of this Article XII, this Agreement shall become effective as of the date set forth at the outset of this Agreement and shall be (15) years or run to the life end of the term of the last expiring Licensed to expire patent in the Patent Rightrights licensed hereunder, whichever period is longerand shall thereupon expire. 16.2 CMCC may terminate this Agreement immediately upon (b) If Licensee shall at any time default in the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing payment of any voluntary petition for bankruptcy, dissolution, liquidation license fee or winding-up of royalty or in the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing making of any involuntary petition for bankruptcyreport hereunder, dissolutionor shall commit any breach of any covenant herein contained, liquidation and shall fail to remedy any such default or winding-up of the affairs of Licensee which is not dismissed breach within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior after written notice thereof by Licensor, then Licensor may, at its option, terminate the license and all other rights herein granted, by giving notice to Licensee in the event of Licensee’s failure writing to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateeffect. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60c) days prior written notice in After two years from the event effective date of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement the prospective effect of the license hereunder at any time upon by written notice given to the Licensor at least six (6) months’ months prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationwhen such termination its to become effective. 16.6 Upon (d) Any termination or expiration of this Agreement shall not relieve Licensee from its obligations under Article V hereof to make a terminal report and maintain records, or from its liability for any reason, nothing herein shall be construed to release either party from any obligation that matured payment of royalties on Licensed Products sold or otherwise disposed of hereunder prior to the effective date of such termination. Licensee termination or expiration, or for payment of annual minimum royalties due, and shall not prejudice the right of Licensor to recover any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture royalty or other sums or consideration due or accrued at the time of such termination and sell the same, provided that Licensee or expiration shad shall pay to CMCC the royalties thereon as required under not prejudice any cause of action or claim of Licensor accrued on account of any breach or default by Licensee. (e) Any termination or expiration of this Agreement and shall submit not prejudice the reports required under this Agreement on right of Licensor to conduct a final audit of the sales records of Licensed ProductsLicensee in accordance with the provisions of Article VII hereof.

Term and Termination. 16.1 The term 11.01 This Agreement shall be effective from the date first written above, if and unless otherwise terminated shall remain in force for a period of ten (10) years from the effective date of this Agreement. Notwithstanding the foregoing, this Agreement shall be (15) years or expire on the life expiration date of the last expiring to expire of the Licensed Patent Right, whichever period is longerPatents licensed and referred to in Article II. 16.2 CMCC 11.02 Either party may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six on thirty (630) months’ prior written days notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein other party in the event that the latter shall be construed fail to release either party from perform any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and such default is not remedied within thirty (30) days after receipt of a notice specifying the nature of the default. Such right of termination shall submit not be exclusive of any other remedies or means of redress to which the reports required non-defaulting party may be lawfully entitled, it being intended that all such remedies shall be cumulative. Any such termination shall not affect any payments, the rights to which may have fallen due under this Agreement on prior to such termination. Notwithstanding anything to the sales contrary herein, USPC shall have the right, at its sole option and discretion, to terminate this Agreement without advance notice (but with written notice) in the event that Licensee shall fail to abide by the obligations as set forth in Article V hereof for three (3) consecutive quarters. 11.03 The obligations set forth in paragraphs 2.02, 2.03, 2.04, 2.05, 5.05, 12.05 and Article VIII shall survive termination of Licensed Productsthis Agreement. Notwithstanding the foregoing, in the event termination is due to the breach of the Agreement by Licensee, paragraphs 2.02 and 2.03 shall not survive termination. 11.04 If Licensee should be dissolved or file a voluntary petition in bankruptcy or seek any court of governmental protection from creditors or make any assignment for creditors, or should an order be entered pursuant to any law relating to bankruptcy or insolvency appointing a receiver or trustee for Licensee, and if any such receivership is not terminated within sixty (60) days, then, in any of the events specified in this paragraph 11.04, USPC may give written notice to Licensee terminating this Agreement and this Agreement shall be terminated in accordance with the notice.

Term and Termination. 16.1 The term of 8.1. Unless earlier terminated as hereinafter provided, this Agreement shall be (15) years or the life of remain in full force and effect until the last expiring to expire of any patent included in the Licensed Patent Right, whichever period is longerProducts. 16.2 CMCC may 8.2. If Licensee shall cease to carry on its business, this Agreement shall terminate upon notice by UKRF. 8.3. Should Licensee fail to pay UKRF such royalties as are due and payable hereunder, UKRF shall have the right to terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or windingon forty-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety five (9045) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannernotice, unless Licensee shall make pay UKRF within the forty-five day (45) notice period, all such payments to CMCC within said thirty (30) day periodroyalties and interest that are due and payable. Upon the expiration of the thirty forty-five (3045) day period, if Licensee shall not have made paid all such payments to CMCCroyalties and interest due and payable, the rightsUKRF, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 aboveat its sole option, CMCC may immediately terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the and all rights, privileges and license granted hereunder shall terminategranted. 16.5 8.4. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior months written notice to CMCCUKRF, and upon payment by Licensee of all amounts due CMCC UKRF through the effective date of termination. 16.6 8.5. Upon any material breach or default of this Agreement by Licensee, other than those delineated in Sections 8.2 and 8.3 which shall always take precedence in that order over any material breach or default referred to in this Section 8.5, UKRF shall have the right to terminate this Agreement and the rights, privileges and license hereunder granted upon ninety (90) days written notice to Licensee. Such termination shall become effective immediately at the conclusion of such notice period unless Licensee shall have cured any such breach or default prior to the expiration of the ninety (90) day period. 8.6. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and its sublicensed Affiliates and any sublicensee non-affiliated third party sublicensees thereof may, however, after the effective date of such termination, sell all Licensed Products which are in inventory at the time of termination and Licensed Processes for which inventory was received at the time of termination, and complete and sell Licensed Products which Licensee can clearly demonstrate were in the process of manufacture at the time of such termination and sell the sametermination, provided that Licensee shall pay to CMCC UKRF the royalties thereon as required under by Section 5 of this Agreement and shall submit the reports required under this Agreement by Section 5 hereof on the sales of Licensed ProductsProducts and Licensed Processes.

Term and Termination. 16.1 The term This Agreement shall become effective as of the Effective Date, and expire on the date of expiration, or earlier termination, of the last to expire, or to be terminated, U.S. patent in the Licensed Patent Rights. (a) In the event of any uncured breach of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Rightby Pharmasset, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Apath shall have the right to terminate this Agreement at and the rights and privileges granted hereunder by providing Pharmasset with thirty (30) days’ prior written notice, which shall specify the grounds therefor. Termination of the Agreement shall become effective upon expiration of such 30-day notice period unless Pharmasset shall have cured the breach during such 30-day period or, in the case of a breach that cannot be reasonably cured during such 30-day period continues to use its best efforts until it cures such breach. (b) Notwithstanding the foregoing, should Pharmasset breach this Agreement by providing Tangible Property or Tangible Property Improvements to a third party without authorization or by failing to maintain any time upon six Confidential Information in confidence, then Apath may immediately terminate this Agreement and apply to a Court of proper jurisdiction for injunctive relief without prejudice to any other remedies that might also be available for such breach. In such event, Pharmasset shall reimburse Apath for all reasonable expenses related to investigating, applying for and obtaining such injunctive relief, including attorney’s fees, and agrees that no bond need be posted for a Court to issue such injunction. (6c) monthsPharmasset may terminate the Agreement for any reason or no reason by giving Apath thirty (30) days’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination, whereupon such termination shall be effective for all purposes hereunder as of the date such notice is received by Apath pursuant to Section 20. 16.6 Upon termination of (d) If this Agreement is terminated by Pharmasset for any reasonreason or by Apath for cause, nothing herein Pharmasset shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee destroy all Covered Technology in its possession, custody, or control and any sublicensee thereof maycease all use thereof; provided, however, after that if this Agreement is terminated by reason of the effective expiration, or earlier termination, of the last to expire, or to be terminated, U.S. patent in the Licensed Patent Rights, then Pharmasset will be permitted to retain all Covered Technology in its possession, custody or control and will be permitted to continue its use thereof without any obligation to Apath. Subject to the foregoing, within thirty (30) days following the date of such terminationnotice of termination by Pharmasset or by Apath for cause, sell Pharmasset shall provide to Apath a written certification, signed by an authorized person of Pharmasset, indicating that all Licensed Products and complete Licensed Products Covered Technology in the process of manufacture at possession of, or under the time of control of, Pharmasset has been completely destroyed and is no longer in use or that Pharmasset is not required to take such termination and sell the sameaction, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsapplicable.

Term and Termination. 16.1 The a. With respect to the Licensed Patents, the term of this License Agreement shall commence as of the Effective Date and shall be effective until the last of the Licensed Patents expires (15the “Patent Term”). b. With respect to the Licensed IP but excluding the Licensed Patents, the initial term of this License Agreement shall commence as of the Effective Date and shall be effective for a period of two (2) years or (the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition “Initial Term”) and shall automatically be renewed for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by successive annual terms (each a “Renewal Term”) unless Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior gives written notice in to the event Licensor of Licensee’s failure its intent not to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon renew at least sixty (60) days prior to the end of the Initial Term or then current Renewal Term, as applicable (the Patent Term, Initial Term and all Renewal Terms, if any, are hereinafter referred to collectively as the “Term”). c. Without prejudice to any rights that have accrued under this License Agreement or any of its rights or remedies, either Party may terminate this License Agreement immediately by giving written notice in to the event of Licensee’s other Party (i) if the other Party commits a material breach or default of any material a term of this License Agreement and the breaching Party fails to remedy or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty a period of thirty (6030) day period. Upon days after being notified in writing to do so, or (ii) if the expiration other Party commits a material breach of any a term of the sixty Sublicense Agreement and the breaching Party fails to remedy or cure such breach within a period of thirty (6030) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminatedays after being notified in writing to do so. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 d. Upon termination of this Agreement License Agreement, (i) any and all rights granted to Licensee hereunder shall automatically and immediately cease and revert to Licensor; and (ii) within a reasonable period of time for any reasonLicensee to wind down use of the Licensed IP, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC cease all use of the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsIP.

Term and Termination. 16.1 9.1 The term of this the contract as indicated on the Service Agreement shall will not start until the Service Commencement Date but you agree that you may be (15) years or charged from the life Installation Date. The contract will then continue for the initial minimum term stipulated within the Service Agreement. For the avoidance of doubt, if not specified on the Service Agreement the initial minimum term of contract is 12 months. At the end of the last expiring Licensed Patent Rightinitial minimum term, whichever the contract will automatically renew for a further period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcyof twelve (12) months, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety on a rolling twelve (9012) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannermonth basis, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration we receive prior notice from you giving a minimum of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice of your wish to terminate the Service. Such termination is not to take place earlier than the expiry of the current term or renewed term. 9.2 We shall have the right, by giving written notice to you, to terminate the Agreement immediately if you: 9.2.1 commit any material breach of your obligations, and fail to remedy that breach within twenty-eight (28) days of written notice of that breach the twenty-eight (28) day period only applies where a breach is capable of remedy; if it is incapable of remedy, the Agreement may be terminated by written notice immediately), or 9.2.2 have a winding up petition presented, or enter into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of amalgamation or reconstruction without insolvency), or make an arrangement with your creditors or petitions for an administration order, or has a receiver or manager appointed over any of your assets, or generally becomes unable to pay your debts within the meaning of section 123 of the Insolvency Xxx 0000. 9.3 We may terminate the Service or part thereof on 60 days written notice to you provided that such notice extends the termination date beyond the end of the minimum term as set out in the event Service Agreement. 9.4 Where the Agreement is terminated or otherwise brought to an end, all Service Fees for the remainder of Licensee’s breach or default of any material the initial term or condition the renewed term (as applicable) shall become payable immediately. 9.5 If you cancel an ordered Service or warranty contained any part of it, notwithstanding that such order has only been provisionally accepted by us, you agree to reimburse us for any costs we have incurred in preparing to deliver the Service in addition to the standard cancellation charge, as may be applicable at the time. We will take all reasonable steps to mitigate any such costs. If you have had a site survey you will pay the full site survey charges. If the Service includes any excess construction charges such charges will be payable in full by you on cancellation of an ordered Service. If we have provided you with any Equipment you will return such Equipment to us immediately in full working order at your cost. 9.6 If you request a change to the Required Date and/or the Contractual Delivery Date (and this Agreement, unless Licensee shall cure such breach within said sixty (60has been accepted by us) day period. Upon and you subsequently cancel the expiration order any cancellation charge will be calculated on the later of the sixty (60) day periodrevised Required Date or Contractual Delivery Date, as the case may be. 9.7 If the cancellation of the order is due to our failure to provide the Service within a reasonable time after the agreed Required Date or Contractual Delivery Date, if Licensee shall not have cured said breachlater, the rights, privileges and license granted hereunder shall terminateno cancellation charge will be levied. 16.5 Licensee 9.8 We shall have the right to terminate this the Agreement at any time upon six (6) months’ prior written notice immediately if required because of a regulatory or legal change or are required to CMCC, and upon payment do so by Licensee a direction of all amounts due CMCC through the effective date of terminationOfcom. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term of 7.1 Unless earlier terminated as hereinafter provided, this Agreement AGREEMENT shall be (15) years or remain in full force and effect for the life of the last expiring Licensed to expire patent issued under the Patent Right, whichever period is longerRights. 16.2 CMCC may 7.2 If Biomira shall cease to carry on its business with respect to Licensed Products for a period of three (3) months for reasons that are not beyond its control, this AGREEMENT shall terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment notice by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedDFCI. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure 7.3 Should Biomira fail to pay to CMCC DFCI such royalties as are due and payable hereunder in a timely mannerhereunder, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee DFCI shall have the right to terminate this Agreement AGREEMENT on forty-five (45) days written notice, unless Biomira shall pay DFCI within the forty-five day (45) notice period all such royalties and interest that are due and payable. Upon the expiration of the forty-five (45) day period, if Biomira shall not have paid all such royalties and interest due and payable, DFCI, at its sole option, may immediately terminate this AGREEMENT and all rights, privileges and license hereunder granted. 7.4 Biomira shall have the right to terminate this AGREEMENT at any time upon six (6) months’ prior ' written notice to CMCCDFCI, and upon payment by Licensee of all amounts due CMCC DFCI through the effective date of termination. 16.6 7.5 Upon any material breach or default of this AGREEMENT by either party, other than a breach by Biomira of the type delineated in Sections 7.2 and 7.3 which shall always take precedence in that order over any material breach or default referred to in this Section 7.5, the non-breaching party shall have the right to terminate this AGREEMENT and its attendant license, rights, privileges and obligations upon ninety (90) days written notice to the breaching party. Such termination shall become effective immediately at the conclusion of such notice period unless the breaching party shall have cured any such breach or default prior to the expiration of the ninety (90) day period, provided however that such notice period shall be suspended for so long as the breaching party can demonstrate that it is taking all reasonable steps to remedy such breach or default. For purposes of this AGREEMENT, an unintentional or minor failure by either party to comply with any law, regulation or other obligation, including but not limited to those referred to generically in Section 2.5, shall not be considered a material breach of this AGREEMENT if such failure is unlikely to have a material adverse effect on the development, testing, manufacture, promotion and/or sale of Licensed Products, provided that upon learning of its non-compliance with such law, regulation or obligation, the non-complying party initiates reasonable efforts to [+] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED FOR CONFIDENTIALITY PURPOSES bring its activities into compliance within the ninety-day period specified in this Section 7.5 or within any mutually agreed extension thereof. 7.6 Upon termination of this Agreement AGREEMENT for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee Biomira and any sublicensee thereof Affliate(s) and/or Sublicensee(s) may, however, for a period of six months or such longer period as may be required after the effective date of such termination, sell all Licensed Products which are in inventory at the time of termination, and complete and sell Licensed Products which Biomira can clearly demonstrate were in the process of manufacture at the time of such termination and sell the sametermination, provided that Licensee Biomira shall pay to CMCC DFCI the royalties thereon as required under by ARTICLE IV of this Agreement AGREEMENT and shall submit the reports required under this Agreement by ARTICLE V hereof on the sales of Licensed licensed Products, and further provided that Biomira is not in default with respect to its insurance obligations as set forth in Article VIII. 7.7 Upon termination of this AGREEMENT for any reason, any sublicense not then in default shall continue in full force and effect except that DFCI shall be substituted in the place of Biomira.

Term and Termination. 16.1 (a) The term of this Agreement shall be (15) years or the life commence as of the last expiring Licensed Patent Right, whichever period is longerEffective Date and shall continue unless terminated as set forth below. 16.2 CMCC (b) This Agreement may terminate be terminated: [**] Confidential treatment has been requested for the bracketed portion. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. i. thirty (30) days after written notice by either party, in the event of any default by the other party of any material term, covenant or obligation under this Agreement which is not cured during such thirty (30) day period; or ii. immediately upon the bankruptcyMentat’s election, insolvencyif a receiver, liquidationliquidator, dissolution trustee or cessation of operations of Licensee; or the filing of any voluntary petition like official is appointed for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; Licensee or any voluntary substantial portion of its property or if Licensee has filed or consented to any petition in bankruptcy or other insolvency proceedings or shall have made any assignment by Licensee for the benefit of creditors; or iii. immediately upon Licensee’s election, if a receiver, liquidator, trustee or like official is appointed for Mentat or any substantial portion of its property or if Mentat has filed or consented to any petition in bankruptcy or other insolvency proceedings or shall have made any assignment for the filing benefit of creditors; or iv. immediately by Mentat pursuant to Section 9(c). (c) In the event that Licensee is able to terminate this Agreement for Mentat’s breach or for reasons described in 7(b)iii, Licensee will have any involuntary petition for bankruptcy, dissolution, liquidation or winding-up one of the affairs of following options: i. Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement immediately, subject to Licensee’s compliance with the provisions of Section 7(d); or ii. Licensee may retain and continue to exercise the license rights granted to it hereunder, subject to compliance by Licensee with the terms and conditions of the Agreement, including the payment of the Distribution Fee, Source Sublicense Fee, Additional Sublicensee Fee, and Source Code Fee, except that Licensee will no longer be obligated to pay the Support Fee and Mentat will no longer be obligated to provide the support obligations set forth in Section 6. (d) Upon termination by Mentat for Licensee’s material breach or under Section 7(b)iv, or upon termination by Licensee under Section 7(c)i, all rights granted by Mentat to Licensee shall terminate, subject to Section 7(e). The following conditions shall apply on termination: i. Licensee and PalmSource Sublicensees shall discontinue use of Licensed Software and shall either deliver to Mentat or destroy all Licensed Software, and any related materials furnished by Mentat, together with all copies thereof; ii. Licensee and PalmSource Sublicensees shall erase or destroy any part of Licensed Software contained in computer memory or data storage apparatus under the control of Licensee and PalmSource Sublicensees; iii. Licensee shall certify in writing to Mentat within thirty (30) days prior written notice in of termination that Licensed Software, related materials and all copies thereof under its own control or under the event control of Licensee’s failure PalmSource Sublicensees have either been returned to pay to CMCC royalties due Mentat or destroyed and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateerased from computer memory or data storage apparatus. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60e) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein any license granted to End Users under this Agreement by Licensee or PalmSource Sublicensee prior to the date of termination shall remain in full force and effect. Except for a termination of this Agreement under Section 9(c) and 7(c)(ii) which shall be construed governed by such sections, Licensee and PalmSource Sublicensees may continue to manufacture and distribute any existing product lines incorporating the Licensed Software which are beta, gold master or in commercial release either party from any obligation that matured prior to as of the effective date of such termination. Licensee and any sublicensee thereof may, however, after termination for a period of six (6) months from the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsMentat a pro-rated Distribution Fee for such six (6) month period.

Term and Termination. 16.1 The term of 13.1 Unless earlier terminated as provided herein, this Agreement shall be (15) years or terminate upon the life last to expire of the last expiring Licensed Patent RightRights, whichever period is longeron a country-by-country basis. 16.2 CMCC 13.2 Phenome may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of LicenseeMediCept; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of LicenseeMediCept; or any voluntary assignment by Licensee MediCept for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee MediCept which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC 13.3 Phenome may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained MediCept's failure to pay to Phenome royalties due and payable hereunder in this Agreementa timely manner, unless Licensee MediCept shall cure make all such breach payments to Phenome within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee MediCept shall not have made all such payments to Phenome, the rights, privileges and licenses granted hereunder shall terminate. 13.4 Except as otherwise provided in Section 13.3 either party may terminate this Agreement upon ninety (90) days prior written notice in the event of the breach or default of any material term or condition or warranty contained in this Agreement by the other, unless the breaching party shall cure such breach within said ninety (90) day period. Upon the expiration of the ninety (90) day period, if breaching party shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have 13.5 Prior to the right to first offering for sale of a Licensed Product in any country, MediCept may terminate this Agreement at any time upon six three (63) months’ months prior written notice to CMCC, Phenome without cause or penalty and upon payment by Licensee MediCept of all amounts due CMCC Phenome through the effective date of termination. 16.6 13.6 After the first offering for sale of a Licensed Product in a country, MediCept may terminate this Agreement in whole or as it pertains to that country upon twelve (12) months prior written notice to Phenome without cause or penalty and upon payment by MediCept of all amounts due Phenome through the effective date of termination. 13.7 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee MediCept and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee MediCept shall pay to CMCC Phenome the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products. 13.8 In the event of termination of this Agreement for any reason, all payments due or made to Phenome by MediCept shall be nonrefundable.

Term and Termination. 16.1 The term of this Agreement License shall be commence upon the date hereof and continue for the Term designated herein, subject to earlier termination pursuant to the provisions set forth herein. Notwithstanding the designated Term, this License shall expire: (15i) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which that it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days recorded without the prior written notice in the event consent of FirstLight; (ii) upon Licensee’s failure to pay cure a default by Licensee hereunder, following written notice of such default from FirstLight to CMCC royalties due Licensee, if the terms hereof expressly provide for such notice and payable hereunder in a timely manner, unless Licensee shall make all such payments right to CMCC within said thirty cure; or (30iii) day period. Upon the expiration as of the thirty (30) day perioddate of any public taking, if Licensee to the extent any portion of the Property is condemned or taken in any manner for any public or quasi-public use. Termination of this License shall not have made all such payments affect Licensee's obligations under this License Agreement arising on or before the effective date of termination, including but not limited to CMCC, the rights, privileges obligations for indemnity and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC reimbursement. This License Agreement may terminate this Agreement be terminated at any time by either party upon providing sixty (60) days prior written notice to the other party. NO WARRANTIES. FIRSTLIGHT MAKES NO WARRANTY OR REPRESENTATION AS TO TITLE, FITNESS OR CONDITION OF THE PROPERTY OR THE FACILITY, EXPRESS OR IMPLIED, OF ANY KIND, AND LICENSEE USES EACH IN “AS IS, WHERE IS” CONDITION, WITH ALL FAULTS. Licensee hereby acknowledges that it has inspected the Property and has determined that it is suitable for Licensee’s Use, that it is not relying on any oral or written representation by FirstLight concerning the Property, and that FirstLight is under no obligation to maintain the Property for Licensee's Use. COMPLIANCE WITH LAWS. Licensee at its sole cost and expense shall comply with all local, county, state or federal laws, codes or ordinances of any description applicable to the Facility and Licensee's Use of the Property including but not limited to zoning, building, engineering, sanitation, health, wetlands, or other environmental laws, and shall promptly remedy any breach of the same. As a condition of entering into the License Agreement, Licensee shall provide evidence reasonably satisfactory to FirstLight that all required consents and permits are in force for Licensee’s Use. Licensee covenants that its Use shall not endanger health, create a nuisance, or otherwise be incompatible with overall Project recreational use, and that Licensee shall take all reasonable precautions to ensure that the event construction, operation and maintenance of structures or facilities will occur in a manner that will protect the scenic, recreational, and environmental values of the Project. Licensee understands and agrees that the FERC reserves the right to require FirstLight to take reasonable remedial action to correct any violations for the protection and enhancement of the Project's scenic, recreational and other environmental values. Licensee shall promptly remedy Licensee’s breach or default of any material law, regulation, permit, license, or term or condition of this License Agreement with respect to the Property or warranty contained the Facility, at Licensee's sole cost and expense. If Licensee fails or refuses to comply or remedy any such breach, then any cost and expense incurred by FirstLight in this Agreement, unless Licensee shall cure effecting such compliance or remediating any such breach within said sixty (60) day periodshall be immediately reimbursed by Licensee upon demand. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice use or store or allow to CMCCbe released or discharged any pollutant or hazardous material or hazardous substance, and upon payment as those terms may be defined by any applicable federal, state or local law, rule or regulation, on or within the Property except in accordance with applicable law. Upon FirstLight's request, Licensee shall provide evidence reasonably satisfactory to FirstLight that all required consents or permits are in force for Licensee's Use of the Property. In the event that archeological materials or human remains are found by Licensee or any party acting on behalf of all amounts due CMCC through Licensee during any ground-disturbing activities at or near the effective date Property or the Project, Licensee shall stop such activity immediately and notify FirstLight of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein such findings. No such further activity shall be construed to release either party from any obligation that matured prior to permitted until FirstLight has concluded its investigation of the effective date findings with the assistance of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsState Historic Preservation Officer.

Term and Termination. 16.1 7.1 The term of this License shall begin on the Effective Date of this Agreement shall be (15) years or the life of the last expiring and continue until no Licensed Patent Rightremains an enforceable patent, whichever period is longeror unless terminated earlier as provided herein. 16.2 CMCC 7.2 Licensee may terminate this Agreement immediately upon at any time by giving at least sixty (60) days written and unambiguous notice of such termination to UABRF. Such notice shall be accompanied by a statement of the bankruptcy, insolvency, liquidation, dissolution or cessation reasons for termination. 7.3 If Licensee at any time defaults in the timely payment of operations of Licensee; any monies due to UABRF or the filing timely submission to UABRF of any voluntary petition for bankruptcyDevelopment Report, dissolution, liquidation or winding-up of the affairs of Licensee; or commits any voluntary assignment by Licensee for the benefit of creditors; or the filing breach of any involuntary petition for bankruptcyrepresentation, dissolutionwarranty or other covenant herein contained, liquidation and Licensee fails to remedy any such breach or winding-up of the affairs of Licensee which is not dismissed default within ninety (90) days after written notice thereof by UABRF, UABRF may, at its option, terminate this Agreement by giving thirty (30) days notice of the date on which it is filed or commencedtermination to Licensee. 16.3 CMCC 7.4 UABRF may terminate this Agreement upon thirty (30) days prior written notice in the event occurrence of Licensee’s the third separate default by Licensee within any consecutive two-year period for failure to pay to CMCC royalties Royalties or Other Payments under Section 3 when due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon by giving sixty (60) days prior written notice in of termination to Licensee. 7.5 To the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day periodextent permitted by law, if Licensee shall become insolvent or shall suspend business without a successor or shall file a voluntary petition or answer admitting the jurisdiction of the court and the material allegations thereof or shall consent to an involuntary petition pursuant to or purporting to be pursuant to any reorganization or insolvency law of any jurisdiction or shall make an assignment for the benefit of creditors, or shall apply for or consent to the appointment of a receiver or trustee of a substantial part of its property, and such proceedings are not have cured said breachdismissed within one-hundred and twenty (120) days of filing, then, to the rightsextent permitted by law, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to UABRF may thereafter immediately terminate this Agreement at any time upon six (6) months’ prior by giving written notice of termination to CMCCLicensee. This Agreement and all of each party’s right, obligations, and licenses hereunder shall terminate upon payment by Licensee receipt of such notice, except with respect to all amounts due CMCC through accrued and unpaid fees under Section 3, if applicable, incurred prior to the effective date of termination and except as provided in Section 7.7 herein. Licensee shall notify UABRF in writing within forty-five (45) days after the filing of any petition, answer, consent, assignment, application or other document evidencing the conditions set forth in herein. 7.6 Upon the termination of this Agreement, Licensee shall remain obligated to provide an accounting for and to pay royalties earned up to the date of the termination. 16.6 Upon termination of 7.7 If this Agreement is terminated for any reason: a. except in the case of termination under Section 7.1, Licensee will immediately cease use of the Licensed Patents, except as permitted in [c] below; b. nothing herein shall in this Agreement will be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, ; and c. after the effective date of such termination, Licensee and Sublicensees may sell all Licensed Products Product(s) and complete Licensed Products in the process of manufacture parts thereof that it has on hand at the time effective date of such termination termination; provided, however, that the Royalty and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required Other Payment of Section 3 obligations under this Agreement and shall submit any Sublicensee Agreements will continue until all Licensed Product(s) have been sold. d. the reports required applicable provisions of Sections 10, (Product Liability; Conduct of Business), 11 (Use of Name), 12 (Miscellaneous), 13 (Confidentiality), and 15 (Export Compliance) will survive any termination or expiration of this Agreement. e. all Sublicenses upon Termination will be assigned to UABRF, and all Sublicensees notified as such in writing by the Licensee. UABRF will have no greater duties or lesser rights under such Sublicenses than UABRF has under this Agreement. In the event of said termination, UABRF, at its sole discretion, can modify the terms of the Sublicenses to ensure that any terms of this Agreement on not explicitly included in the sales Sublicenses continuing are modified accordingly. Sublicensee termination following assignment to UABRF shall be managed by the terms of Licensed Productsthe assigned agreements.

Term and Termination. 16.1 7.1 The term of license rights granted under this Agreement shall be for a period commencing at the earlier of (15i) years or the life payment of the last expiring license subscription fee or (ii) initial download of or access to the Licensed Patent RightProduct, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon excluding updates. Evaluation use shall under no circumstance exceed thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminatefor any Customer. 16.4 Except as otherwise provided in Paragraph 14.3 above7.2 The license will continue until either (i) the subscription expires, CMCC may terminate this Agreement upon sixty (60ii) days prior written notice in the event of Licensee’s breach subscription license terminates, or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60iii) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminateCustomer is no longer a Qualified Customer. 16.5 Licensee 7.3 Syncfusion shall have the right to terminate this Agreement at Customer’s license if Customer fails to pay any time upon six (6required license fee(s) months’ prior or otherwise fails to comply with the license terms and conditions set forth herein. In the event that Customer’s failure to comply with the license terms and conditions is not payment-related or a material breach of the Agreement, Syncfusion shall give written notice to CMCCCustomer of such default, and upon payment by Licensee if such default has not been remedied within thirty (30) days after such notice, the license granted hereunder shall terminate. Specific termination timelines are as follows: (a) In the event Customer fails to renew the subscription, then all licensed rights granted under this Agreement will immediately terminate and Syncfusion shall not be required to give any written notice of all amounts due CMCC through the effective date of such termination. 16.6 Upon termination (b) In the event that Customer has failed to pay any required fee(s), whether an initial license fee or fee for additional licenses or any other services, Syncfusion shall give written notice to Customer of such default, and if such default has not been remedied in full within five (5) days of such notice, all licenses granted hereunder are hereby automatically revoked without further notice. (c) Once any licenses are revoked for failure to pay license fees, all use of the Licensed Product, including other products or products licensed from Syncfusion under prior agreements, shall be strictly prohibited. Syncfusion shall not be required to give any written notice in the event that Customer’s material breach of this Agreement results in the immediate termination of the license granted under this Agreement. 7.4 Customer agrees, upon expiration of the license term or upon termination, for any reason, nothing herein Customer shall be construed immediately return or destroy the Licensed Program(s), all Dashboards made with the Licensed Products, to release either party include from any obligation that matured prior all CAL users, and copies thereof as directed by Syncfusion and, if requested by Syncfusion, to certify in writing as to the effective date destruction or return of such terminationthe Licensed Product and all copies thereof. Licensee and any sublicensee thereof may, however, after the effective date of such Upon termination, sell Customer will have no rights to possess or distribute the Licensed Product. Additionally, Customer acknowledges and agrees that Customer will remove all servers that contain the Licensed Products from all locations. 7.5 Sections 6, 7, 8, 9, 10, 13, and complete Licensed Products in the process 18 of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement shall survive the expiration or termination of Customer’s license and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 A. The term of this Agreement shall be not less than fifteen (15) years or the life of the last expiring Licensed Patent Right, whichever period is longerthe longer term. 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 C. CMCC may terminate this Agreement upon thirty (30forty-five(45) days prior written notice in the event of Licensee’s 's failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty forty-five (3045) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 D. Except as otherwise provided in Paragraph 14.3 C above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s 's breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach to CMCC's reasonable satisfaction within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachbreach to the reasonable satisfaction of CMCC, the rights, privileges and license granted hereunder shall terminate. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six ninety (690) months’ days prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products. G. Upon termination of this Agreement for any reason, all rights and licenses shall revert to CMCC and/or YISSUM, as appropriate. Licensee shall return, and/or transfer, to CMCC and/or YISSUM, as appropriate, within 14 days of termination, all the rights and/or material relating to Licensed Products or Licensed Processes, and any and all data, inventions, know-how, and patent rights developed under the Sponsored Research Agreement, and Licensee may not make any further use thereof, nor shall Licensee be entitled to any reimbursement of any amount paid to CMCC or YISSUM under this Agreement or the Sponsored Research Agreement. Licensee shall also provide to CMCC exclusive rights to any related tangible or intangible property and developed solely by Licensee in the course of commercializing Licensed Products or Licensed Products (including, but not limited to manufacturing know-how, test data, product samples, patent filings, regulatory filings, and clinical data) under an agreement through which CMCC would, from proceeds (if any) derived from subsequent commercialization of the Patent Rights and/or Licensed Products and/or Licensed Products, reimburse Licensee for its reasonable costs in developing said tangible and intangible assets. H. Upon termination of this Agreement by CMCC, CMCC shall, and shall cause YISSUM to, refrain from selling any then unsold shares of common stock or exercising any then unexercised warrants then owned or possessed by either party, and shall return, and cause YISSUM to return, any such shares and/or warrants to Licensee within fourteen (14) days of such termination.

Term and Termination. 16.1 The term of A. If not terminated sooner pursuant to Sections 2B, 8C, 10B, or the provisions in this Section 6, this Agreement shall be terminate: (15i) years or on the life date of the last expiring to expire claim contained in the Licensed Patent RightPatents; or (ii) in the event that no patent shall issue, whichever period is longerupon the expiration of the Orphan Drug status, if achieved. 16.2 CMCC may terminate this Agreement immediately upon B. Subject to the provisions of the federal bankruptcy laws that limit rights of termination, if LICENSEE shall become bankrupt, or shall file a petition in bankruptcy, insolvencyor if the business of LICENSEE shall he placed in the hands of a receiver, liquidation, dissolution assignee or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee trustee for the benefit of creditors; , whether by the voluntary act of LICENSEE or the filing of any involuntary petition for bankruptcyotherwise, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedthis License Agreement shall automatically terminate. 16.3 CMCC may C. Should LICENSEE fail to make payment to LICENSOR of royalties due in accordance with the terms of this Agreement that are not the subject of a bona fide dispute between LICENSOR and LICENSEE, LICENSOR shall have the right to terminate this License Agreement upon within thirty (30) days prior written after giving said notice in the event of Licensee’s failure to termination unless LICENSEE shall pay to CMCC royalties due and payable hereunder in a timely mannerLICENSOR, unless Licensee shall make within the 30-day period, all such payments to CMCC within said thirty (30) day periodroyalties and interest due. Upon the expiration of the thirty (30) -day period, if Licensee LICENSEE shall not have made paid all such payments to CMCC, the rights, privileges royalties and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachinterest due, the rights, privileges and license granted hereunder shall shall, at the option of LICENSOR, immediately terminate. 16.5 Licensee D. Upon any material breach or default of this Agreement by LICENSEE, other than as set forth in Section 6C herein above, LICENSOR shall have the right to terminate this Agreement and the rights, privileges and licenses granted hereunder upon giving thirty (30) days written notice to LICENSEE. E. LICENSEE shall have the right at any time upon six to terminate this Agreement in whole by giving ninety (690) months’ prior written days notice thereof in writing to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationLICENSOR. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such terminationtermination or obligations under Sections 3, 5, 10, 11, 15, and 16 hereof. Licensee and LICENSEE and/or any sublicensee thereof may, however, after the effective date of or such terminationtermination and continuing for a period not to exceed three (3) months thereafter, sell all Licensed Products completed as of the date of notice of such termination and complete sell any Licensed Products in the process of manufacture at as of the time date of notice of such termination and sell the sametermination, provided that Licensee LICENSEE shall pay or cause to CMCC be paid to LICENSOR the royalties thereon as required under by Article 3 of this License Agreement and shall submit the reports and certifications required under this Agreement on the sales of Licensed ProductsProducts outlined in Section 5E hereof. G. LICENSOR shall have the right to terminate this Agreement upon termination of the Consulting Agreement entered into by and between LICENSOR and LICENSEE that relates to LICENSOR’s providing consulting services to LICENSEE in connection with LICENSEE’s business.

Term and Termination. 16.1 The term 12.1. Unless earlier terminated as hereinafter provided, this Agreement shales remain-in full force and effect until the last to expire of any patent claim included in the Licensed Products. 12.2. If LICENSEE shall cease to carry on its business, this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longerterminate upon notice by UFRFI. 16.2 CMCC may 12.3. Should LICENSEE fail to pay UFRFI royalties due and payable hereunder, UFRFI shall have the right to terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannerdays' notice, unless Licensee LICENSEE shall make all such payments to CMCC pay UFRFI within said the thirty (30) day period, all such royalties and interest due and payable. Upon the expiration of the thirty (30) day period, if Licensee LICENSEE shall not have made paid all such payments to CMCC, the rights, privileges royalties and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachinterest due and payable, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee 12.4. Upon any material breach or default of this Agreement by LICENSEE, other than those occurrences set out in Paragraphs 12.2 and 12.3 above, which shall always take precedence in that order over any material breach or default referred to 14 in this Paragraph 12.4, UFRFI shall have the right to terminate this Agreement and the rights, privileges and license granted hereunder by ninety (90) days notice to LICENSEE. Such termination shall become effective unless LICENSEE shall have cured or commenced good faith remedial action acceptable to UFRFI any such breach or default prior to the expiration of the ninety (90) day period. If UFRFI terminates this Agreement pursuant to the terms hereof, the Research Agreement shall concurrently terminate on the effective date of termination of this Agreement, and the Research Agreement shall be terminated in accordance with Paragraph 4.2 and Article X of the Research Agreement. 12.5. LICENSEE shall have the right to terminate this Agreement at any time upon on six (6) months’ prior ' written notice to CMCCUFRFI, and upon payment by Licensee of all amounts due CMCC UFRFI through the effective date of the termination. 16.6 12.6. UFRFI may terminate this Agreement upon the occurrence of the third separate default by LICENSEE within any consecutive three (3) year period for failure to pay royalties when due. 12.7. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee LICENSEE and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products Products, and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee LICENSEE shall pay to CMCC UFRFI the royalties thereon as required under by Article IV of this Agreement and shall submit the reports required under this Agreement by Article V hereof on the sales of Licensed Products. 12.8. Upon termination of this Agreement, any sublicensee not then in default or in threat of default as documented by reports as per Section 5.2 shall have the right to seek a license from UFRFI.

Term and Termination. 16.1 6.1 The term of this Agreement shall be begin on the Closing Date and shall continue until December 31, 2008 (15the "Initial Term"), unless earlier terminated by mutual agreement or as otherwise provided in this Agreement. At the end of the Initial Term (or if applicable a renewal period), this Agreement shall automatically renew for an additional one (1) years year period unless either party gives written notice of termination to the other at least 30 days prior to the end of the Initial Term, or the life end of any additional one year renewal period, as applicable. 6.2 Subject to the provisions of the last expiring Licensed Patent RightSchedules, whichever period is longer. 16.2 CMCC the SAMCO Companies may terminate all or any Services provided pursuant to this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice to PWI; provided that to the extent any Services are expressed to be provided as a package in any Schedule, any such termination must be as to the full package of Services not individual Services within the package. SAMCO Companies shall no longer be obligated to pay PWI the fee attributable to such cancelled Services following the effective termination date of such Services. SAMCO Companies shall be liable for any outstanding purchase orders placed with third parties or other out of pocket costs incurred by PWI on any SAMCO Company's behalf prior to PWI's receipt of the aforesaid written notice of termination. 6.3 Subject to the provisions of the Schedules, in the event of Licensee’s failure a material breach under this Agreement, the non-defaulting party may terminate the specific Service(s) to pay which such breach relates if the defaulting party fails to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all cure such payments to CMCC breach within said thirty (30) day period. Upon days of its receipt of a written notice from the expiration non-defaulting party of such breach, provided that the duties and obligations of the thirty (30) day period, if Licensee defaulting party which have accrued prior to the termination of such Service shall not be released or discharged by such termination. Should the SAMCO Companies have made all failed to pay any amounts payable pursuant to Section 6 and such payments default shall have continued for 30 days, PWI shall be entitled to CMCC, the rights, privileges and licenses granted hereunder shall terminateterminate its obligation to provide any Services hereunder. 16.4 Except as otherwise provided in Paragraph 14.3 above6.4 The provisions of Sections 4.3, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event 5, 7, 8 and 9 shall survive termination of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 6.5 Upon termination of this Agreement PWI shall return to the SAMCO Companies any records or information provided by SAMCO Companies to PWI for the purposes of providing the Services and shall deliver to the SAMCO Companies any reasonrecords, nothing herein to the extent they relate to the SAMCO Companies, generated by PWI in the course of the provision of the Services. PWI shall be construed entitled to release either party from retain a copy of any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsinformation or records for its files.

Term and Termination. 16.1 The term a. This Agreement shall continue in force for the balance of the current calendar year. Thereafter this Agreement shall be (15) years or automatically renew for a further calendar year unless either party gives 60 days written notice of non-renewal to the life of the last expiring Licensed Patent Right, whichever period is longerother party. 16.2 CMCC b. This Agreement, any Assignment, and/or any license granted hereunder may be terminated in accordance with the following: (i) TREB may terminate this Agreement immediately upon and/or the bankruptcylicense granted herein: (A) immediately, insolvencyif Licensee uses, liquidation, dissolution transfers or cessation of operations of Licensee; or the filing of discloses any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs Proprietary Information or Data in violation of Licensee; this Agreement or if a third party uses, transfers or discloses any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs Data disclosed by TREB to Licensee without TREB’s prior written agreement; (B) immediately, if Licensee ceases to be a member of TREB or if Broker of Record rescinds authorization; or (C) upon 30 calendar days written notice if Licensee which has breached any other material provision of this Agreement, including failure to make payments when due, and such breach is not dismissed fully cured within ninety (90) days of the date on which it is filed or commencedsuch 30 day period. 16.3 CMCC (ii) Licensee may terminate this Agreement upon thirty (30) on 30 calendar days prior written notice in if TREB has breached any material provision of this Agreement and such breach is not fully cured within such 30 day period.‌ c. Upon termination of the event of Agreement or the license granted herein, Licensee’s failure right to pay to CMCC royalties due use and/or possess the Data and payable hereunder in a timely manner, unless Proprietary Information shall immediately cease. Licensee shall make immediately stop using the Data and Proprietary Information and shall delete all such payments to CMCC within said thirty (30) day periodcopies thereof from all storage media used by Licensee. Upon the expiration Licensee shall provide TREB with written certification signed by an officer of Licensee that all copies of the thirty (30) day period, if Data and Proprietary Information have been destroyed and that Licensee shall not have made all such payments has retained no copies. Nothing in this provision prevents Licensee from utilizing its own data that is identical or similar to CMCC, the rights, privileges and licenses granted hereunder shall terminate.Data.‌‌‌ 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event d. Termination of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and any Assignment or any license granted hereunder shall terminate. 16.5 Licensee shall have not limit the right remedies otherwise available to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCCeither party, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.including injunctive relief.‌

Term and Termination. 16.1 11.1. The term of this Agreement begins on the date on which You accept this Agreement in accordance with Section 29 below, and shall be continue in effect for the duration of the term of Your subscription period, which is five (155) years from the date you subscribe and Your first subscription payment is received, and may be renewed for additional periods thereafter (“Subscription Term” or the life of the last expiring Licensed Patent Right, whichever period is longer.“Renewal Subscription Term(s)” as applicable) unless terminated earlier as follows: 16.2 CMCC 11.1.1. You or GBCI may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution in whole or cessation of operations of Licensee; or the filing of in part at any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement time upon thirty (30) days prior written notice notice; provided that GBCI will not terminate this Agreement for so long as You remain in compliance with this Agreement, You have paid applicable Fees and the event of Licensee’s failure WELL Program remains in effect. 11.1.2. GBCI may terminate this Agreement in full (or as it relates to pay any Project that comprises Your Defined Portfolio under this Agreement), if You breach Your obligations under this Agreement, and You fail to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all cure such payments to CMCC breach within said thirty (30) day perioddays from the date of notice of breach provided to You by GBCI. Upon Such breach of obligations shall include, without limitation, to failure to timely pay any Fees due under this Agreement, Your misuse of any Marks or other intellectual property held by IWBI or its affiliates, and any misstatement, whether intentionally or unintentionally made, in the Portfolio and Project Information that You submit in connection with the WELL Program. 11.1.3. Following the expiration of Your then current Subscription Term, Your Renewal Subscription Term will commence at the then-current Fee Schedule unless You notify GBCI in writing at least thirty (30) day period, if Licensee shall days prior to expiration that You do not have made all such payments wish to CMCC, enter into the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty Renewal Subscription Term. At least ninety (6090) days prior written notice to expiration of Your Subscription Term or Renewal Subscription Term, You will be notified of the pending expiration and then-current terms of the WELL Portfolio Agreement and then-current Subscription Fees. You will not be required to pay another Enrollment Fee so long as You pay Your annual Subscription Fee for the first year of the Renewal Subscription Term within six months of expiration of your previous Subscription Term. 11.1.4. You acknowledge that IWBI has established prestige and goodwill in the event WELL Program and the Marks, which are well recognized in the minds of Licenseethe public throughout the world. It is of great importance, and in the mutual interest of You and IWBI, that all Portfolios and Projects enrolled under this Agreement embody the highest standards and reputation connected with GBCI and IWBI and the WELL Building Standard. Therefore, You agree that if You use the Marks in any manner that could or does disparage, tarnish or dilute the distinctive quality of the Marks or the reputation and goodwill embodied in the Marks, or which would reflect adversely on the Marks, any of the IWBI Indemnitees (defined below), the WELL Building Standard, and/or the WELL Program, in IWBI’s breach or default sole discretion, then at the time of any material term such act or condition or warranty contained in this Agreementat any time after GBCI and/or IWBI learns of any such act, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall GBCI will have the right right, at its sole option, to terminate this Agreement at any time upon six (6) months’ prior by written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationYou. 16.6 11.2. Upon termination of this Agreement pursuant to Section 11.1 above: 11.2.1. Your access to the Application(s) for the associated Project will be revoked by GBCI, and GBCI may, in its sole discretion, delete or destroy any reasonsuch Application(s) and Form(s) and all data therein. 11.2.2. All of Your rights to use the Marks pursuant to the license granted under Section 10 will terminate and You must immediately discontinue all use and display of the Marks. 11.2.3. Except as set forth in Section 11.2.4 below, nothing herein shall all Fees owed by You as of the effective date of such termination, including but not limited to any Fees owed for the remainder of Your Subscription Term, must be construed to release either party from any obligation that matured prior to paid in full within thirty (30) days of the effective date of such termination. Licensee and There shall be no refund of any sublicensee thereof mayFees paid or owed under this Agreement. 11.2.4. In the event that GBCI terminates this Agreement without cause as set forth in Section 11.1.1above, however, after any fees pre-paid by you applicable to any period of time subsequent to the effective date of such terminationtermination for services not received shall be refunded to you. 11.2.5. Upon the expiration or earlier termination of this Agreement, sell all Licensed Products You agree that You shall not seek or be entitled to any remuneration, fees, costs, damages or any other relief (legal or equitable) or compensation whatsoever, except as set forth in this Section 11.2. 11.2.6. Upon termination of this Agreement for cause, You acknowledge that GBCI may revoke a WELL Portfolio Score or WELL Certification in addition to any other remedies it may have under this Agreement, at law or in equity. Further, upon the expiration or early termination of this Agreement, both parties agree that they shall not seek or be entitled to any remuneration, fees, costs, damages or any other relief (legal or equitable) of compensation whatsoever, except as set forth in this Section 11.2. 11.3. It is expressly understood and complete Licensed Products in agreed that the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required parties’ respective obligations under this Agreement in Articles 8 and 9, Sections 10.1, 10.3, 10.4 and 10.5, Articles 11 through 15, and Articles 18 through 28 shall submit the reports required under survive any termination of this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 The 11.1 This Agreement will have a term of this Agreement shall be five (155) years or from the life Effective Date and will renew automatically, subject to 11.3, on the fifth anniversary of the last expiring Licensed Patent RightEffective Date for a further five (5) year period, whichever period unless RESELLER is longerthen in breach of this Agreement. 16.2 CMCC 11.2 RESELLER may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of at any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment time by Licensee giving VUZIX six (6) months prior written notice. 11.3 The “Minimum Business Volume” MBV requirements for the benefit Territory for each measurement period along with bench marks for such minimums where they have not yet been finalized, are listed in Schedule B of creditors; or this Agreement. New MBV requirements must be negotiated in good faith and in accordance with the filing of bench marks set out in Schedule B for the automatic renewal in Section 11.1 to take place. This Agreement may be terminated by VUZIX if RESELLER fails to meet the sales volume goals established by VUZIX and RESELLER for any involuntary petition for bankruptcyperiod, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedas specified in Schedule B to this Agreement. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice 11.4 The RESELLER’s Initial Funding Target, Initial Funding and Operational Date, Date of Determination for Minimum Cumulative Sales and Minimum Cumulative Sales Requirements, and Minimum Business Volumes requirements are listed in the event Schedule B of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee VUZIX shall have the right to terminate this Agreement at any time under Section 11.6 if the RESELLER does not meet such requirements. Such termination shall be effective upon six the giving of notice by VUZIX. 11.5 If either Party becomes insolvent, is unable to pay its debt when due, files for bankruptcy, is the subject of involuntary bankruptcy, has a receiver appointed, or has its assets assigned, the other Party may terminate this Agreement on thirty (630) months’ prior days written notice and may cancel any unfulfilled obligations. 11.6 Either Party may terminate this Agreement because of a material breach by the other Party of this Agreement unless such other Party cures the breach within thirty (30) days after having been advised in writing of such breach by the non-breaching Party. 11.7 Upon termination or expiration of this Agreement in accordance with the terms of this Agreement, all amounts owed from either Party to CMCCthe other Party shall immediately become due, and RESELLER shall not thereafter represent or hold itself out as an authorized VUZIX reseller or engage in any practices that might make it appear that RESELLER is still an authorized VUZIX reseller. Upon termination or expiration, RESELLER will immediately cease to be an authorized VUZIX reseller and will among other things, not use any VUZIX Marks and will cause all of its authorized sub-resellers to cease using any VUZIX Marks. Authorization of VUZIX to use any of RESELLER’s trade-marks will automatically cease upon payment such termination or expiration. 11.8 Upon termination or expiration of this Agreement, VUZIX reserves the right (without any obligation to do so) to repurchase from RESELLER, any or all Products then in the possession or under the control of RESELLER that are still unopened, in new merchantable condition and in their original packaging. Such repurchase shall be made at the actual price paid for such Products by Licensee RESELLER, FOB RESELLER’s principal place of business, less any and all amounts due CMCC then owing, for whatever reasons, from RESELLER to VUZIX. Such right must be exercised by giving written notice thereof within Sixty (60) days from the date of expiration or from the date notice of termination was given, as the case may be. 11.9 Acceptance of orders by VUZIX after notice of termination has been given shall be construed as separate transactions and shall not operate as a renewal or revival of this Agreement or as a waiver of such termination. VUZIX reserves the right for any reason and in its sole discretion to accept or reject, in whole or in part, any such orders and apply any new terms of sale. If no new terms of sale are agreed to by the parties but the order is nevertheless accepted by VUZIX, then the applicable terms of this Agreement shall apply to such order. 11.10 All obligations concerning outstanding transactions, warranties, support, Products, intellectual property protection, limitations of liability and remedies, confidentiality, and the general terms and conditions will survive termination or expiration of this Agreement, except that the provisions for confidentially will survive only through the effective date of terminationperiods set forth in this Agreement. 16.6 Upon 11.11 The Party terminating this Agreement pursuant to the express provisions hereof shall not incur any liability to the other Party by reason of termination of this Agreement either for compensation or damages on account of the loss of present or prospective profits or expenditures or investments or for any reason. 11.12 The term “Force Majeure” as employed in this Section means and includes the causes beyond the reasonable control of the Party so affected, nothing herein including, but not limited to, war (declared or undeclared), hostility, riot, revolution, embargo, fire, earthquake, flood, or other acts of God. The Party so affected shall be construed use its best efforts to release either party from any obligation that matured prior to provide the effective date of such termination. Licensee and any sublicensee thereof may, however, other Party with a prompt written notice within fourteen (14) days after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsoccurrence thereof.

Term and Termination. 16.1 The term 4.1 Unless otherwise terminated by operation of law or by acts of the parties in accordance with the terms of this Agreement, this Agreement shall be in force from June 22, 1999 and shall remain in effect for the life of the last-to-expire of the Cxxxxxx Patents. 4.2 Any termination of this Agreement shall be not affect the following: (15a) years A Cxxxxxx Licensee's obligations that have accrued prior to termination; (b) A Cxxxxxx Licensee's continuing obligation to indemnify VYSIS; and (c) VYSIS' or a Cxxxxxx Licensee's continuing obligation to maintain the life confidentiality of the last expiring Licensed Patent Right, whichever period is longerterms of this Agreement and any confidential information received from another party pursuant to this Agreement. 16.2 CMCC 4.3 If a Cxxxxxx Licensee should violate or fail to perform any material term or covenant of this Agreement, VYSIS may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior give written notice in of such default ("Notice of Default") to the event of Cxxxxxx Licensee’s failure . If the Cxxxxxx Licensee should fail to pay take appropriate steps to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all cure such payments to CMCC default within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day periodeffective date of such Notice of Default, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee VYSIS shall have the right to terminate this Agreement at any time upon six (6) months’ prior the license and rights granted to the Cxxxxxx Licensee hereunder by issuing a second written notice (Notice of Termination) to CMCCthe Cxxxxxx Licensee. Thereafter, the license and upon payment by rights previously granted to the Cxxxxxx Licensee of all amounts due CMCC through shall terminate automatically on the effective date of terminationthe Notice of Termination. Such termination shall not relieve the terminated Cxxxxxx Licensee of its obligation to pay any royalty or license fees owing at the time of termination and shall not impair any accrued right of VYSIS. Such termination shall not act to terminate the license and right granted hereunder to any other Cxxxxxx Licensee, provided that, VYSIS may exercise its rights under this Paragraph 4.3 separately against any Cxxxxxx Licensee who violates or fails to perform any material term or covenant of this Agreement. 16.6 Upon 4.4 GEN-PROBE or any other recipient of a license and rights pursuant to Paragraphs 2.4(a) - (d) may each terminate their respective license and rights (and any license which issues pursuant to those rights) upon written notice of termination of this Agreement for any reasonto VYSIS. Thereafter, nothing herein the license and rights previously granted to the applicable Cxxxxxx Licensee shall be construed to release either party from any obligation that matured prior to terminate automatically on the effective date of such terminationthe Notice of Termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such Such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement have no effect on the sales of Licensed Productslicense and rights granted to any other Cxxxxxx Licensee hereunder.

Term and Termination. 16.1 The This Agreement is for services rendered and shall be in full force and effect during such periods of time during which Verisys is providing services for Licensee (the “Term”); provided, however, that any term provided on Schedule A (the “Schedule A Term”) shall be considered the Term of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon until the expiration of the thirty (30) day periodthat Schedule A Term. Upon expiration of any Schedule A Term, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice shall continue in the event of effect for so long as Verisys is providing services for Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon or termination of this Agreement for any reasonlicense, nothing herein Licensee agrees that Licensee’s access to the Verisys Services and Verisys Content will be automatically terminated and Licensee shall be construed to release either party from any obligation that matured prior to pay Verisys all fees due through the effective date of such termination. Licensee and any sublicensee thereof mayAny material violation of this Agreement may result in termination of Licensee’s access to the Verisys Content, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products including without limitation in the process of manufacture at the time of such termination and sell the same, provided that event (a) Licensee shall pay fails to CMCC the royalties thereon as make payments required under this Agreement and shall submit Agreement; (b) Licensee commits a material breach of any of its obligations concerning scope of use or the reports required protection of Verisys Services or the intellectual property of Verisys; (c) Licensee materially breaches any of its other obligations under any provision of this Agreement, which breach is not remedied within thirty (30) days after notice thereof by Verisys to Licensee; (d) Licensee attempts to assign or otherwise transfer its rights, obligations, or duties under this Agreement on to another party without the sales written consent of Licensed ProductsVerisys; or, (e) Licensee becomes insolvent or proceedings are instituted by or against it under any provision of any federal or state bankruptcy or insolvency laws. Upon termination, there is nothing due from Licensee to Verisys beyond any fees due at the date of termination, and both parties are relieved of any further obligations contained in this Agreement except for those that by their nature survive or may require performance after termination, specifically, but not limited to, Verisys Intellectual Property rights, indemnity, limitation of liability, confidentiality and data retention and or destruction. Verisys reserves the right to add materials and features to, and to discontinue offering any of the materials and features that are currently a part of, the Verisys Services.

Term and Termination. 16.1 The term of this 6.1 This Agreement shall be (15) years or effective commencing on the life Effective Date until the first anniversary of the last expiring Licensed Patent RightEffective Date, whichever period is longerand thereafter shall be renewed automatically for additional consecutive three (3) month periods, unless earlier terminated in accordance with the terms of Sections 6.2 to 6.4 hereof. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy6.2 Notwithstanding Section 6.1, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Paysafe shall have the right to terminate this Agreement at immediately in the event: 6.2.1 of breach by the Client of its representations, warranties, covenants or other obligations under this Agreement; 6.2.2 that the Client is delinquent in any time payment hereunder ten (10) days after the same has become due; 6.2.3 the Client assigns this Agreement to any party without the consent required under Section 14.3; or 6.2.4 the Client makes an assignment for the benefit of its creditors, files a petition in bankruptcy, is adjudicated insolvent or bankrupt, files a petition or applies to any tribunal for any receiver, trustee, liquidator or sequestrator of any substantial portion of its property, commences any proceeding under any law or statute of any jurisdiction respecting insolvency, bankruptcy, reorganization, arrangement or readjustment of debt, dissolution, winding-up, composition or liquidation, or otherwise takes advantage of any bankruptcy or insolvency legislation whether now or hereafter in effect, or if any receiver, trustee, liquidator or sequestrator of any substantial portion of its property is appointed. 6.3 Paysafe may also terminate this Agreement without cause upon six twenty (620) monthsdays’ prior written notice to CMCCClient. 6.4 Notwithstanding Section 6.1, Client may terminate this Agreement, with or without cause, upon thirty (30) days' written notice to Paysafe. 6.5 Upon any termination of this Agreement, the Client shall immediately discontinue the use of all of the Processing Services and the license granted under Section 3.3 shall terminate. All provisions regarding indemnification, representations, warranties, liability and limits thereon and Confidential Information shall survive indefinitely or until the expiration of any time period specified elsewhere in this Agreement with respect to the provision in question, and upon termination of this Agreement shall not relieve the Client of its obligations to pay accrued fees. 6.6 Upon any termination of this Agreement, Paysafe shall retain, as security for the payment by Licensee of all the Obligations, each of the Security Deposit and the Reserve Amount as well as any other amounts due CMCC through in the effective Client's account for a full seven (7) month period from the date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 (a) The term of this Agreement (“Term”) shall be (15) years or the life commence as of the last expiring Licensed Patent Right, whichever period is longerEffective Date and shall continue in perpetuity unless properly terminated by either party as set forth in paragraph 2(c) following a breach of this Agreement by the other party,. 16.2 CMCC (b) Upon termination of this Agreement by the Licensor, (i) Licensee shall have the right to sell the Licensed Products that have been contracted for sale by the Licensee prior to the date of termination for such period of time (the “Sellout Period”) as is required to complete the sale of such Licensed Products and shall pay Licensor royalties on the sales of such Licensed Products during the Sellout Period in accordance with the provisions of this Agreement; and (ii) except for Licensee’s right to dispose of Licensed Products as set forth in clause (i) above, (1) Licensee shall release all of Licensee’s rights in and to the Licensed Property and the license granted pursuant to this Agreement; and (2) all rights of Licensee in and to the Licensed Property shall revert to Licensor, except for any rights sublicensed to a third party, which rights will not be revocable or infringed as a result of the termination of this Agreement, and Licensee must make appropriate arrangements with any sublicensee at that time. Upon termination of this Agreement by the Licensee, all fees and royalties will be terminated effective immediately. (c) Either party may terminate this Agreement immediately upon if a material breach of this Agreement by the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which other party is not dismissed cured within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior following written notice to the other party specifying the default; provided that no termination may occur unless and until the underlying dispute has been arbitrated and either party has violated in any material respect the event plan or order of Licensee’s failure the arbitrator. Notwithstanding the foregoing, if, following arbitration, the breaching party is diligently pursuing cure of the default, but is not able to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC cure the default within said thirty (30) day period. Upon the expiration of the thirty (30) day period, the cure period shall be extended for an additional thirty (30) days. (d) This Agreement shall terminate if the Licensee shall not have made all becomes insolvent or files for protection or relief under any provision of the United States Bankruptcy Code. In such payments to CMCCevent, the rightsparties agree that the Licensor shall be entitled to relief from stay in any such bankruptcy proceeding, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided without contest by Licensee, in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right order to allow Licensor to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, agreement. In such event all rights of Licensee in and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after Licensed Property shall revert to the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsLicensor.

Term and Termination. 16.1 14.1. Unless earlier terminated pursuant to any provision of this Agreement, this Agreement shall remain in force on a country-by-country basis in the Territory (the “Term”) until the date which is seventeen (17) years after the date of commencement of the first Royalty Year in respect of such country (each, a “License Period”). The Parties confirm that, pursuant to the Original License, upon expiry of the full term of the first License Period having commenced, Licensee exercised its option to extend the Original License in respect of all the countries of the Territory to a full license term of seventeen (17) years by payment to Licensor of a one-time lump sum payment of (U.S. Dollars One Hundred Thousand (US$100,000) in April of 2019. 14.2. Provided that the license has been in effect for, and elapsed after, a seventeen (17) year License Period with respect to a country in the Territory, Licensee shall thereafter have a royalty-free license to the Technology in such country. 14.3. Upon termination of this Agreement, Licensee and the CMO and any manufacturing Sub-Licensee shall immediately cease the manufacture, marketing, sale and distribution of Product in those countries of the Territory where Royalties have not been paid for the full seventeen year Term and shall return to Licensor all Technology and other Confidential Information in their possession, including the Clone and all clones derived therefrom in use in such countries. Upon the termination of this Agreement, Licensee shall, at Licensor’s request, promptly assign to Licensor or Licensor’s nominee, any application for Regulatory Approval or any Regulatory Approval obtained in those countries of the Territory where Royalties have not been paid for the full seventeen year Term. If any application cannot be so transferred or assigned, Licensee shall, at Licensor’s request, actively continue to process such application and shall assign such Regulatory Approval when received, and Licensor shall reimburse Licensee for its reasonable out-of-pocket expenses. Once transferred, Licensee will not retain any residual rights to any such application or Regulatory Approval. 14.4. Licensor shall have the right to terminate this Agreement by written notice to Licensee if Licensee should: 14.4.1. be declared bankrupt or insolvent, or request or suffer the appointment of a receiver for its assets, or make a composition with its creditors or take or suffer any similar action in consequence of debt; 14.4.2. fail to make any payment due Licensor under this Agreement for a period of forty-five (45) days following notice from Licensor that such payment is due; 14.4.3. fail to prevent the Technology from being transferred without Licensor’s and the IIA’s prior written consent; or 14.4.4. otherwise breach any material provision of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed and fail to cure such breach within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written after Licensor gives notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminateto Licensee. 16.5 14.5. Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior by written notice to CMCCLicensor if Licensor should: 14.5.1. be declared bankrupt or insolvent, or request or suffer the appointment of a receiver for its assets, or make a composition with its creditors or take or suffer any similar action in consequence of debt; or 14.5.2. breach any material provision of this Agreement and upon payment by fail to cure such breach within sixty (60) days after Licensee gives notice of all amounts due CMCC through the effective date of terminationsuch breach to Licensor. 16.6 Upon 14.6. No Party shall be entitled to any compensation upon, or by reason of, the termination of this Agreement for any reason, nothing herein other than for the material breach of this Agreement by the other Party, except that each Party shall be construed entitled to release either party from collect any obligation debt then owed to it by the other Party and shall have any rights that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsprovides upon termination.

Term and Termination. 16.1 The term of this Agreement 7.1 Should Fairview fail to pay TROVAGENE any amounts due hereunder, TROVAGENE shall be (15) years or have the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may right to terminate this Agreement immediately upon on thirty (30) days prior written notice, unless Fairview shall pay TROVAGENE within said thirty (30) day period such delinquent amounts and interest within said period. If Fairview in good faith disputes the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; payment amount or any voluntary assignment by Licensee for portion thereof then TROVAGENE cannot terminate the benefit of creditors; or agreement until the filing of dispute is resolved and Fairview does not pay the amount determined to be due and owing within thirty (30) business days. 7.2 Fairview shall have the right to terminate this Agreement and all rights, privileges and the Sublicense granted hereunder at any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within time upon ninety (90) days prior written notice to TROVAGENE. Should Fairview elect to terminate this Agreement, Fairview will report and pay within thirty (30) days of the termination date on which it is filed all outstanding royalties or commencedpayments due as defined in Section 4 and shall have no right to reclaim any royalty or fee payments previously made under this Sublicense. 16.3 CMCC may 7.3 Upon any breach or default of this Agreement by either party, including without limitation Fairview’s material failure to comply with Section 3 hereof, the other party shall have the right to terminate this Agreement upon thirty (30) days prior written notice in to the event breaching/defaulting party. Such termination shall become effective immediately at the conclusion of Licensee’s failure such notice period unless the breaching/defaulting party shall have cured any such breach or default prior to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within the expiration of said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 7.4 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee The provisions of Articles 4 (with respect to any payments outstanding as of the termination date), 5,6,7,8,9,10,11,13,15,18,20 and 25, shall survive the expiration or any sublicensee thereof may, however, after the effective date earlier termination of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 The term 9.1. This Agreement shall be effective as of the Effective Date, and shall be in effect for a period of three (3) years. 9.2. Upon expiration of the period specified in article 9.1, this Agreement will be automatically renewed for consecutive additional periods of three (3) years each, unless this Agreement is terminated by either Party taking into account a notice period of six (6) months prior to the end of the initial period or the then current three year renewal period. 9.3. Symbid Holding is entitled to terminate this Agreement forthwith in writing in any of the following events: a. a request is made or a petition is filed for Symbid OpCo's bankruptcy, Symbid OpCo is declared bankrupt, Symbid OpCo is granted a suspension of payments or becomes subject or other insolvency proceedings; b. Symbid OpCo is dissolved, liquidates its business or otherwise terminates or suspends its business activities; c. Symbid OpCo acts in breach of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is and such breach has not dismissed been cured within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior after a written notice of default; d. Symbid OpCo is in breach its compliance obligations pursuant to article 7.1, and such breach has not been cured within fifteen (15) days after a written notice of default; e. The interests of Symbid Holding and/or Symbid Foundation are materially harmed by an act or omission of Symbid OpCo; or f. In the event the license to use the Symbid IP and Symbid Know-How granted by Symbid Foundation to Symbid Holding is terminated or otherwise ceases to exist, for whatever reason. 9.4. Neither Party shall be liable to the other Party for any damages resulting from lawful termination of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon 9.5. The termination or rescission of this Agreement for any reason, nothing herein reason shall be construed not in any way affect the validity of the transfers of any Intellectual Property Rights or other rights by Symbid OpCo to release either party from any obligation that matured prior Symbid Holding pursuant to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 (a) The initial term of this Agreement shall be commence on the date hereof and continue for a period of 15 years, unless earlier terminated as provided in this Section 14 or Section 1(g). Unless notice of termination is delivered to the other parties ninety (1590) years calendar days prior to the initial term or the life any renewal term, this Agreement will automatically renew for consecutive additional periods of the last expiring Licensed Patent Right, whichever period is longer1 year each. 16.2 CMCC (b) Dais may terminate this Agreement (i) immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days Business Days written notice of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of LicenseeDistributor’s failure to pay complete purchases that meet the minimum amounts in accordance with Section 1(g), (ii) upon sixty (60) calendar days written notice to CMCC royalties Distributor for failure by Distributor to make payment for Products, Royalties or any amount due and payable hereunder in a timely mannerunder this Agreement when due, unless Licensee shall make such failure is cured within the sixty (60) calendar day cure period with the provision that Dais may stop all shipments to Distributor during the cure period (iii) upon sixty (60) calendar days written notice to Distributor if the Distributor is in breach of its material obligations hereunder and such payments to CMCC within said thirty breach continues uncured for a period of sixty (3060) day periodcalendar days after written notice from Dais. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC Distributor may terminate this Agreement upon sixty (60) calendar days prior written notice to Dais if Dais is in the event breach of Licensee’s breach or default of any its material term or condition or warranty contained in this Agreement, unless Licensee shall cure obligations hereunder and such breach within said continues uncured for a period of sixty (60) day periodcalendar days after written notice from Distributor. Upon Any party may immediately terminate this Agreement, with or without notice to the expiration applicable other party, if such other party files a petition for relief from its creditors under applicable bankruptcy laws, becomes insolvent, has a receiver appointed for its assets, or is subject to an involuntary bankruptcy petition which is not discharged within thirty (30) calendar days after it is filed. Neither Dais nor Distributor shall, by reason of the sixty (60) day periodtermination of this Agreement be liable to any other for compensation, if Licensee shall not have cured said breachreimbursement or damages due to loss of profits on sales or anticipated sales or losses due to expenditures, investments or commitments made hereto or in connection with the rightsestablishment, privileges and license granted hereunder shall terminatedevelopment or maintenance of the business or good will of Dais or Distributor or on account of any cause whatsoever. 16.5 Licensee (c) At the discretion of Dais, to be exercised by the delivery of written notice to Distributor, this Agreement shall be deemed to be canceled immediately upon the transfer, directly or indirectly, of fifty percent (50%) or more of either the assets or the voting stock or other indicia of ownership of Distributor to any third party other than those owning or holding such assets or equity on the date herein above set forth. Distributor shall provide Dais with thirty (30) calendar days written notice prior to any such transfer. (d) Upon termination of this Agreement and upon Dais’s written consent (such consent not to be unreasonably withheld), Distributor shall have the right to terminate deplete their respective existing inventory of Products through sales to their respective then existing customers unless termination was for violation of any portion of Section 6 or Section 10 then Distributor loses the right to deplete their respective existing inventory of Products. Dais reserves the right in any event to repurchase from Distributor all or any part of Distributor’s existing inventory of Products for the lesser of the prevailing prices being charged to Distributor, or the price paid by Distributor to Dais for such Products. Other than the foregoing, Distributor will cease all use of the Marks, cease to represent itself as authorized Distributor of Dais Products and otherwise desist from all conduct that might lead any person or entity to believe that Distributor is so authorized. (e) Notwithstanding any provision of this Agreement at to the contrary, any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed without prejudice as to release any right of either party from hereto with respect to any obligation that matured of the other party, which accrued on or prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term A. Unless sooner terminated as provided herein, the royalty obligations of this Agreement shall be will expire with respect to a given Licensed Product the longer of twenty (1520) years from the Effective Date of this Agreement or the life expiration of the last expiring Licensed to expire USF Patent RightRights in the Territory. Notwithstanding the foregoing, whichever period is longerthe parties hereto agree that the royalty provisions of Paragraph IV.B. and IV.C., are not solely dependent upon Patent Rights, and IAC's obligations to pay royalties under paragraph IV.C. hereinabove shall continue unabated regardless of any of the foregoing expirations. 16.2 CMCC B. In the event either party files for bankruptcy or a receiver is appointed, this Agreement may immediately thereafter be terminated at the option of the other party. C. Should IAC fail to pay the royalties, fees and/or consideration due and payable hereunder, USFRF shall have the right to terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or windingon forty-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety five (9045) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day periodnotice. Upon the expiration of the thirty forty-five (3045) day period, if Licensee IAC shall not have made paid all such payments royalties and interest thereon, USFRF shall have the right to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s Agreement. Upon any material breach or default of this Agreement by IAC, other than those occurrences set out hereinabove 5 which shall always take precedence in that order over any material term breach or condition or warranty contained default referred to in this AgreementSection, unless Licensee USFRF shall cure such breach within said sixty (60) day period. Upon have the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, right to terminate this Agreement and the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six forty- five (645) months’ prior days' written notice to CMCC, and upon payment by Licensee IAC. Such termination shall become effective unless IAC shall have cured any such breach or default prior to the expiration of all amounts due CMCC through forty-five (45) days from the effective date IAC receives notice of terminationthe breach or default. 16.6 D. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof IAC may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture Commercial Exploitation for which IAC has received consideration at the time of such termination and sell the same, provided that Licensee IAC shall pay to CMCC USFRF the royalties or other consideration thereon as required under the provisions of Section IV of this Agreement Agreement, and shall submit the reports required under Section X.B. E. Upon termination of this Agreement on for any reason, all intellectual property rights licensed hereunder, including without limitation, all USF patent rights and all USF Technology shall revert to USF and USFRF, and IAC shall have no further right to or continuing interest. In addition, any sublicenses hereunder shall terminate, unless accepted by USFRF. F. IAC, its successors or assigns, shall have the sales of Licensed Productsoption to terminate this license agreement upon thirty (30) days written notice and in that event. IAC shall cease using USF Technology and return same to USF. In this event, it is understood that all future monetary obligations under this Agreement shall be void and any monies paid to date to USFRF shall be non-refundable to IAC, or its assigns.

Term and Termination. 16.1 The term of this 1. This Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of effective on the date on which it is filed or commenced. 16.3 CMCC may terminate Licensee executes this Agreement upon thirty License (30“Effective Date”) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannerand, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except except as otherwise provided herein, shall continue in Paragraph 14.3 abovefull force and effect until *Redacted and may be renewed on redacted increments only on the written consent of both Parties.* If Licensee enters bankruptcy proceedings (voluntarily or involuntarily), CMCC may makes an assignment for benefit of its creditors or is otherwise insolvent, Licensee shall notify DuPont immediately and DuPont reserves the right to terminate this License effective upon written notice to Licensee. This Agreement may be terminated by either Party at any time, with cause, upon sixty (60) days prior advance written notice of termination. 2. DuPont may terminate this License immediately by giving Licensee written notice in the event of of: A) breach by Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach to DuPont’s satisfaction within said sixty thirty (6030) day period. Upon days of such written notice from DuPont, or B) notice from any source to DuPont of any allegation relating to the expiration materials, the Fabric, the Garment, that may raise a business risk of third party litigation relating to the Garments, materials, or Fabric. C) if, without DuPont’s prior, written approval, a majority of the sixty (60) day periodcapital stock or shares or other controlling interest in Licensee should be sold or a contract made for the sale thereof, or if ownership or control of Licensee’s business shall otherwise change, or if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminateacquire a majority interest in a company competing with DuPont. 16.5 Licensee shall have the right 3. Upon termination or expiration of this Agreement, DuPont, in its sole discretion, may purchase any or all inventory, work in process of Garments and distributor returns and/or materials to terminate this Agreement make Garments at any time upon six (6) months’ prior written notice Licensee's cost of manufacture. Saleable roll goods of DuPont Fabric will also be purchased by DuPont at Licensee’s purchase price. Credit for such inventory is to CMCCbe issued first against accounts receivable, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationnotes, or other indebtedness to DuPont. Any remaining balance will be remitted to Licensee. 16.6 Upon 4. In the event of any termination or expiration of this Agreement for in accordance with its terms, the Parties agree that: A) At its cost, Licensee shall return to DuPont within ten (10) days all the technical manuals, signs and other material or property of DuPont that may have been furnished to Licensee by DuPont or any reasonof its subsidiaries, nothing herein together with all copies or reproductions or parts thereof; B) Licensee shall be construed to release either party from any obligation that matured prior immediately discontinue use of the Trademarks, including, without limitation, all advertising and promotional materials within Licensee’s possession or control; and C) Licensee shall immediately comply with DuPont’s instructions relating to the effective date return or destruction of all advertising or promotional materials bearing the Trademarks. D) DuPont shall have no liability of any kind or nature whatsoever (including without limitation, indirect, consequential, special, incidental or punitive damages) to Licensee for DuPont’s communications with past, present, or prospective purchasers or users of Products when such termination. communications pertain to the termination or non-renewal of Licensee and (including without limitation, communications identifying any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsnew Licensee).

Term and Termination. 16.1 3.1 The term of this Agreement commences as of the consummation of the Agreement and shall continue for five (5) years unless sooner terminated as herein provided. 3.2 If Executive dies during the term of this Agreement, this Agreement shall thereupon terminate, except that the Company shall pay to the legal representative of Executive’s estate the base salary due Executive pursuant to Section 2.1 hereof through the first anniversary after Executive’s death (or the scheduled expiration under Section 3.1, if earlier than the first anniversary date) as well as a pro rata allocation of bonus payments under Section 2.2 based on the days of service during the year of death, and all amounts owing to Executive at the time of termination, including for previously accrued but unpaid bonuses, expense reimbursements and accrued but unused vacation pay. 3.3 If Executive shall be rendered incapable by an incapacitating illness or disability (15either physical or mental) years or of complying with the life terms, provisions and conditions hereof on his part to be performed for a period in excess of 180 consecutive days during any consecutive twelve (12) month period, then the last expiring Licensed Patent RightCompany, whichever period is longer. 16.2 CMCC at its option, may terminate this Agreement immediately upon by written notice to Executive (the bankruptcy“ Disability Notice ”) delivered prior to the date Executive resumes the rendering of services hereunder; provided, insolvencyhowever, liquidation, dissolution if requested by Executive (or cessation a representative thereof) such termination shall not occur until after examination of operations Executive by a medical doctor (retained by the Company with the consent of Licensee; or Executive which consent shall not be unreasonably withheld) who certifies in a written report to the filing Board with a copy of any voluntary petition such report delivered simultaneously to Executive that Executive is and shall be incapable of performing his duties for bankruptcy, dissolution, liquidation or winding-up in excess of two additional months because of the affairs continuing existence of Licensee; such incapacitating illness or any voluntary assignment by Licensee for disability. Notwithstanding such termination, the benefit Company (a) shall make a payment to Executive of creditors; or a pro rata allocation of payments under Section 2.2 based on the filing days of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of service during the affairs of Licensee year in which the Disability Notice is not dismissed within ninety delivered and (90b) days shall pay to Executive the base salary due Executive pursuant to Section 2.1 hereof through the second anniversary of the date on which it is filed of such notice (the “ Disability Period ”), less any amount Executive receives for such period from any Company-sponsored or commencedCompany-paid for source of insurance, disability compensation or governmental program. The Company shall also pay to Executive all amounts owing to Executive at the time of termination, including for previously accrued but unpaid bonuses, expense reimbursements and accrued but unused vacation pay. 16.3 CMCC 3.4 The Company, by notice to Executive, may terminate this Agreement upon thirty for Cause. As used herein, “ Cause ” means (30a) the refusal in bad faith by Executive to carry out specific written directions of the Board, (b) intentional fraud or dishonest action by Executive in his relations with the Company, (“dishonest” for these purposes shall mean Executive’s knowingly making of a material misstatement to the Board for the purpose of obtaining direct personal benefit); (c) the conviction of Executive of any crime involving an act of significant moral turpitude after appeal or the period for appeal has elapsed without an appeal being filed by Executive (d) any act (or failure to act), knowingly committed by Executive, that is in violation of written Company policies, this Agreement or the Company’s written agreements with third parties and that is materially damaging to the business or reputation of the Company as determined in good faith by the independent members of the Board. Notwithstanding the foregoing, no Cause for termination shall be deemed to exist with respect to Executive’s acts described in clause (a) or (b) or (d) above, unless the Board shall have given written notice to Executive (after five (5) days prior advance written notice in to Executive and a reasonable opportunity to Executive to present his views with respect to the event existence of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannerCause), unless Licensee shall make all specifying the Cause with particularity and, within twenty (20) business days after such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day periodnotice, if Licensee Executive shall not have made all disputed the Board’s determination or in reasonably good faith taken action to cure or eliminate prospectively the problem or thing giving rise to such payments to CMCCCause, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof mayprovided, however, that a repeated breach after notice and cure, of any provision of clause (a), (b) or (d) above, involving the effective date of such terminationsame or substantially similar actions or conduct, sell all Licensed Products and complete Licensed Products in shall be grounds for termination for cause upon not less than five (5) days additional notice from the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsCompany.

Term and Termination. 16.1 The A. Unless sooner terminated pursuant to any provision of this Article X, the term of this Agreement shall be commence on the Effective Date and continue until five (155) years or from the life of Effective Date (“Initial Term”). This Agreement shall automatically renew for successive five (5) year terms (each a “Renewal Term” and collectively with the last expiring Licensed Patent RightInitial Term, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90“Term”) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments delivers a notice to CMCC within said thirty Licensor indicating its intent not to renew the Agreement no later than three (303) day period. Upon months prior to the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, Initial Term or the rights, privileges and licenses granted hereunder shall terminatethen-current Renewal Term. 16.4 Except as otherwise provided B. In the event Licensee (i) breaches in Paragraph 14.3 above, CMCC may terminate any material respect any covenant in Article IV or Article V of this Agreement upon sixty or, prior to the Trigger Date, fails to pay the Corporate Assessment in accordance with the terms (60including the cure period) days prior written notice in of the event of Licensee’s breach Intercompany Services Agreement or default of (ii) willfully or repeatedly (without commencing diligent efforts to remedy) breaches any material term or condition or warranty contained covenant in this Agreement, unless and, in the case of (i) and (ii), Licensor gives Licensee written notice of such breach (which notice shall provide a description of the breach in reasonable detail), Licensee shall have the cure period prescribed in Section IV.B or Section V.B, as applicable, for such breach (or, in the event there is no cure period prescribed, one hundred and twenty (120) days) from Licensee’s receipt of such notice to remedy such breach. If such breach is not remedied within said sixty (60) day period. Upon the expiration of the sixty (60) day applicable cure period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Licensor shall have the right to terminate this Agreement in whole or in part at any time thereafter by giving Licensee notice of such termination. If such breach is of a nonmonetary nature and is not capable of being cured within the applicable cure period and Licensee has commenced and diligently continued actions to cure such breach within the applicable cure period, the cure period shall be extended by forty five (45) days so long as Licensee is making diligent efforts to cure. C. This Agreement shall automatically terminate without notice upon six termination of the Intercompany Services Agreement prior to the Trigger Date or termination of the CA Services (6as that term is defined in the Intercompany Services Agreement) months’ thereunder prior to the Trigger Date. D. Licensor may terminate this Agreement on the Trigger Date, subject to the phase-out period and rights described in Section X.H. E. This Agreement shall automatically terminate upon notice to Licensee in its entirety upon any of the following events with respect to Licensee or its managing member, in each case to the extent occurring prior to the Trigger Date (and excluding, for clarity, the consummation of any transaction or series of transactions resulting in the Trigger Date occurring): 1. any merger or consolidation of Licensee into an unrelated third party where the Licensee ceases to exist as a result of such merger and consolidation other than a transaction in which holders of the Licensee’s voting securities immediately before such transaction, in the aggregate, have more than fifty percent (50%) of the voting power of all issued and outstanding securities of the surviving corporation after such transaction; 2. the sale of all or substantially all of the assets of Licensee to an unrelated third party; or 3. a change of control of Licensee whereby any unrelated third party(ies) acquires fifty percent (50%) or more of the outstanding voting securities of Licensee or the power, directly or indirectly, to direct or cause the direction of management or policies (whether through ownership of securities or partnership or other ownership interests, by contract or otherwise) of Licensee. F. This Agreement shall automatically terminate without notice in the event Licensee commences, or has commenced against it, proceedings under bankruptcy, insolvency or debtor’s relief Laws or similar Laws in any other jurisdiction, which proceedings are not dismissed within sixty (60) days; Licensee makes a general assignment for the benefit of its creditors; or Licensee ceases operations or is liquidated or dissolved. G. Upon expiration or termination of the license granted under Article II, Licensee shall adopt a new corporate name that does not consist, in whole or in part of, and is not dilutive of or confusingly similar to, any of the Licensed Marks; provided, however, under no circumstance shall Licensee be required to forgo the Xxxxx Xxxxxx corporate name. H. The phase-out period described in Section X.D shall be as follows: the earlier of (i) (a) one (1) year with respect to the use of “Xxxxx Xxxxxx, a GE company” in Licensee’s corporate name, (b) three (3) years with respect to the use of the word xxxx GE (excluding as part of “BHGE”) or the GE monogram in connection with Products and Services, and (c) five (5) years with respect to the use of the word xxxx GE as part of “BHGE” as or as part of Licensee’s (and/or any Permitted Sublicensee’s) corporate name (including use of such corporate name to indicate the entity providing Products and Services solely within the Company Field) and/or as Licensee’s (or its applicable Permitted Sublicensee’s or successor’s) stock ticker in accordance with Section II.F, in each case of (a)-(c), after the Trigger Date and (ii) the date on which Licensee provides written notice to CMCCLicensor that Licensee no longer requires use of the Licensed Marks. For clarity, (1) during the aforementioned phase-out period, Licensee may use the Licensed Marks in connection with Products and Services that were not using the Licensed Marks prior to the Trigger Date so long as such use is otherwise in a manner consistent with Licensee’s use prior to the Trigger Date (provided that the use of “BHGE” to a greater degree after the Trigger Date (instead of the Licensed Marks on a separate basis) shall not alone be considered use in an inconsistent manner), in the Company Field and otherwise in accordance with the terms and conditions of this Agreement, (2) during the aforementioned phase-out period, the terms and conditions of this Agreement shall continue to be in force and effect and govern Licensee’s use of the Licensed Marks and (3) nothing in this Agreement permits Licensee to use any of the Licensed Marks (including as part of “BHGE”) in connection with any Product or Service that is not in the Company Field. Upon Licensee’s written request, the Parties shall discuss in good faith, for a period of not less than one (1) year commencing immediately upon payment by Licensee the Trigger Date, the terms and conditions on which Licensor would be willing to reinstate and extend this Agreement with respect to Licensee’s right to use the GE word xxxx as part of all amounts due CMCC through “BHGE” following the effective date end of terminationthe phase-out period; provided that neither Party shall be obligated to enter into such an arrangement. 16.6 Upon I. The following provisions of this Agreement shall survive any termination or expiration of this Agreement: Section II.H, Section IX.G.4, Section X.H (including all other terms and conditions of this Agreement for any reasonthe duration of the phase-out period as described therein), nothing this Section X.I, and Articles XI and XII. Unless otherwise specified herein, upon termination or expiration of this Agreement, all licenses granted to Licensee herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsimmediately terminate.

Term and Termination. 16.1 9.1 The term of this the contract as indicated on the Service Agreement shall will not start until the Service Commencement Date but you agree that you may be (15) years or charged from the life Installation Date. The contract will then continue for the initial minimum term stipulated within the Service Agreement. For the avoidance of doubt, if not specified on the Service Agreement the initial minimum term of contract is 36 months. At the end of the last expiring Licensed Patent Rightinitial minimum term, whichever the contract will automatically renew for a further period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcyof twelve (12) months, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety on a rolling twelve (9012) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannermonth basis, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration we receive prior notice from you giving a minimum of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice of your wish to terminate the Service. Such termination is not to take place earlier than the expiry of the current term or renewed term. 9.2 We shall have the right, by giving written notice to you, to terminate the Agreement immediately if you: 9.2.1 commit any material breach of your obligations, and fail to remedy that breach within twenty-eight (28) days of written notice of that breach the twenty-eight (28) day period only applies where a breach is capable of remedy; if it is incapable of remedy, the Agreement may be terminated by written notice immediately), or 9.2.2 have a winding up petition presented, or enter into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of amalgamation or reconstruction without insolvency), or make an arrangement with your creditors or petitions for an administration order, or has a receiver or manager appointed over any of your assets, or generally becomes unable to pay your debts within the meaning of section 123 of the Insolvency Xxx 0000. 9.3 We may terminate the Service or part thereof on 60 days written notice to you provided that such notice extends the termination date beyond the end of the minimum term as set out in the event Service Agreement. 9.4 Where the Agreement is terminated or otherwise brought to an end, all Service Fees for the remainder of Licensee’s breach or default of any material the initial term or condition the renewed term (as applicable) shall become payable immediately. 9.5 If you cancel an ordered Service or warranty contained any part of it, notwithstanding that such order has only been provisionally accepted by us, you agree to reimburse us for any costs we have incurred in preparing to deliver the Service in addition to the standard cancellation charge, as may be applicable at the time. We will take all reasonable steps to mitigate any such costs. If you have had a site survey you will pay the full site survey charges. If the Service includes any excess construction charges such charges will be payable in full by you on cancellation of an ordered Service. If we have provided you with any Equipment you will return such Equipment to us immediately in full working order at your cost. 9.6 If you request a change to the Required Date and/or the Contractual Delivery Date (and this Agreement, unless Licensee shall cure such breach within said sixty (60has been accepted by us) day period. Upon and you subsequently cancel the expiration order any cancellation charge will be calculated on the later of the sixty (60) day periodrevised Required Date or Contractual Delivery Date, as the case may be. 9.7 If the cancellation of the order is due to our failure to provide the Service within a reasonable time after the agreed Required Date or Contractual Delivery Date, if Licensee shall not have cured said breachlater, the rights, privileges and license granted hereunder shall terminateno cancellation charge will be levied. 16.5 Licensee 9.8 We shall have the right to terminate this the Agreement at any time upon six (6) months’ prior written notice immediately if required because of a regulatory or legal change or are required to CMCC, and upon payment do so by Licensee a direction of all amounts due CMCC through the effective date of terminationOfcom. 16.6 Upon termination 9.9 Any broadband backup service is provided on a minimum 12 month term. Where a service is added to a live Ethernet primary connection that has a remaining contract period of this Agreement less than 12 months, the broadband backup service minimum 12 month term will still apply and we shall have the right to invoice you for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date unexpired part of such termination. Licensee and any sublicensee thereof may, however, after minimum term should the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under Service be terminated within this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsperiod.

Term and Termination. 16.1 9.01 This Agreement shall be for a term beginning on the Effective Date and continuing for the duration of the Sublicense. 9.02 Upon the written notice from Licensor to Licensee of any material default under this Agreement (including any material default under a Site License Agreement), all rights of Licensee under this Agreement, (with the exception of Licensee's right to sublicence to Sublicensee) shall be suspended until such default is cured by Licensee. Licensee's, an Affiliate's or the Sublicensee's right to operate any Licensed Plant which is in compliance with its Site License Agreement shall not be affected by either a default under this Agreement or a default under another Site License Agreement for another Licensed Plant. If a material default under this Agreement shall continue for a period of one year following written notice of such default to Licensee from Licensor without being cured by Licensee, then Licensor shall have the right to (a) suspend all rights of Licensee under this Agreement, or (b) terminate this Agreement upon written notice to Licensee. The term actions by Licensor under this Section 9.02 shall not prejudice Licensor from enforcing any claim which it may ------------ have for damages or otherwise on account of the default. 9.03 Termination of this Agreement shall not: (a) relieve Licensee of its obligations to account for and pay all amounts due Licensor under this Agreement and all Site License Agreements executed by Licensee under this Agreement; (b) affect any rights granted Licensee under Site License Agreements in effect on the date of termination; (c) affect any rights granted under Section 4 with respect to Licensee ---------- Patent Rights and Licensee Technical Information, which shall survive termination in accordance with its terms; (d) affect the obligations of Licensor and Licensee under Sections 6 and 7, ---------------- which shall survive termination in accordance with their terms; 9.04 No Party to this Agreement shall be (15) years in default in performing its obligations under this Agreement to the extent that performing such obligations, or any of them, is delayed or prevented by revolution, civil unrest, strike, labor disturbances, epidemic, accident, fire, lightning, flood, storm, earthquake, explosion, blockage or embargo, or any law, proclamation, regulation or ordinance, or any other cause that is beyond the life control and without the fault or negligence of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for Party asserting the benefit of creditors; or this Section 9.04. ------------ Each Party shall do all things reasonably possible to remove the filing cause of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedsuch default. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 9.05 Licensee shall have the right to terminate this Agreement at any time in its sole discretion, with or without cause, upon six (6) months’ prior the delivery of written notice of termination to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured Licensor no less than 90 days prior to the effective date of such termination. . 9.06 Termination under any of the provisions of this Section 9 of the license granted to Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit also terminate the reports required under this Agreement on sublicense granted by Licensee pursuant to the sales of Licensed ProductsSublicense Agreement.

Term and Termination. 16.1 3.1 The term of this Agreement shall be (15) years or from the life of Effective Date until the last expiring Licensed Patent Right, whichever period license is longerterminated as set forth herein. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC 3.2 Licensor may terminate this Agreement upon thirty (30) days prior written notice if Licensee breaches Section 2 (Quality Control) of this Agreement, is involved in any litigation that affects the event substantial value of Licensor or Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration litigation that involves Licensee's use of the thirty (30) day periodMarks, if Licensee is the subject of a criminal investigation, files for bankruptcy protection or is otherwise insolvent and unable to pay its debts as they become due, disparages Licensor, Licensee's breach of Section 1.4 relating to rights of third parties, or materially breaches this Agreement (Termination for Cause). Termination for Cause shall not be without prejudice to any other remedy Licensor may have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateagainst Licensee for breaching any provision of this Agreement. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC 3.3 Licensor may terminate this Agreement upon ten (10) days written notice should there be a change of control of Licensee. A "change of control" of licensee occurs if any one of the events occurs listed herein or any other event that results in Licensee being controlled by a different person or entity that is in place or anticipated as of the Effective Date: (1), if any one shareholder obtains more shares of Licensee than are owned by , (2), if any one shareholder other than _, obtains more than twenty-five percent (25%) of any outstanding shares of Licensee, or (3) if _, involuntarily is terminated from their position as an officer with controlling authority of Licensee. 3.4 Upon termination of this Agreement pursuant to Sections 3.2.-3.3.: (1) Licensee's license to use the Marks shall immediately terminate and all rights of Licensee to the Marks shall cease. (2) Licensee shall cease using the Marks on the day that termination is effective. This day shall be sixty (60) days prior written notice in after the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless written (3) Licensee shall cure such breach return all materials (and any products) bearing the Marks to Licensor within said sixty 30 (60thirty) day period. Upon the expiration days of the sixty date this license is terminated. If certain materials functioning as or bearing Marks are too big or physically cannot be returned to Licensor, Licensee shall conceal these materials from public view as of the date this Agreement is terminated. (604) day period, if Licensee shall not have cured said breachadopt or use any name, other trademark, services xxxx, or trade dress, or domain name that is confusingly similar to or dilutive to the rights, privileges and license granted hereunder shall terminateMarks. 16.5 (5) Licensee shall have change its name to remove the right term "HOLY YOGA" there from and replace it with another term not likely to terminate this Agreement at be confused with HOLY YOGA and file amendments within ten (10) days with the applicable Secretary of States' Offices (and any time upon six (6other similar agency) months’ prior written notice to CMCC, reflect a change in the d.b.a. and upon payment by Licensee of all amounts due CMCC through cease using any materials the effective date of termination. 16.6 Upon termination of this Agreement for bear the name HOLY YOGA or any reason, nothing herein shall be construed to release either party from any obligation that matured prior other name confusingly similar to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsMarks.

Term and Termination. 16.1 8.1 The term Term of this Agreement shall be (15) years or for a period extending until the life of the last expiring Licensed to expire of the Patent RightRights or the patent rights included in the Governing License, whichever period is longerunless sooner terminated as herein provided. 16.2 CMCC may terminate this Agreement immediately upon 8.2 If Licensee shall determine that it intends to declare itself insolvent or file for bankruptcy or reorganization, it shall give ten days written notice to Licensor. Notwithstanding the bankruptcyabove, insolvencyif Licensee shall become bankrupt or insolvent; if the business or any assets or property of Licensee shall be placed in the hands of a receiver, liquidationassignee or trustee, dissolution whether by the voluntary act of Licensee or cessation otherwise; if Licensee institutes or suffers to be instituted any procedure in bankruptcy court for reorganization or rearrangement of operations of Licenseeits financial affairs; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary if Licensee makes a general assignment by Licensee for the benefit of creditors, this Agreement shall immediately terminate unless such bankruptcy, insolvency, receivership or assignment for the benefit of creditors shall have been cured within 30 days of such event occurring. Upon occurrence of any of the foregoing events, Licensee shall give immediate written notice thereof to Licensor. 8.3 Upon any material breach or default under this Agreement by Licensee, Licensor may give written notice thereof to Licensee, and Licensee shall have 30 days thereafter to cure such breach or default. If such breach or default is not so cured, Licensor may then in its sole discretion and option: (a) convert the exclusive license granted hereunder into a non-exclusive license; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90b) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty and the licenses granted by it; and/or (30c) days prior seek such other relief as may be provided by law or in equity in such circumstances by giving written notice thereof to Licensee. 8.4 Upon any material breach or default under the Cross License by Licensee in its capacity as licensor thereunder, Licensor may give written notice thereof to Licensee, and Licensee shall have 30 days thereafter to cure such default or breach. If such breach or default is not so cured, Licensor may then in its sole discretion and option, and in addition to any legal rights it may have pursuant to the event Cross License arising from such breach or default: (a) convert the exclusive license granted hereunder into a non-exclusive license; or (b) terminate this Agreement and the licenses granted by it; and/or (c) seek such other relief as may be provided by law or in equity in such circumstances by giving written notice thereof to Licensee. 8.5 If Licensee contests or assists another in contesting the validity of Licensee’s failure to pay to CMCC royalties due and payable any of the patents licensed hereunder in a timely mannercourt of competent jurisdiction, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Licensor shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationAgreement. 16.6 8.6 Upon termination of this Agreement hereof for any reason, nothing herein all rights, licenses, and sublicenses granted to Licensee hereunder shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee immediately terminate and any sublicensee thereof mayall related sublicenses shall immediately terminate or, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time option of such termination and sell the sameLicensor, provided that Licensee shall pay be deemed to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productshave been assigned to Licensor.

Term and Termination. 16.1 8.1 The term of this Agreement license granted to LICENSEE hereunder shall be for a period of fifteen (15) years or years, commencing from the life date of the last expiring Licensed Patent Right, whichever period is longerthis Agreement’s execution. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in 8.2 In the event SKYC shall default under any provision of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannerthis License Agreement, unless Licensee which default shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon remain uncured after sixty (60) days prior written notice in from LICENSEE, LICENSEE may, at its sole option, terminate this License Agreement. If this License Agreement is terminated due to SKYC's uncured default, LICENSEE's obligation to pay royalties shall immediately cease and LICENSEE shall have no further obligation to make any further payments of royalties following the event of Licensee’s breach or default of termination date. Notwithstanding any material term or condition or warranty contained in this Agreementsuch termination, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day periodhowever, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee LICENSEE shall have the right to terminate this Agreement at any time upon six (6) months’ continue to exercise all of the Licensed Rights granted hereunder by LICENSEE prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination shall remain in full force and effect notwithstanding such termination. 16.6 Upon termination 8.3 In the event a court of competent jurisdiction enters a final order against SKYC (i) terminating this License Agreement for any reason, nothing herein (ii) determining that this License Agreement is null, void or unenforceable for any reason or (iii) approving the rejection of this License Agreement under applicable provisions of the United States Bankruptcy Code (hereafter collectively "Involuntary Termination Event"), then and in such event all sums paid by LICENSEE to SKYC under Section 7 of this License Agreement shall be construed deemed to constitute its Obligations and such event shall cause the release either party from of documentation held in escrow. 8.4 In the event a court of competent jurisdiction enters a final order against LICENSEE (i) terminating this License Agreement for any obligation reason, (ii) determining that matured prior this License Agreement is null, void or unenforceable for any reason or (iii) approving the rejection of this License Agreement under applicable provisions of the United States Bankruptcy Code (hereafter collectively "Involuntary Termination Event"), then SKYC shall have the full rights, without cost, to all LICENSEE’s intellectual property, which was based on the effective date of such termination. Licensee and any sublicensee thereof maySKYC’s technology, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products covered by this License Agreement. 8.5 SKYC may terminate this License Agreement in the process of manufacture at event the time of such termination and sell LICENSEE directly competes against the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsSKYC in any market or for any particular customer or business after receiving written notice by SKYC.

Term and Termination. 16.1 The term of 13.1 Unless earlier terminated as hereinafter provided, this Agreement shall be (15) years or remain in full force and effect for the life of the last expiring Licensed to expire patent issued under the Patent Right, whichever period is longerRights. 16.2 CMCC may terminate 13.2 Pursuant to Section 8.2.2, or if LICENSEE shall cease to carry on its business, this Agreement immediately shall terminate upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment notice by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedCMCC. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure 13.3 Should LICENSEE fail to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 abovehereunder, CMCC may shall have the right to terminate this Agreement upon on sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreementdays' notice, unless Licensee LICENSEE shall cure such breach pay CMCC within said the sixty (60) day period, all such royalties and interest due and payable. Upon the expiration of the sixty (60) day period, if Licensee LICENSEE shall not have cured said breachpaid all such royalties and interest due and payable, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee 13.4 Upon any material breach or default of this Agreement by LICENSEE, other than those occurrences set out in Sections 13.2 and 13.3, which shall always take precedence in that order over any material breach or default referred to in this Section 13.4, CMCC shall have the right to terminate this Agreement (or, in the case of a breach with respect to Other Licensed Products and/or compounds as set forth in Sections 3.2 and 3.3, respectively, terminate the Agreement with respect to such Other Licensed Products and/or compounds) and the rights, privileges and license granted hereunder by ninety (90) days' notice to LICENSEE. Such termination shall become effective unless LICENSEE shall have cured any such breach or default prior to the expiration of the ninety (90) day period. 13.5 LICENSEE shall have the right to terminate this Agreement at any time upon on six (6) months’ prior written ' notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 13.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee LICENSEE and any sublicensee Sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products Products, and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee LICENSEE shall pay to CMCC the royalties thereon as required under by Article IV of this Agreement and shall submit the reports required under this Agreement by Article V hereof on the sales of Licensed Products. 13.7 CMCC agrees that if LICENSEE has provided to CMCC notice that LICENSEE has granted a sublicense to a Sublicensee under this Agreement, then in the event CMCC terminates this Agreement for any reason, CMCC shall provide to such Sublicensee no less than thirty (30) days prior to the effective date of said termination, written notice of said termination at the address specified by LICENSEE to CMCC in LICENSEE's notice to CMCC under Article XIV. CMCC agrees that upon the Sublicensee's notice as described below and provided the Sublicensee is not in breach of its sublicense, CMCC shall grant to such Sublicensee license rights and terms equivalent to the sublicense rights and terms which the sublicense shall have granted to said Sublicensee; provided that the Sublicensee shall remain a Sublicensee under this Agreement for a period of at least sixty (60) days following receipt of notice from CMCC. Sublicensees shall during said sixty (60) day period provide to CMCC notice wherein the Sublicensee: (i) reaffirms the terms and conditions of this Agreement as it relates to the rights the Sublicensee has been granted under the sublicense; (ii) agrees to abide by all of the terms and conditions of this Agreement applicable to Sublicensees and to discharge directly all pertinent obligations of LICENSEE which LICENSEE is obligated hereunder to discharge, excluding any financial obligations; and (iii) acknowledges that CMCC shall have no obligations to the Sublicensee other than its obligations set forth in this Agreement with regard to LICENSEE. 13.8 The following provisions shall survive the expiration or termination of this Agreement: Article I, Sections 5.1 and 5.4, Articles VIII, X and XII, Sections 13.6, 13.7, 13.8 and 13.9, and Articles XIV and XV. 13.9 Termination shall be in addition to, and shall not prejudice, any of the parties' remedies at law or in equity.

Term and Termination. 16.1 The term 7.1 This Agreement shall be effective until and shall terminate on the ***anniversary of the Effective Date. Upon termination pursuant to this Section 7.1, each of the licenses granted hereunder shall be deemed a fully-paid, perpetual, unrestricted, unconditional license with the right to grant unrestricted sublicenses subject only to any obligation to pay any royalties due to any third party from which the Novelis Technology licensed hereunder was originally acquired. For clarity, the parties intend that upon termination of this agreement pursuant to this Section 7.1, Alcanint shall have all of the rights of a nonexclusive owner of the Novelis Licensed Technology excluding any patents included therein and have the right to use and license such Technology without notice or accounting to Novelis. 7.2 Should there be a material default by Licensee in the performance of any obligations under this Agreement or the Separation Agreement and such default is not cured within 30 days following written notification of such default from Novelis, this Agreement shall terminate on the date specified on such notice which shall not be (15) years or less than 30 days following the life date of the last expiring Licensed Patent Rightsuch notice, whichever period is longerunless Licensee cures such default before such specified termination date. 16.2 CMCC may 7.3 This Agreement shall terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution occurrence of any of the following: (a) the bankruptcy or cessation of operations insolvency of Licensee; or (b) the filing appointment of any voluntary petition a receiver for bankruptcy, dissolution, liquidation or winding-up of Licensee's assets, (c) the affairs of Licensee; or any voluntary assignment making by Licensee of a general assignment for the benefit of creditors; or , (d) the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment institution by Licensee of all proceedings for a reorganization of Licensee under the Bankruptcy Act or similar legislation for the relief of debtors or the institution of involuntary proceedings by a party other than Licensee which are not terminated in 30 days. 7.4 Early termination under Section 7.2 or Section 7.3 shall not prejudice Novelis' rights to recover any amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination nor shall it prejudice any other remedy or cause of action or claim of Novelis accrued or to accrue against Licensee on account of any such default by Licensee. 7.5 This Agreement may be terminated at the option of Licensee, upon receipt of written notice to Novelis, at any time provided all payments owed hereunder have been remitted to Novelis. 7.6 Upon early termination of this Agreement pursuant to this Article 7.0, all licenses of Licensed Novelis Technology shall terminate and sell the same, provided that Licensee shall pay to CMCC cease all use of the royalties thereon as required under Licensed Novelis Technology. 7.7 Notwithstanding the foregoing, Licensee may, after the date this Agreement and shall submit the reports required under is terminated pursuant to this Agreement on the sales of Licensed ProductsArticle 7.0, sell any product made before such termination, as if such product were sold prior to termination.

Term and Termination. 16.1 The a. Executive's employment with Employer shall be for a term of two (2) years, beginning on the date hereof and expiring on the second anniversary of the date hereof (the "Term"). Upon expiration of the Term, Executive shall immediately and automatically, with no notice required, continue his employment "at will" and this Agreement shall become an "at will" agreement which may thereafter be terminated by either Executive or Employer at any time and for any reason. b. Notwithstanding anything to the contrary in this Agreement, in the event of Executive's decision to terminate his employment, Employer shall have no further obligation to Executive, and no bonus or incentive compensation for the year in which termination or resignation occurs shall be payable. c. In the event Executive's employment is terminated for Cause (defined as willful misconduct, dishonesty, or the final, non-appealable adjudication in a criminal or civil proceeding that Executive has committed a criminal act), or Executive resigns, Employer shall have no further obligation to Executive, and no bonus or incentive compensation for the year in which termination or resignation occurs shall be payable. d. In the event Employer terminates Executive for any reason other than for Cause: (i) during the first 12 months of the Term, Employer shall pay to Executive severance payments, payable over a period of 12 months consistent with Employer's normal payroll policies, equal in the aggregate to the Base Salary and (ii) after the completion of the initial 12 month period, Employer shall pay to Executive severance payments payable over a period of 12 months, equal in the aggregate to fifty percent (50%) of the Base Salary. In addition, in the event Employer terminates Executive for any reason other than for Cause, Executive's bonus for the year in which termination occurs shall be calculated on the basis of the EBITDA results for the full fiscal year in which termination occurs, but shall be pro rated based on the number of days in such year in which Executive was employed by Employer. e. In the event that Executive is terminated without Cause during the first year, Executive shall not be required to seek alternative employment which would serve to mitigate the payment to him of any severance payment hereunder. In the event that Executive is terminated without Cause during the term of this Agreement after the first year, Executive shall be (15) years required to undertake good faith efforts to seek alternative employment, and any compensation earned or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of amounts paid to Executive in any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure such alternative employment shall serve to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such mitigate Employer's severance payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateExecutive hereunder. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term of this Agreement License shall be commence upon the date hereof and continue for the Term designated herein, subject to earlier termination pursuant to the provisions set forth herein. Notwithstanding the designated Term, this License shall expire: (15i) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which that it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days recorded without the prior written notice in the event consent of FirstLight; (ii) upon Licensee’s failure to pay cure a default by Licensee hereunder following written notice of such default from FirstLight to CMCC royalties due Licensee, if the terms hereof expressly provide for such notice and payable hereunder in a timely manner, unless Licensee shall make all such payments right to CMCC within said thirty cure; or (30iii) day period. Upon the expiration as of the thirty (30) day perioddate of any public taking, if Licensee to the extent any portion of the Property is condemned or taken in any manner for any public or quasi-public use. Termination of this License shall not have made all such payments affect Licensee's obligations under this License Agreement arising on or before the effective date of termination, including but not limited to CMCC, the rights, privileges obligations for indemnity and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC reimbursement. This License Agreement may terminate this Agreement be terminated at any time by either party upon providing sixty (60) days prior written notice to the other party. NO WARRANTIES. FIRSTLIGHT MAKES NO WARRANTY OR REPRESENTATION AS TO TITLE, FITNESS OR CONDITION OF THE PROPERTY OR THE FACILITY, EXPRESS OR IMPLIED, OF ANY KIND, AND LICENSEE USES EACH IN “AS IS, WHERE IS” CONDITION, WITH ALL FAULTS. Licensee hereby acknowledges that it has inspected the Property and has determined that it is suitable for Licensee’s Use, that it is not relying on any oral or written representation by FirstLight concerning the Property, and that FirstLight is under no obligation to maintain the Property for Licensee's Use. COMPLIANCE WITH LAWS. Licensee at its sole cost and expense shall comply with all local, county, state or federal laws, codes or ordinances of any description applicable to the Facility and Licensee's Use of the Property including but not limited to zoning, building, engineering, sanitation, health, wetlands, or other environmental laws, and shall promptly remedy any breach of the same. As a condition of entering into the License Agreement, Licensee shall provide evidence reasonably satisfactory to FirstLight that all required consents and permits are in force for Licensee’s Use. Licensee covenants that its Use shall not endanger health, create a nuisance, or otherwise be incompatible with overall Project recreational use, and that Licensee shall take all reasonable precautions to ensure that the event construction, operation and maintenance of structures or facilities will occur in a manner that will protect the scenic, recreational, and environmental values of the Project. Licensee understands and agrees that the FERC reserves the right to require FirstLight to take reasonable remedial action to correct any violations for the protection and enhancement of the Project's scenic, recreational and other environmental values. Licensee shall promptly remedy Licensee’s breach or default of any material law, regulation, permit, license, or term or condition of this License Agreement with respect to the Property or warranty contained the Facility, at Licensee's sole cost and expense. If Licensee fails or refuses to comply or remedy any such breach, then any cost and expense incurred by FirstLight in this Agreement, unless Licensee shall cure effecting such compliance or remediating any such breach within said sixty (60) day periodshall be immediately reimbursed by Licensee upon demand. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice use or store or allow to CMCCbe released or discharged any pollutant or hazardous material or hazardous substance, and upon payment as those terms may be defined by any applicable federal, state or local law, rule or regulation, on or within the Property except in accordance with applicable law. Upon FirstLight's request, Licensee shall provide evidence reasonably satisfactory to FirstLight that all required consents or permits are in force for Licensee's Use of the Property. In the event that archeological materials or human remains are found by Licensee or any party acting on behalf of all amounts due CMCC through Licensee during any ground-disturbing activities at or near the effective date Property or the Project, Licensee shall stop such activity immediately and notify FirstLight of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein such findings. No such further activity shall be construed to release either party from any obligation that matured prior to permitted until FirstLight has concluded its investigation of the effective date findings with the assistance of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsState Historic Preservation Officer.

Term and Termination. 16.1 A. The term of this Agreement shall be not less than five (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer5). 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s 's failure to pay make to CMCC royalties payments due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 D. Except as otherwise provided in Paragraph 14.3 C above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s 's breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach to CMCC's reasonable satisfaction within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachbreach to the reasonable satisfaction of CMCC, the rights, privileges and license granted hereunder shall terminate. 16.5 E. Licensee shall have the right to terminate this Agreement at any time upon six thirty (630) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationif CMCC shall fail to deliver data in a timely manner. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term This Agreement shall take effect on the date granted by iESE and shall continue until the Expiration Date, or termination of this Agreement shall be (15) years or the life of the last expiring Licensed Patent RightAgreement, whichever period is longerearliest. 16.2 CMCC At the Expiration Date the Licence shall be renewed automatically for an additional one year period or other period as may be agreed in writing unless the Licensee elects not to renew the Licence by giving notice of termination in writing at least 3 months before the Expiration Date. 16.3 The Licensee may terminate the Agreement at any time during its Term; however, the Licensee must pay all amounts due and owing before the termination is effective. The Licensee must pay for the remainder of the Term, and no refunds will be provided. 16.4 iESE may suspend the Licensee from using the Services if: (1) it is reasonably needed to prevent unauthorised access; (2) the Licensee fails to respond to a claim of alleged infringement under paragraph 5 within a reasonable time; (3) the Licensee does not pay amounts due under this Agreement in a timely manner; (4) the Licensee does not abide by the Acceptable Use Policy or the Licensee violates other terms of this Agreement. A suspension from the Services will apply to the minimum necessary part of the Services and will be in effect only while the condition or need exists. iESE will give notice to the Licensee before suspending the Licensee, except where iESE reasonably believes it needs to suspend immediately. iESE will give at least 7 days' notice before suspending for non-payment. If the Licensee does not fully address the reasons for the suspension within 60 days after being suspended, iESE may terminate this Agreement and delete the Customer Data with immediate effect. 16.5 Upon renewal of the Licence, this Agreement will terminate, and the Licence will thereafter be governed by the terms and conditions set forth in the Portal on the date on which the Licence is renewed (the “Renewal Terms”). If the Licensee does not agree to any Renewal Terms, the Licensee may decline to renew your Licence. 16.6 The appropriate Licence fee shall be payable for any period of extension to the Licence or renewal. 16.7 iESE reserve the right to increase prices by up to 5% per annum, which will be reflected in the renewal invoice value. Notification of increases will be provided no less than 4 months before the renewal date. 16.8 IESE reserve the right to charge a penalty for late payment of invoice, at a rate of 3% per annum above the Bank of England base rate in force at the invoice date. 16.9 iESE will review and may make reasonable amendments to the terms of the Licence from time to time. These changes will take effect on the next anniversary of the date on which the Licensee entered into this Agreement. iESE will give reasonable notice of any changes, which will be at least 4 months prior to the anniversary on which the changes will come into effect. 16.10 iESE may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by the Licensee if: 16.10.1 The Licensee commits a material or persistent breach of this Agreement or the Licence which the Licensee fails to remedy (if remediable) within 14 days after the service on the Licensee of all amounts due CMCC through written notice requiring the effective date Licensee to do so; or 16.10.2 the Licensee (where it is a company) becomes insolvent or unable to pay its debts (within the meaning of terminationsection 123 of the Insolvency Act 1986), enters into liquidation, whether voluntary or compulsory (other than for reasons of bona fide amalgamation or reconstruction), passes a resolution for its winding-up, has a receiver or administrator manager, trustee, liquidator or similar officer appointed over the whole or any part of its assets, makes any composition or arrangement with its creditors or takes or suffers any similar action in consequence of its debt. 16.6 16.11 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior : 16.11.1 all rights granted to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement shall cease; 16.11.2 the Licensee must cease all activities authorised by this Agreement; and 16.11.3 the Licensee must immediately delete or remove CareCubed resources including any associated documentation from all computer equipment in the possession of the Licensee and provide a written undertaking that these actions have been taken. Notwithstanding this, the Licensee shall submit the reports required under be entitled to retain their data exported from CareCubed prior to termination of this Agreement on the sales of Licensed Productsin accordance with its own data protection and retention standards.

Term and Termination. 16.1 The term of this 12.1. This Agreement shall be (15) years or the life become effective upon Licensee’s electronic acceptance of the last expiring Licensed Patent RightATL Quote, whichever period as set forth below. Subject to the termination provisions below, the license rights granted herein shall continue in full force and effect for the term stated in the ATL Quote (the “License Term” shall be indicated in the ATL Quote) beginning the first full calendar month following acceptance (as that term is longerdefined below) of all services. Thereafter, the Term is extended by one-year (each a “Renewal Term”) unless either Party gives the other written notice of its intention for the Agreement not to renew automatically, which notice shall be given no later than thirty (60) days prior to the expiration of the then-applicable Term. 16.2 CMCC 12.2. ATL may terminate this Agreement and the licenses granted herein immediately in the event Licensee breaches any term or condition of this Agreement and fails to cure such breach within thirty (30) days following its receipt of written notice thereof. For purposes of this provision, ATL may provide written notice by sending notice to Licensee at the email address set forth in the ATL Quote. Either Party may immediately terminate the Agreement upon written notice if the bankruptcy, insolvency, liquidation, dissolution other Party: (a) becomes or cessation of operations of Licenseeis declared insolvent or bankrupt pursuant to Section 23 herein; or (b) is the filing subject of any voluntary petition for bankruptcy, dissolution, proceeding related to voluntarily or involuntarily liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee insolvency which is not dismissed within ninety (90) days Days; or (c) makes an assignment for the benefit of creditors. Additionally, ATL may, without refund, at its sole discretion, terminate or suspend rights to the Licensed Software, effective immediately, due to Licensee’s violation of any state or federal laws, regulations or statutory codes, or Licensee’s falsification of personal or company information, including, but not limited to, name, email address, mailing address, phone number, etc. If the licenses granted under this Agreement expire or terminate, Licensee shall immediately cease using the applicable Licensed Software, shall destroy all copies of the date on which Licensed Software within Licensee’s possession, custody or control, and shall promptly certify in writing to ATL that it is filed has destroyed all copies of them, in any and all forms and media, within its possession, custody or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice control. Licensee acknowledges and agrees that in the event of a license expires or terminates, ATL may remotely disable or otherwise remove the applicable Licensed Software from Licensee’s failure use without further notice or approval. 12.3. Specifically, as it relates to pay to CMCC royalties due and payable hereunder in a timely mannerany ATL Services or Licensed Software, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration upon termination of the thirty (30) day periodAgreement by Licensee, if Licensee shall not have made all such payments to CMCC, additional fees may result from said termination depending on the rights, privileges nature and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration scope of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, ATL Services provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsATL Quote.

Term and Termination. 16.1 4.1 The term of Agreement commences on the Effective Date and continues until it is terminated in accordance with this Agreement Section 4. 4.2 A Subscription Term shall be (15) years or the life begin as of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee Subscription Start Date and remain in effect for the benefit term length indicated on the Order Form (the "Initial Term") and automatically renew for successive twelve (12) month terms (each a "Renewal Term") unless either party gives notice of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is its intention not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon to renew thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day periodcurrent Subscription Term. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee Customer shall have the right to opt-out of such renewal, from within the Software, commencing upon the Subscription Start Date until thirty (30) days prior to the expiration of the Subscription Term. Subscriptions must be used during the Subscription Term and any unused Subscriptions will expire. 4.3 Either party may terminate this Agreement at and any time upon six Order Form executed between the parties if: (6a) months’ prior the other party materially breaches this Agreement and does not cure the breach within thirty (30) days after written notice notice; or (b) the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to CMCCinsolvency, and upon payment by Licensee receivership, liquidation or assignment for the benefit of all amounts due CMCC through the effective date of terminationcreditors. 16.6 Upon 4.4 CoGuard may (at its sole discretion) suspend delivering Subscriptions if Customer breaches the terms of Section G (Payment of Fees) until the breach is remedied. 4.5 Unless otherwise stated herein, termination of this Agreement shall not affect any Subscriptions currently being delivered and this Agreement shall remain in full force and effect until the expiration of the then-current Subscription Term. In the event this Agreement is terminated by Customer in accordance with Section 4.3, CoGuard will NOT refund Customer any prepaid Fees. If this Agreement is terminated by CoGuard in accordance with this Section 4, Customer will pay (if applicable) any unpaid Fees covering the remainder of the Subscription Term of all Order Forms, to the extent permitted by applicable law. For the avoidance of doubt, in no event will termination relieve Customer of its obligation to pay any Fees payable to CoGuard for any reason, nothing herein shall be construed to release either party from any obligation that matured the period prior to the effective date of such termination. Licensee The terms and any sublicensee thereof may, however, after the effective date conditions of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement will apply to any Renewal Term(s) provided that, absent an Effective Price as set forth in an Order Form, Website purchase or other written agreement between the Parties, CoGuard’s then-current List Price will apply with regard to any such Renewal Term(s). CoGuard reserves the right to increase fees for any Renewal Term(s) with respect to its products and shall submit services, including the reports required under this Agreement on the sales of Licensed ProductsSoftware and Supplemental Services.

Term and Termination. 16.1 The license granted herein is effective upon acceptance by the Customer and shall remain in effect until terminated as provided herein. For Software that is provided without time restriction—including Perpetual Software—the license granted herein is effective until otherwise terminated. For Subscription Software, the license granted herein is only effective for the period defined in a quotation, purchase order, or product description, after which the license will expire. Xxxxxxxx may terminate Your license to Beta Software at any time. Any license may be terminated by Xxxxxxxx or any third party from whom Xxxxxxxx may have obtained a respective licensing right for which Xxxxxxxx may accept on your behalf for use under this XXXX if You (1) fail to pay any amount for the Software or Program or Equipment when due, or (2) fail to comply with any term of this Agreement shall be or condition and such failure is not remedied within fifteen (15) years days after notice from Xxxxxxxx. Upon expiration or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing termination by either party of any voluntary petition for bankruptcylicense, dissolutionincluding Beta Software, liquidation You shall return to Xxxxxxxx or winding-up of destroy the affairs of Licensee; or Software and all associated documentation, together with all copies in any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCCform, and certify such destruction in writing. Important Note: upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon expiration or termination of this Agreement for any reasonSubscription Software, nothing herein shall be construed You may lose access to release either party from any obligation that matured prior to Your data stored by the effective date of such terminationSoftware. Licensee and any sublicensee thereof mayXXXXXXXX HAS NO OBLIGATION OR LIABILITY FOR ANY LOSS, howeverALTERATION, after the effective date of such terminationDESTRUCTION, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the sameDAMAGE, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsCORRUPTION, OR RECOVERY OF YOUR DATA CAUSED BY SUCH TERMINATION. IF YOU TRANSFER, DISTRIBUTE, OR OTHERWISE MAKE AVAILABLE ANY COPY, MODIFICATION, OR MERGED PORTION OF THE SOFTWARE WITHOUT THE EXPRESS PERMISSION OF THESE TERMS AND CONDITIONS OR PRIOR WRITTEN CONSENT OF XXXXXXXX, YOUR LICENSE WILL BE IMMEDIATELY AND AUTOMATICALLY TERMINATED.

Term and Termination. 16.1 The term A. Unless sooner terminated as provided herein, the royalty Obligations of this Agreement shall be will expire with respect to a given Licensed Product the longer of twenty (1520) years from the date of the execution of this Agreement or the life expiration of the last expiring Licensed to expire patent which covers the licensed intellectual property in the Territory. Notwithstanding the foregoing, the parties hereto agree that the royalty provisions of Paragraph IV.B. and IV C., are not solely dependent upon Patent RightRights, whichever period is longerand SWT's obligations to pay royalties under paragraph IV.C. hereinabove shall continue unabated regardless of any of the foregoing expirations. 16.2 CMCC B. In the event either party files for bankruptcy or a receiver is appointed, this Agreement may immediately thereafter be terminated at the option of the other party. C. Should SWT fail to pay the royalties, fees and/or other consideration Due and payable hereunder, USFRF shall have the right to terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or windingon forty-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety five (9045) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day periodnotice. Upon the expiration of the thirty forty-five (3045) day period, if Licensee SWT shall not have made paid all such payments royalties and interest thereon, USFRF shall have the right to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s Agreement. Upon any material breach or default of Agreement by SWT, other than those occurrences set out hereinabove which shall always take precedence in that order over any material term breach or condition or warranty contained default referred to in this AgreementSection, unless Licensee USFRF shall cure such breach within said sixty (60) day period. Upon have the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, right to terminate this Agreement and the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six forty-five (645) months’ prior days' written notice to CMCC, and upon payment by Licensee SWT. Such termination shall become effective unless SWT shall have cured any such breach or default prior to the expiration of all amounts due CMCC through forty-five (45) days from the effective date SWT receives notice of terminationthe breach or default. 16.6 D. Upon termination of this Agreement for any reason, nothing herein shall Shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof SWT may, however, after the effective date of such termination, sell all complete Commercial Exploitation of Licensed Products and complete Licensed Products in the process of manufacture for which SWT has received consideration at the time of such termination and sell the same, provided that Licensee SWT shall pay to CMCC USFRF the royalties or other consideration thereon as required under the provisions of Section IV of this Agreement Agreement, and shall submit the reports required under this Agreement on Section X regarding the sales Commercial Exploitation of the Licensed Products. E. Upon termination of this Agreement for any reason, all intellectual Property rights licensed hereunder, including without limitation, all USF Patent Rights and all USF Technology shall revert to USF and USFRF, and SWT shall have no further right to or continuing Interest. In addition, any sublicenses hereunder shall terminate, unless accepted by USFRF. F. SWT, its successors or assigns, shall have the option to terminate This license agreement upon thirty (30) days written notice and in That event, SWT shall cease using USF Technology and return same to USF. In this event, it is understood that all future monetary obligations under this Agreement shall be void and any monies paid to date to USFRF shall be non-refundable to SWT, or its Assigns.

Term and Termination. 16.1 (a) The term of this Trademark License Agreement, including the right and license to Licensee to use the FAIRPOINT Mxxx in the provision of Schedule D Services, including as part of the Co-Branded Logo, (the “FAIRPOINT License”) shall continue until the expiration, cancellation or termination of the Schedule D Services (the “Term”) unless otherwise terminated in accordance with one of the provisions below. (b) This Trademark License Agreement may be terminated at any time by mutual written agreement of the Parties. (c) This Trademark License Agreement shall automatically terminate upon termination of the TSA. (d) This Trademark License Agreement may be terminated: (15i) years By Licensor in the event of any material breach of any provision of this Trademark License Agreement by Licensee. Licensor shall provide written notice to Licensee detailing the grounds for such breach, including anticipatory breach, and shall provide Licensee ten (10) calendar days from date of notice to cure such breach or, if such breach is not capable of being cured within such ten (10) calendar days, to cure such breach as soon thereafter as reasonably practicable provided diligent efforts have been commenced within such ten (10) calendar days and continue uninterrupted thereafter to cure such breach. In the event Licensee is unable to cure such breach (or commence cure as provided in the preceding sentence) within such ten (10) calendar days of the date of written notice to Licensee or the life Parties are unable to otherwise resolve such breach within such ten (10) calendar days of the last expiring Licensed Patent Rightdate of written notice to Licensee, whichever period is longerLicensor and/or its Affiliates may immediately terminate/cancel any and all rights and licenses granted for the FAIRPOINT Mxxx, including pursuant to this Trademark License Agreement; provided, however, nothing contained herein shall be deemed to be a waiver of any rights of Licensor or any of its Affiliates or prevent Licensor or any of its Affiliates from seeking immediate injunctive relief or other remedies. The foregoing shall be in addition to any other rights and remedies available to Licensor. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy(ii) Immediately, insolvencyby Licensor, liquidation, dissolution if Licensee voluntarily files for bankruptcy or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary makes an assignment by Licensee for the benefit of its creditors; , or an involuntary assignment or bankruptcy petition is made or filed against Licensee and either the filing of any involuntary petition for bankruptcy, dissolution, liquidation relevant proceeding has not been stayed or winding-up of the affairs of Licensee which is not dismissed within ninety (90) calendar days or any of the date on which it actions sought in such proceeding (including the entry of an order for relief or the appointment of a receiver, trustee, custodian or other similar official) is filed granted in whole or commencedin part. 16.3 CMCC may terminate this Agreement (iii) By Licensee, for any reason, upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminateLicensor. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term (a) In the event that Licensee materially defaults in the performance of this Agreement shall be its obligations hereunder, or under that certain (15i) years or Secured Promissory Note in the life original principal amount of $500,000 from the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or Helicos, (ii) Bxxx of Sale by Helicos for the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up benefit of the affairs Licensee, (iii) Assignment and Assumption Agreement by and between Helicos and Licensee, (iv) Royalty Agreement by and between Helicos and Licensee, (v) Security Agreement by and between Helicos and Licensee, (vi) letter agreement between the Licensee, Dxxxxx X. Xxxxx (the “Founding Executive”) and Helicos, each of even date hereof (together, the “Transaction Documents”), or (vii) any other agreement of Licensee which that contemplates any obligation that is secured by a first priority lien on assets of the Licensee inasmuch as such assets purchased by Licensee from Helicos, Helicos shall have the right to give Licensee written notice requiring it to cure such default. In addition, the failure of the Founding Executive to continue to work full-time for the Licensee shall constitute an event of default under this License Agreement. If any event of default is not dismissed remedied within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written after receipt of such notice, Helicos shall be entitled to terminate this License Agreement by giving notice in the event of Licensee’s failure to pay take effect immediately. (b) This License Agreement shall automatically terminate if Licensee dissolves or ceases to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day periodconduct its business, if Licensee shall files a petition in bankruptcy or insolvency or applies for the appointment of receiver or trustee concerning its assets, or if Licensee is served with an involuntary petition against it, filed in any insolvency proceeding, and such petition is not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon dismissed within sixty (60) days prior written notice in the event after its filing. (c) The parties’ respective obligations under Section 4, 5, 6, 7 and 8 shall survive termination of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the whether by expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement or otherwise for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term of this (a) This Agreement shall may be (15) years or terminated by either party upon written notice, if the life of other party breaches any obligation provided hereunder and the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed breaching party fails to cure such breach within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written of such notice in if such breach is capable of being cured; provided, however, that the event cure period for any failure of Licensee’s failure Company to pay to CMCC royalties fees and charges due and payable hereunder shall be fifteen (15) days from the date of receipt by Company of notice of such failure. (b) Unless earlier terminated by either party as set forth in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCCSection 2.1(a), the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate term of Contractor's engagement under this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon end six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through months from the effective date of terminationEffective Date ("Scheduled Termination Date"). 16.6 Upon termination of this Agreement for any reason(i) The Company agrees that, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process event Contractor's engagement hereunder is earlier terminated by the Company without Cause (as defined below) or by Contractor pursuant to Section 2.1(a) as a result or the breach of manufacture a representation, warranty, or covenant or other agreement of the Company hereunder, Company shall pay Contractor at the time of such termination the sum of (A) a termination fee in cash equal to the monthly fee payable to Contractor under Exhibit A hereto times the number of months (including any portion of a month) from the actual termination date until the Scheduled Termination Date, (B) the Base Fee (as defined in Exhibit A) due and sell payable hereunder through the sameactual termination date, and (C) full reimbursement of all of Contractor's costs and expenses incurred through the actual termination date as contemplated hereby. (ii) In addition, if Contractor's engagement is terminated on the Scheduled Termination Date or earlier than the Scheduled Termination Date as contemplated by Section 2.1(b)(i), and within twelve (12) months following the actual termination date the Company completes any financing with a Schedule A Investor (as defined below), whether or not Contractor is involved in such financing, the Company will pay to Contractor a fee on the closing of such financing equal to the amount of the fee that would have been payable pursuant to paragraph 2(b) of Exhibit A if the engagement had not been terminated. (iii) Further, if Contractor's engagement is terminated earlier than the Scheduled Termination Date as contemplated by Section 2.1(b)(i) hereof, Company shall provide the additional compensation equal to the amount that would have been payable pursuant to paragraph 2(c) of Exhibit A if the engagement had not been terminated. (iv) For purposes of this Agreement, the term "Cause" shall mean: (A) the willful or continual neglect by Contractor or Mr. Xxxxxxx xx its/his duties or obligations hereunder, provided that Licensee such neglect remains uncured for a period of thirty (30) days after written notice describing the same is given to Contractor or Mr. Xxxxxxx, xxd provided further that isolated or insubstantial failures shall pay not constitute Cause hereunder; (B) Contractor's or Mr. Xxxxxxx'x xxxviction (which is not subject to CMCC further appeal) of any felony or crime of moral turpitude or any crime or offense involving money or other property of the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.Company or any

Term and Termination. 16.1 7.1 The term of this Agreement Commercial License shall be from the Effective Date and will continue either (15a) until no issued Licensed Patents and no issued patents respecting Improvements remain valid and enforceable, or (b) [***] years or after the life date of first commercial sale of Product made in a fully-operational plant (not a sale from a pilot plant), whichever is sooner. Following this initial term (the “Initial Term”), this Commercial License shall automatically renew for successive [***], and Bioamber shall provide Cargill at least six (6) month notice in the event it decides to terminate this Commercial License prior to any extensions of the last expiring Licensed Patent RightInitial Term. Bioamber shall provide written notice to Cargill as to the date of such first commercial sale and in the event of a dispute the Parties shall resolve such dispute in good faith. Termination of the Development Agreement for any reason, whichever period is longerincluding its end of term, will not terminate this Commercial License. 16.2 CMCC 7.2 Following the Initial Term, Section 5.3 of this Commercial License shall only apply to the production of sublicenses that continue to pay licensing revenues to Bioamber (“Eligible Production”). The Eligible Production for the purposes of calculating Section 5.3 of this Commercial License shall be determined each three-month period during such an extension period. Notwithstanding the foregoing, Bioamber, should it elect to do so, shall continue to pay the annual minimum royalty provided in Section 5.8. 7.3 Either Party may terminate this Agreement immediately upon Commercial License at any time for a material breach by the other Party, provided (i) that the Party alleging the breach provides the other with written notice specifying the breach, and (ii) the breach is not cured within one hundred twenty (120) days. To the extent permitted under applicable law, either Party may terminate this Commercial License in the event of the other Party’s bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary a petition for therefore. A Party shall promptly give the other Party notice of its bankruptcy, dissolutioninsolvency, liquidation or winding-up of intent to file a petition therefore, whereupon the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within other Party may immediately terminate this Commercial License on written notice to that Party. 7.4 Bioamber may terminate this Commercial License upon ninety (90) days written notice to Cargill. 7.5 Termination of this Commercial License for any reason, including the end of its term, terminates all rights and obligations hereunder, including licenses and sublicenses, except as otherwise specified in this Commercial License. 7.6 Upon termination of this Commercial License by Bioamber pursuant to Section 7.4 or upon Cargill’s termination of this Commercial License pursuant to Section 7.3 as a result of Bioamber’s breach: (i) all of Bioamber’s rights specified in Sections 5.2.1 and 5.2.2 in the Development Agreement terminate; (ii) Bioamber shall and hereby does assign to Cargill all of its rights, title and interest in and to Bioamber Improvements and Bioamber will have no remaining rights respecting Bioamber Improvements; and (iii) such termination shall have no affect whatsoever on any license or other intellectual property rights granted from Bioamber to Cargill under the terms of the Commercial License or the Development Agreement. 7.7 Expiration or termination of this Commercial License shall not: (a) relieve Bioamber or its sublicensees of their obligation to make payments or fulfill any obligations to Cargill incurred prior to expiration or termination including quarterly payments for a completed milestone, other royalty and payment obligations, and a pro rata portion of the minimum payment due for the partial year as of the date on which it is filed of termination, or commenced(b) relieve Cargill of its obligations to Bioamber incurred prior to expiration or termination. 16.3 CMCC may terminate 7.8 Material breach of this Agreement upon thirty (30) days Commercial License by Bioamber shall include, but not be limited to, the failure of Bioamber to use its best efforts to seek regulatory approval pursuant to Section 2.2 or pay any amounts due under Section 5. 7.9 Expiration or termination of this Commercial License, however effectuated, shall not release the Parties from their rights and obligations incurred prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration or termination of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 this Commercial License. Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachCommercial License, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at following provisions survive any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon expiration or termination of this Agreement Commercial License: Sections 3 (Confidential Information & Transfer of Strains), 4.3, 4.4, 4.5, 5 (Payments, Royalties, and Other Consideration, except for any reasonSections 5.8 (Bioamber’s obligation to pay the $[***] annual minimum payment shall not survive, nothing herein but Cargill’s license and rights granted thereunder shall be construed to release either party from any obligation that matured prior to the effective date survive), 5.9 and 5.10), 6 (Intellectual Property), 7 (Term and Termination), 8 (Disclaimer of such termination. Licensee Warranty, Limitation of Liability), 9 [***], and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products10 (Miscellaneous).

Term and Termination. 16.1 17.1 This Agreement shall commence on the Effective Date and shall, unless and until terminated as provided herein, survive for a period of seven (7) years after the Commencement Date. 17.2 This Agreement shall automatically and immediately terminate without notice to the Licensee if any proceeding under the Bankruptcy and Insolvency Act of Canada, or any other statute of similar purport, is commenced by or against the Licensee. 17.3 All rights of the Licensee in respect of the Licensed Technology shall terminate, in respect of any Background Technology, upon expiry of the applicable Background License or otherwise upon the expiry or termination of the night of the Agency to license such Background Technology. 17.4 The Licensee shall cease to use the Licensed Technology in any manner whatsoever within 5 days from the Effective Date of Termination of this Agreement. 17.5 The Agency may, at its option, terminate this Agreement immediately on the happening of any one or more of the following events by delivering notice in writing to that effect to the Licensee: (a) if the Licensee shall be in material default under or shall fail to comply with any other term of this Agreement shall and: (i) if such default is reasonably curable within 30 days after receipt of notice of such default and such default or failure to comply is not cured within 30 days after receipt of written notice thereof, or (ii) if such default is not reasonably curable within 30 days after receipt of written notice thereof, and such default or failure to comply is not cured within such further reasonable period of time as may be necessary for the curing of such default or failure to comply; (15b) years if the Licensee fails to procure or maintain insurance as required under this Agreement; (c) if the life Licensee ceases to carry on business; (d) if the Licensee becomes insolvent; (e) if any execution, sequestration, or any other process of any court becomes enforceable against the rights licensed to the Licensee under this Agreement or upon any of the last expiring Licensed Patent Rightmonies due to the Agency and is not released or satisfied by the Licensee within the later of (x) 90 days thereafter or, whichever period (y) if the Licensee obtains a valid stay against any such execution, sequestration or other process, 90 days after the expiry or lifting of such stay; (f) if any resolution is longer. 16.2 CMCC may terminate this Agreement immediately upon passed or order made or other steps taken for the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolutionwinding up, liquidation or winding-up other termination of the affairs existence of the Licensee; or any voluntary assignment by ; (g) if the Licensee for the benefit of creditors; or the filing is in arrears of any involuntary petition payments that are due to the Agency under the terms of this Agreement such arrears continue for bankruptcymore than 30 days after the Licensee's receipt of a written notice from the Agency of such arrears; (h) if the Licensed Technology becomes subject to any security interest, dissolutionlien, liquidation charge or windingencumbrance in favour of any third party claiming through the Licensee; (i) if the Licensee grants a sub-up sublicense of the affairs Licensed Technology or of Licensee which is not dismissed within ninety this Agreement other than as expressly permitted hereunder; (90j) days if any part of the date on which it Licensee's business relating to this Agreement is filed transferred to a subsidiary or commencedassociated company without the prior written consent of the Agency; (k) if both the Agency and the Licensee agree to termination this Agreement in writing; (1) if the Licensee fails to satisfy any of the milestones set out in 11.5; or (m) if the Licensee commits any breach of Section 5.3, Article 10, or Article 14. 16.3 CMCC may terminate 17.6 If this Agreement upon thirty (30) days prior written notice in expires or terminated for any reason, the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall cease to use the Licensed Technology in any manner whatsoever within 5 days from the Effective Date of Termination and, further, the Licensee will make all such payments due to CMCC within said thirty (30) day period. Upon the expiration Agency and the Agency may proceed to enforce payment of all outstanding payments owed to the Agency and to exercise any or all of the thirty (30) day periodrights and remedies contained herein or otherwise available to the Agency by law or in equity, if Licensee shall not have made all such payments to CMCCsuccessively or concurrently, at the rights, privileges and licenses granted hereunder shall terminateoption of the Agency. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 17.7 Upon termination of this Agreement for any reason, nothing herein each party shall be construed to release either party from any obligation that matured prior return to the effective date other party any and all Confidential Information of the other party provided hereunder in its possession or control (except for one archival copy to be retained by a person designated by such party (who shall not make such Confidential Information generally available to employees or other representatives of such termination. Licensee party) for the purpose of confirming which information to hold in confidence hereunder) and any sublicensee thereof may, however, after each party shall deliver a certificate of a responsible official of the effective date party certifying the completeness of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 (a) The term of this Agreement shall be (15) years or commence upon the life effective date hereof. Unless sooner terminated as hereinafter provided, this Agreement shall continue in full force and effect until the expiration of the last expiring Licensed Patent Rightmaterial and substantial United States patent covering the Technology which is utilized by Sublicensee, whichever period is longeror for so long as Sublicensee produces a Product which utilizes material and substantial proprietary information or a material and substantial Trade Secret of ECC. Provided, however, that upon the expiration of the last aforementioned patent, if Sublicensee desires to continue the Agreement in force, it will be subject to an appropriate negotiated adjustment to the Royalty Payments or License Fee. Any dispute as to the term of this Agreement shall be resolved by arbitration pursuant to paragraph 26 of this Agreement. 16.2 CMCC (b) The Sublicense may be terminated, at any time, by the mutual written consent of the parties hereto. (c) Sublicensee may terminate this Agreement immediately Agreement, at any time, with or without cause, upon the bankruptcy, insolvency, liquidation, dissolution sixty (60) days' prior written notice of such termination to ECC. (d) If Sublicensee or cessation of operations of Licensee; or the filing ECC is in breach of any voluntary petition for bankruptcyof its material obligations hereunder, dissolution, liquidation or windingthen the non-up breaching party may give the breaching party written notice of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which such breach. If such breach is not dismissed cured within ninety (90) days from the date such written notice is delivered, or if such default can not be cured within such ninety day period but the breaching party has taken action to cure such default then if the default is not cured within one hundred eighty (180) days from the date of the original notice, the non-breaching party shall have the right to immediately terminate the Sublicense by written notice to the breaching party. (e) If a bankruptcy reorganization proceeding, not including a voluntary proceeding under Chapter 7 of the U.S. Bankruptcy Code, shall be commenced by or an involuntary proceeding be commenced against the Sublicensee, this Sublicense shall terminate effective as of the date on which it is filed or commencedof such filing, unless the Sublicensee shall assume such Sublicense in accordance with the provisions of the U.S. Bankruptcy Code, including, but not limited to, Xxxxxxx 00 X.X.X. 000, and any applicable court order. 16.3 CMCC may (f) Subject to the provisions of paragraph 27 (force majeure) ECC shall have the right, at its sole discretion, to terminate this Agreement the Sublicense, upon thirty (30) days prior written notice to Sublicensee, in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon that the expiration amount of the thirty (30) day period, if Licensee shall Royalty payment for any calendar year is not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration at least 50% of the sixty (60) day period, if Licensee shall not have cured said breach, Royalty payment amount for the rights, privileges and license granted hereunder shall terminatepreceding calendar year. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 The term 12.1 Unless terminated earlier, this Agreement shall remain in force from the Effective Date for a period of ten (10) years, and be automatically renewable for additional ten (10) year increments, assuming all provisions of this Agreement shall be (15) years or are complied with, specifically the life of the last expiring Licensed Patent Right, whichever period is longerquality control provisions set forth herein. 16.2 CMCC 12.3 Licensor or BMS may terminate this Agreement immediately upon the bankruptcyunder any circumstance where Licensee has failed to perform or meet any material term, insolvency, liquidation, dissolution obligation or cessation condition of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon and has failed to correct the same within thirty (30) days prior after written notice in to Licensee by Licensor or BMS. Licensee may terminate this Agreement immediately under any circumstance where Licensor or BMS has failed to perform or meet any material term, obligation or condition of this Agreement and has failed to correct the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC same within said thirty (30) day perioddays after written notice to Licensor or BMS by Licensee. Upon The failure of a party to insist in any one or more instances upon the expiration performance by another party of the thirty (30) day period, if Licensee any term or obligation or condition of this Agreement or to reserve any right or privilege conferred upon a party by this Agreement shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminatebe construed as thereafter waiving any right or privilege of that party under this Agreement. 16.4 Except as otherwise provided 12.4 Notwithstanding anything in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written to the contrary, this Agreement shall be deemed to have terminated automatically without further notice or legal action by Licensor or BMS in the event event: (a) The First Commercial Sale of Licensee’s breach or default of any material term or condition or warranty contained Product under the Licensed Trademark in this Agreement, unless Licensee shall cure such breach the Territory does not occur within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice months of the date the FDA approves the NDA for the Product, (b) Licensee shall fail to CMCC, and upon payment by remit to Licensor periodic royalty statements and/or royalties due thereunder for two consecutive calendar quarters, (c) Licensee shall become insolvent or shall commit any act or bankruptcy or insolvency, (d) the majority control of all amounts due CMCC through the effective date shares of termination.the Licensee shall have been transferred to a non-affiliated company, 16.6 Upon termination of (e) Licensee shall attempt to transfer or assign this Agreement for to any reason, nothing herein third party without the written consent of Licensor, (f) Licensee shall be construed fail to release either party from any obligation that matured prior obtain FDA approval to market the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products Product in the process Territory within three (3) years of manufacture at the time of such termination and Effective Date, or (g) Licensee elects not to sell or ceases to sell the same, provided that Licensee shall pay to CMCC Product under the royalties thereon as required under this Agreement and shall submit Licensed Trademark in the reports required under this Agreement on the sales of Licensed ProductsTerritory.

Term and Termination. 16.1 9.1 The term of this the contract as indicated on the Service Agreement shall will not start until the Service Commencement Date but you agree that you may be (15) years or charged from the life Installation Date. The contract will then continue for the initial minimum term stipulated within the Service Agreement. For the avoidance of doubt, if not specified on the Service Agreement the initial minimum term of contract is 12 months. At the end of the last expiring Licensed Patent Rightinitial minimum term, whichever the contract will automatically renew for a further period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcyof twelve (12) months, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety on a rolling twelve (9012) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannermonth basis, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration we receive prior notice from you giving a minimum of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice of your wish to terminate the Service. Such termination is not to take place earlier than the expiry of the current term or renewed term. 9.2 We shall have the right, by giving written notice to you, to terminate the Agreement immediately if you: 9.2.1 commit any material breach of your obligations, and fail to remedy that breach within twenty-eight (28) days of written notice of that breach the twenty-eight (28) day period only applies where a breach is capable of remedy; if it is incapable of remedy, the Agreement may be terminated by written notice immediately), or 9.2.2 have a winding up petition presented, or enter into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of amalgamation or reconstruction without insolvency), or make an arrangement with your creditors or petitions for an administration order, or has a receiver or manager appointed over any of your assets, or generally becomes unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986. 9.3 We may terminate the Service or part thereof on 60 days written notice to you provided that such notice extends the termination date beyond the end of the minimum term as set out in the event Service Agreement. 9.4 Where the Agreement is terminated or otherwise brought to an end, all Service Fees for the remainder of Licensee’s breach or default of any material the initial term or condition the renewed term (as applicable) shall become payable immediately. 9.5 If you cancel an ordered Service or warranty contained any part of it, notwithstanding that such order has only been provisionally accepted by us, you agree to reimburse us for any costs we have incurred in preparing to deliver the Service in addition to the standard cancellation charge, as may be applicable at the time. We will take all reasonable steps to mitigate any such costs. If you have had a site survey you will pay the full site survey charges. If the Service includes any excess construction charges such charges will be payable in full by you on cancellation of an ordered Service. If we have provided you with any Equipment you will return such Equipment to us immediately in full working order at your cost. 9.6 If you request a change to the Required Date and/or the Contractual Delivery Date (and this Agreement, unless Licensee shall cure such breach within said sixty (60has been accepted by us) day period. Upon and you subsequently cancel the expiration order any cancellation charge will be calculated on the later of the sixty (60) day periodrevised Required Date or Contractual Delivery Date, as the case may be. 9.7 If the cancellation of the order is due to our failure to provide the Service within a reasonable time after the agreed Required Date or Contractual Delivery Date, if Licensee shall not have cured said breachlater, the rights, privileges and license granted hereunder shall terminateno cancellation charge will be levied. 16.5 Licensee 9.8 We shall have the right to terminate this the Agreement at any time upon six (6) months’ prior written notice immediately if required because of a regulatory or legal change or are required to CMCC, and upon payment do so by Licensee a direction of all amounts due CMCC through the effective date of terminationOfcom. 16.6 Upon termination 9.9 Any broadband backup service is provided on a minimum 12 month term. Where a service is added to a live Ethernet primary connection that has a remaining contract period of this Agreement less than 12 months, the broadband backup service minimum 12 month term will still apply and we shall have the right to invoice you for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date unexpired part of such termination. Licensee and any sublicensee thereof may, however, after minimum term should the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under Service be terminated within this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsperiod.

Term and Termination. 16.1 The term 3.1 This Agreement is effective as of the Effective Date and shall continue until terminated in accordance with the terms of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC Article 3. Either Party may terminate this Agreement immediately upon by giving the bankruptcyother Party thirty (30) days’ prior written notice. 3.2 This Agreement and all rights and licenses granted under this Agreement shall terminate as soon as practicable, insolvencybut no longer than thirty (30) days, liquidationafter ABC materially breaches this Agreement, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcyincluding ABC’s obligations under Article 2, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which and such breach is not dismissed cured within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due its receipt of a writing from AIH notifying ABC of such breach. 3.3 This Agreement and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges rights and licenses granted hereunder under this Agreement shall immediately terminate, if and when: 3.3.1 ABC is acquired by a third party; or 3.3.2 AGM or any affiliate of AGM ceases to manage ABC. 3.4 In the event that ABC loses Control of a Subsidiary, all rights and licenses granted to the former Subsidiary under this Agreement shall immediately terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above3.5 ABC assumes responsibility for all action or inaction of each Licensed User with respect to the terms of this Agreement. ABC therefore agrees and acknowledges that any breach of this Agreement by a Licensed User, CMCC including such Licensed User’s obligations under Article 2, shall be deemed a breach by ABC and, pursuant to Section 3.2, Licensor may terminate this Agreement upon sixty (60) days prior written notice in for any such breach by a Licensed User. 3.6 In the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 Upon a termination of this Agreement for any reasonagreement, nothing herein shall be construed to release either party from any obligation that matured the Licensed Users shall, prior to the effective date of such termination, cause the name of each Licensed Users to be changed to omit reference to “Apollo”, and the Licensed Users shall cease and make no further use of the Licensed Trade Name and Licensed Mark in relation to any activities of the Licensed Users. Licensee and any sublicensee thereof may, however, shall send a written notice to Licensor within thirty (30) days after the effective date termination of such termination, sell this Agreement certifying that all Licensed Products Users have ceased any and complete all use of the Licensed Products Mark, including as a component of the Licensed Trade Name, and send to Licensor a copy of all duly filed certificates of name change. 3.7 For twelve (12) months following the termination of this Agreement, each Licensed User shall specify on all public-facing materials in a prominent place and in a prominent typeface that such Licensed User is no longer operating under the process of manufacture at the time of such termination Licensed Mark and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsis no longer associated with AIH or its affiliates.

Term and Termination. 16.1 The 10.01 This Agreement shall be effective as of the Effective Date and, unless terminated earlier pursuant to Paragraphs 6.06, 10.02, 10.03 or 10.04, the term of this Agreement shall be continue in effect for the later of (151) ten (10) years from the first commercial sale of a Licensed Product or (2) the life expiration date of the last expiring Licensed Patent Right, whichever period is longerto expire patent of Agreement Patents. 16.2 CMCC 10.02 Licensee may terminate this Agreement immediately upon and the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or licenses granted hereunder prior to the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment expiration date by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon giving notice to Licensor thirty (30) days prior written notice in to such termination. Upon such termination the event of Licensee’s failure licensees granted by Licensor to pay to CMCC royalties due and payable hereunder in a timely manner, unless the Licensee shall make all terminate and Licensee shall not use Agreement Patents for any purpose. 10.03 If either party (Licensor or Licensee) defaults on or breaches any material condition of this Agreement, the aggrieved party may serve notice upon the other party of the alleged default or breach. If such payments to CMCC default or breach is not remedied within said thirty (30) day perioddays from the date of such notice, the aggrieved party may at its election terminate this Agreement. Upon the expiration of the thirty (30) day period, if Licensee Any failure to terminate hereunder shall not have made all such payments to CMCC, be construed as a waiver by the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event aggrieved party of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the its right to terminate this for future defaults or breaches. Licensee's damages for any breach of the Agreement at any time upon six (6) months’ prior written notice by Licensor will be limited to CMCC, and upon a reduction or suspension of the payment by obligations of Licensee of all amounts due CMCC through the effective date of termination. 16.6 hereunder. Upon termination of this Agreement by Licensor pursuant to this paragraph, the licenses granted by Licensor to Licensee shall terminate and Licensee shall not use Agreement Patents for any reasonpurpose. 10.04 If Licensee becomes insolvent or makes an assignment for the benefit of creditors or if proceedings for a voluntary bankruptcy are instituted on behalf of Licensee or if Licensee is declared bankrupt or insolvent, nothing herein Licensor may at its election terminate this Agreement by notice to Licensee. Upon termination of this Agreement by Licensor pursuant to this paragraph, the licenses granted by Licensor by Licensee shall be construed terminate and Licensee shall not use Agreement Patents for any purpose. 10.05 Termination of this Agreement by Licensor shall not prejudice the right of Licensor to release either party from recover any obligation that matured prior royalty due pursuant to the effective date of such termination. Licensee paragraphs 6.01 and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture 6.02 at the time of such termination or accrued prior to termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productspayable after termination.

Term and Termination. 16.1 The term of this Agreement shall be (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC a. Digital may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution with respect to all Licensed Products and Future Products if Genicom neglects or cessation fails to perform or observe any of operations its obligations under Article 3 of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which this Agreement and such condition is not dismissed remedied within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior after written notice of such neglect or failure is provided to Genicom. b. Should Digital determine that the quality of a Licensed Product fails to meet Digital's quality standards provided in the event of Licensee’s failure to pay to CMCC royalties due Article 4(a) and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC condition is not remedied within said thirty (30) day period. Upon the expiration days after written notice of the such neglect or failure, or if such default by its nature cannot be cured within thirty (30) day perioddays, then if Licensee Genicom shall not have made immediately upon notice from Digital commence curing such default and diligently pursue such remedy and cure such default within sixty (60) days, Genicom's license under the Licensed Trademarks shall terminate for said Licensed Product, and Genicom shall immediately cease all such payments use of the Licensed Trademarks with said Licensed Product. Should Digital at its sole discretion determine that Genicom's failure to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise meet Digital's quality standards provided in Paragraph 14.3 aboveArticle 4 (a) is Pervasive, CMCC Digital may terminate this Agreement upon sixty (60with respect to all Licensed Products and Future Products and Genicom's license under the Licensed Trademarks shall terminate, and Genicom shall immediately cease all use of the Licensed Trademarks. For purposes of this Article 7(b), Pervasive shall mean that more than 25% of the Licensed Products and Future Products shall fail to meet Digital's quality standards provided in Article 4(a) days prior written notice and Genicom has not cured such failure as provided in the event prior sentence. c. This Agreement shall terminate immediately, without action by if (i) Digital terminates the Cooperative Marketing, Support and Development Agreement, or (ii)Genicom enters bankruptcy proceedings, becomes insolvent, makes an assignment for the benefit of Licensee’s breach its creditors, discontinues its business or default is placed in receivership. d. Upon termination of any material term or condition or warranty contained in this Agreement, unless Licensee Genicom's license under the Licensed Trademarks shall cure such breach within said sixty (60) day period. Upon the expiration terminate, and Genicom shall immediately cease all use of the sixty (60) day periodLicensed Trademarks, if Licensee shall not have cured said breachexcept as provided in the Cooperative Marketing, the rights, privileges Support and license granted hereunder shall terminateDevelopment Agreement. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 e. Upon termination of this Agreement for any reasonunder Article 7(a) above, nothing herein Genicom (i) shall be construed to release either party from any obligation that matured prior to the effective date retain in its possesion all remaining inventory of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete associated authorized promotional materials bearing the Licensed Products Trademmarks, (ii) shall remove the Licensed Trademarks from such inventory, and (iii) shall sell such inventory under a different trademark or brand name. In furtherance of the provision in the process preceding sentence, Genicom shall allow Digital the right to inspect such inventory prior to selling any modified products and Genicom shall certify to Digital that it has complied with the provisions of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsparagraph.

Term and Termination. 16.1 The term of This CBDS License Agreement shall become effective upon the Effective Date and shall continue in full force and effect until terminated as set forth herein. Prior to Closing, this CBDS License Agreement shall have no force or effect. Upon Closing, the Prior Agreement shall be terminated and shall have no further force or effect, with the exception of those provisions continued therein which are specifically deemed to survive termination, and this CBDS License Agreement shall supersede and replace the Prior Agreement in its entirety. In the event a UniCAD Company becomes insolvent or is the object of bankruptcy or insolvency proceedings (15other than involuntary proceedings that are fully dismissed within forty-five (45) years days from the commencement thereof), or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary makes an assignment by Licensee for the benefit of its creditors; , or is placed in receivership or liquidation, then its rights under this CBDS License Agreement shall immediately terminate. Other than a breach by UniCAD under Article 6 hereof relating to the filing provision of support and maintenance services as set out in Schedule C, in the event any involuntary petition for bankruptcyParty breaches this CBDS License Agreement or fails, dissolutionin any material respect, liquidation to perform one or windingmore of its material obligations hereunder, a non-up breaching Party may by written notice require the breaching Party to remedy such breach or perform such obligation to the reasonable satisfaction of the affairs of Licensee which is such non-breaching Party. If such breach has not dismissed been remedied or such obligation performed within ninety sixty (9060) days of the date on which it is filed (or commenced. 16.3 CMCC may terminate this Agreement upon within thirty (30) days prior for breach of Article 11 obligation of confidence) of such notice, then such non-breaching Party may, by written notice in notice, and subject to Article 7, forthwith terminate this CBDS License Agreement. In the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration this CBDS License Agreement is terminated by Nortel for any of the thirty (30) day periodreasons set out herein above, if Licensee UniCAD shall not arrange for the immediate delivery of all then existing Maintenance Derivative Works which have made all not, as of the date of such payments expiration or termination, yet been delivered to CMCCNortel. Notwithstanding any termination hereunder, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event provisions of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCCArticle 11 CONFIDENTIAL INFORMATION, and upon payment by Licensee the provisions of all amounts due CMCC through Article 13 LIABILITY, shall survive the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsCBDS License Agreement.

Term and Termination. 16.1 The term of Section 6.1. Except as otherwise provided herein, this Agreement shall be effective for the “Initial Term”, and so long as the Distribution Agreement remains in force. Notwithstanding anything to the contrary herein, this Agreement shall terminate on the earliest of (15a) years or the life expiration of the last expiring Licensed Patent RightInitial Term, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation (b) Licensor providing Licensee with written notice of operations a breach of any of Licensee; or the filing of any voluntary petition for bankruptcy’s obligations hereunder, dissolution, liquidation or winding-up which breach is not cured within 60 days of the affairs date of Licensee; or such notice, (c) Licensee (i) making any voluntary assignment by Licensee for the benefit of creditors; , (ii) being adjudged bankrupt or insolvent, (iii) applying for or consenting to the appointment of a trustee, receiver or liquidator of its assets or seeking similar relief available under the bankruptcy laws, or (iv) having its assets seized or attached, (d) this Agreement or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges rights and licenses granted hereunder being attempted to be assigned by Licensee without the prior written consent of Licensor, or (e) termination or expiration of the Distribution Agreement. If Licensee should transfer any portion of its interest in the Business to any other party without the prior written consent of Licensor, any rights arising under this Agreement with relating to such portion of interest in the Business shall terminateautomatically terminate without further action by any party. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate Section 6.2. Termination of this Agreement upon sixty (60) days shall not relieve any party of any duty, obligation or liability accrued hereunder prior written notice in to such termination. Without limiting the general applicability of the foregoing, the following provisions shall survive termination of this Agreement: Article 4 Section 6.3. In the event of Licensee’s breach or default termination of any material term or condition or warranty contained in this Agreement, unless : (a) Licensee shall cure such breach within said sixty (60) day period. Upon the expiration immediately cease any and all use of the sixty Trademarks in any manner whatsoever except that Licensor may consent to continued use thereof for a limited period of time as reasonably necessary for an orderly cessation of such use, provided that Licensee, during such limited period of time, shall comply with the terms of Article 3, which for purposes of this Section shall survive such termination, and Licensor shall not unreasonably withhold such consent; and (60b) day period, if Licensee shall execute any documents and take such other actions as are required to cancel any registrations held by Licensor to do business under names employing any of the Trademarks; and (c) Licensee shall not have cured said breachmake any claim of ownership in, or right to use, the rights, privileges and license granted hereunder shall terminate.Trademarks or any names or trademarks confusingly similar therewith in any manner; and 16.5 (d) Licensee shall have refrain from the right to terminate this Agreement at use of any time upon six (6) months’ prior written notice to CMCCnames, and upon payment by Licensee of all amounts due CMCC through including domain names, or trademarks which are confusingly similar with the effective date of terminationTrademark or marks confusingly similar therewith in any manner. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 9.1 The term of this Agreement shall be thirty-six (36) months from date execution of Agreement. 9.2 Should INPRIMIS fail to pay ENER1 the sums due and payable hereunder, ENER1 shall have the right to terminate this Agreement on fifteen (15) years or the life of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely mannernotice, unless Licensee INPRIMIS shall make all such payments to CMCC pay ENER1 within said thirty the fifteen (3015) day period, all such fees and interest due and payable. Upon the expiration of the thirty fifteen (3015) day period, if Licensee INPRIMIS shall not have made paid all such payments to CMCC, the rights, privileges fees and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breachinterest due and payable, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee 9.3 Should INPRIMIS fail to produce a demonstration prototype within the first twelve (12) months of this Agreement, ENER1 shall have the right, one year from the Effective Date of this Agreement, at its sole discretion, to terminate this Agreement and the rights, privileges and license granted hereunder by thirty (30) days written notice to INPRIMIS. Such termination shall become effective unless INPRIMIS shall have cured the performance deficiencies identified in the thirty (30) days written notice prior to the expiration of the thirty (30) day period. 9.4 Upon any material breach or default of this Agreement by any Party (the "Breaching Party"), (other than those occurrences set out in Section 9.2 hereof, the terms of which shall always take precedence in that order over any material breach or default referred to in this Section 9.4), the non-breaching Party shall have the right to terminate this Agreement at and the rights, privileges and license granted to hereunder by thirty (30) days notice to the Breaching Party. Such termination shall become effective unless the Breaching Party shall have cured any time upon such breach or default by diligently pursuing remedial action prior to the expiration of the thirty (30) day period; provided that, if the Breaching Party shall be in breach or default of the same provision twice within any six (6) months’ prior written month period, the non-breaching Party shall have the right to terminate this Agreement immediately upon notice to CMCC, the Breach Party of such second occurrence without providing the Breaching Party the thirty (30) days notice and upon payment by Licensee of all amounts due CMCC through the effective date of terminationcure period. 16.6 9.5 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party Party from any obligation that matured arising prior to the effective date of such termination. Licensee and any sublicensee thereof INPRIMIS may, however, after the effective date of such termination, sell all Licensed Products then in its possession, and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee INPRIMIS shall pay to CMCC ENER1 the royalties thereon as required under by Section 3 of this Agreement and shall submit the reports required under by Section 10 hereof. 9.6 Upon termination of this Agreement on for any reason, each Party shall, at the sales option of the other Party, return or destroy all confidential Information, including but not limited to Licensed ProductsTechnology and Know-How, in its possession owned by the other Party, and INPRIMIS shall cease to use any part of the Licensed technology and Know-How for any purpose whatsoever, except as specifically allowed under Section 9.5 above. 9.7 Upon termination of this Agreement for failure to maintain quality as provided in Sections 8.3 and 8.4 hereof, INPRIMIS shall immediately cease all use of the Licensed Trademarks. 9.8 Sections 3, 4, 5, 6, 9 and 10 shall survive termination of this Agreement.

Term and Termination. 16.1 11.1. The term of this Agreement begins on the date on which You accept this Agreement in accordance with Section 29 below, and shall be continue in effect for the duration of the term of Your subscription period, which is five (155) years from the date you subscribe and Your first subscription payment is received, and may be renewed for additional periods thereafter (“Subscription Term” or the life of the last expiring Licensed Patent Right, whichever period is longer.“Renewal Subscription Term(s)” as applicable) unless terminated earlier as follows: 16.2 CMCC 11.1.1. You or GBCI may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution in whole or cessation of operations of Licensee; or the filing of in part at any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement time upon thirty (30) days prior written notice notice; provided that GBCI will not terminate this Agreement for so long as You remain in compliance with this Agreement, You have paid applicable Fees and the event of Licensee’s failure WELL Program remains in effect. 11.1.2. GBCI may terminate this Agreement in full (or as it relates to pay any Project that comprises Your Defined Portfolio under this Agreement), if You breach Your obligations under this Agreement, and You fail to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all cure such payments to CMCC breach within said thirty (30) day perioddays from the date of notice of breach provided to You by GBCI. Upon Such breach of obligations shall include, without limitation, to failure to timely pay any Fees due under this Agreement, Your misuse of any Marks or other intellectual property held by IWBI or its affiliates, and any misstatement, whether intentionally or unintentionally made, in the Portfolio and Project Information that You submit in connection with the WELL Program. 11.1.3. Following the expiration of Your then current Subscription Term, Your Renewal Subscription Term will commence at the then-current Fee Schedule unless You notify GBCI in writing at least thirty (30) day period, if Licensee shall days prior to expiration that You do not have made all such payments wish to CMCC, enter into the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty Renewal Subscription Term. At least ninety (6090) days prior written notice to expiration of Your Subscription Term or Renewal Subscription Term, You will be notified of the pending expiration and then-current terms of the WELL Portfolio Agreement and then-current Subscription Fees. You will not be required to pay another Enrollment Fee so long as You pay Your annual Subscription Fee for the first year of the Renewal Subscription Term within six months of expiration of your previous Subscription Term. 11.1.4. You acknowledge that IWBI has established prestige and goodwill in the event WELL Program and the Marks, which are well recognized in the minds of Licenseethe public throughout the world. It is of great importance, and in the mutual interest of You and IWBI, that all Portfolios and Projects enrolled under this Agreement embody the highest standards and reputation connected with GBCI and IWBI and the WELL Building Standard. Therefore, You agree that if You use the Marks in any manner that could or does disparage, tarnish or dilute the distinctive quality of the Marks or the reputation and goodwill embodied in the Marks, or which would reflect adversely on the Marks, any of the IWBI Indemnitees (defined below), the WELL Building Standard, and/or the WELL Program, in IWBI’s breach or default sole discretion, then at the time of any material term such act or condition or warranty contained in this Agreementat any time after GBCI and/or IWBI learns of any such act, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall GBCI will have the right right, at its sole option, to terminate this Agreement at any time upon six (6) months’ prior by written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of terminationYou. 16.6 11.2. Upon termination of this Agreement pursuant to Section 11.1 above: 11.2.1. Your access to the Application(s) for the associated Project or Portfolio will be revoked by GBCI, and GBCI may, in its sole discretion, delete or destroy any reasonsuch Application(s) and Form(s) and all data therein. 11.2.2. All of Your rights to use the Marks pursuant to the license granted under Section 10 will terminate and You must immediately discontinue all use and display of the Marks. 11.2.3. Except as set forth in Section 11.2.4 below, nothing herein shall all Fees owed by You as of the effective date of such termination must be construed to release either party from any obligation that matured prior to paid in full within thirty (30) days of the effective date of such termination. Licensee and There shall be no refund of any sublicensee thereof mayFees paid or owed under this Agreement. 11.2.4. In the event that GBCI terminates this Agreement without cause as set forth in Section 11.1.1 above, however, after any fees pre-paid by you applicable to any period of time subsequent to the effective date of such terminationtermination for services not received shall be refunded to you. 11.2.5. Upon the expiration or earlier termination of this Agreement, sell all Licensed Products You agree that You shall not seek or be entitled to any remuneration, fees, costs, damages or any other relief (legal or equitable) or compensation whatsoever, except as set forth in this Section 11.2. 11.2.6. Upon termination of this Agreement for cause, You acknowledge that GBCI may revoke a WELL Portfolio Score or WELL Certification, Precertification or other designations, in addition to any other remedies it may have under this Agreement, at law or in equity. Further, upon the expiration or early termination of this Agreement, both parties agree that they shall not seek or be entitled to any remuneration, fees, costs, damages or any other relief (legal or equitable) of compensation whatsoever, except as set forth in this Section 11.2. 11.3. It is expressly understood and complete Licensed Products in agreed that the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required parties’ respective obligations under this Agreement in Articles 8 and 9, Sections 10.1, 10.3, 10.4 and 10.5, Articles 11 through 15, and Articles 18 through 28 shall submit the reports required under survive any termination of this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 The term of this A. This Agreement shall be commence on the Effective Date and, unless sooner terminated under this Article 18, shall expire upon the later of: (15i) years or the life expiration of the last expiring Licensed Patent Rightto expire of all Patent(s), whichever period Improvement(s), and Patent(s) licensed under this Agreement including any extensions thereof and any periods of exclusivity granted by regulatory agencies or other governmental bodies; (ii) Bioenvision is longerno longer due any payments from Sublicensee(s); or (iii) Bioenvision is no longer directly marketing a Product. 16.2 CMCC may terminate B. The payment obligations under the licenses granted to Bioenvision for Licensed Patents and Technical Information shall continue throughout the term as defined in this Agreement immediately but would be subject to good faith renegotiations upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty last to expire of the Licensed Patents, or upon the abandonment of the last to be abandoned of any patent applications if no patents have been issued, whichever is the later, unless this Agreement is sooner terminated. Such good faith renegotiations shall take into account on a country- by-country or regional basis but not be limited to: (30i) day periodProduct competition; (ii) utilization, incorporation and value of Technical Information; (iii) value of Technical Information if Licensee shall not have made all such payments no longer confidential or proprietary through no fault of Bioenvision, its Sublicensee(s), contractors, financiers or any other Bioenvision agent(s) or purchasers of Product or services having access to CMCC, Technical Information; (iv) the rights, privileges and licenses granted hereunder shall terminateapplicable contract or patent law or (v) prior payment commitments. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC C. Bioenvision may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six ninety (690) months’ prior days written notice to CMCC, Orion and upon payment by Licensee of all amounts due CMCC Orion through the effective date of the termination. 16.6 D. Upon termination of this Agreement for any reasonAgreement, nothing herein neither party shall be construed to release either party released from any obligation that matured prior to the effective date of such termination. Licensee Bioenvision and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, inventory provided that Licensee Bioenvision shall pay to CMCC Orion the royalties and profit-sharing thereon as required under this Agreement by Article 6 hereof and shall submit the reports required under by Article 8 hereof E. Except as provided in above, if either party shall be in default of any obligation hereunder, the other party may terminate this Agreement on by giving Notice of Termination by Certified or Registered Mail to the sales party at fault, specifying the basis for termination. If within sixty (60) days after the receipt of Licensed Productssuch Notice of Termination, the party in default shall remedy the condition forming the basis for termination such Notice of Termination shall cease to be operative, and this Agreement shall continue in full force. F. Orion shall have the right to terminate this Agreement if Bioenvision shall cease to carry out its business as related to the Product(s), become bankrupt or insolvent, apply for or consent to the appointment of a trustee, receiver or liquidator of its assets or seek relief under any law for the aid of debtors. G. Bioenvision shall inform Orion of its intention to file a voluntary petition in bankruptcy or of another's intention to file an involuntary petition in bankruptcy to be received at least thirty (30) days prior to filing such a petition. H. Notwithstanding anything else in this Agreement to the contrary, the parties agree that Bioenvision's obligation to pay Orion any payments or other consideration accrued but unpaid prior to termination shall survive the termination of this Agreement.

Term and Termination. 16.1 The term 7.1 This Agreement shall be effective until and shall terminate on the *** anniversary of the Effective Date. Upon termination pursuant to this Section 7.1, each of the licenses granted hereunder shall be deemed a fully-paid, perpetual, unrestricted, unconditional license with the right to grant unrestricted sublicenses subject only to any obligation to pay any royalties due to any third party from which the Novelis Technology licensed hereunder was originally acquired. For clarity, the parties intend that upon termination of this agreement pursuant to this Section 7.1, Alcanint shall have all of the rights of a nonexclusive owner of the Novelis Licensed Technology excluding any patents included therein and have the right to use and license such Technology without notice or accounting to Novelis. 7.2 Should there be a material default by Licensee in the performance of any obligations under this Agreement or the Separation Agreement and such default is not cured within 30 days following written notification of such default from Novelis, this Agreement shall terminate on the date specified on such notice which shall not be (15) years or less than 30 days following the life date of the last expiring Licensed Patent Rightsuch notice, whichever period is longerunless Licensee cures such default before such specified termination date. 16.2 CMCC may 7.3 This Agreement shall terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution occurrence of any of the following: (a) the bankruptcy or cessation of operations insolvency of Licensee; or (b) the filing appointment of any voluntary petition a receiver for bankruptcy, dissolution, liquidation or winding-up of Licensee's assets, (c) the affairs of Licensee; or any voluntary assignment making by Licensee of a general assignment for the benefit of creditors; or , (d) the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment institution by Licensee of all proceedings for a reorganization of Licensee under the Bankruptcy Act or similar legislation for the relief of debtors or the institution of involuntary proceedings by a party other than Licensee which are not terminated in 30 days. 7.4 Early termination under Section 7.2 or Section 7.3 shall not prejudice Novelis' rights to recover any amounts due CMCC through the effective date of termination. 16.6 Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination nor shall it prejudice any other remedy or cause of action or claim of Novelis accrued or to accrue against Licensee on account of any such default by Licensee. 7.5 This Agreement may be terminated at the option of Licensee, upon receipt of written notice to Novelis, at any time provided all payments owed hereunder have been remitted to Novelis. 7.6 Upon early termination of this Agreement pursuant to this Article 7.0, all licenses of Licensed Novelis Technology shall terminate and sell the same, provided that Licensee shall pay cease all use of the Licensed Novelis Technology. *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to CMCC the royalties thereon as required under omitted portions. 7.7 Notwithstanding the foregoing, Licensee may, after the date this Agreement and shall submit the reports required under is terminated pursuant to this Agreement on the sales of Licensed ProductsArticle 7.0, sell any product made before such termination, as if such product were sold prior to termination.

Term and Termination. 16.1 A. The term of this Agreement shall be not less than fifteen (15) years or the life of the last expiring Licensed Patent Right, whichever period is longerthe longer term. 16.2 B. CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; LICENSEE: or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; LICENSEE: or any voluntary assignment by Licensee LICENSEE' for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee LICENSEE which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 C. CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s LICENSEE's failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee LICENSEE shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee LICENSEE shall not have made all such payments to CMCC, the rights, privileges and licenses granted ;ranted hereunder shall terminate. 16.4 D. Except as otherwise provided in Paragraph 14.3 C above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s LICENSEE's breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee LICENSEE shall cure such breach to CMCC's reasonable satisfaction within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee LICENSEE shall not have cured said breachbreach to the reasonable satisfaction of CMCC, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee E. LICENSEE shall have the right right. to terminate terminate- this Agreement at any time upon six (6) months’ ' prior written notice to CMCC, and upon payment by Licensee LICENSEE of all amounts due CMCC through the effective date of termination. 16.6 F. Upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee LICENSEE and any sublicensee SUBLICENSEE thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee LICENSEE shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Products.

Term and Termination. 16.1 7.1 The Product is licensed to the Licensee on a subscription basis. The term of this Agreement any License shall be twelve (1512) years months commencing on the start date as specified in the License Email and/or Quote (“Term”). If no subscription start date is specified in the License Email or Quote, the life start date of the last expiring Licensed Patent Right, whichever period is longerLicense shall be the date of delivery of the License to use the Product to the Licensee. The Licensee shall not be entitled to terminate this License prematurely. 16.2 CMCC 7.2 Upon the expiration of the Term, the License will automatically renew for twelve (12) months, unless either Party provides the other Party with a minimum of sixty (60) days’ written notice of termination before the end of the Term. 7.3 The Backbone may terminate this Agreement immediately License at any time with immediate effect and without judicial intervention, by written notice to Licensee upon any breach of this License by Licensee which is capable of complete remedy but which is not completely remedied within thirty (30) days after written notice from The Backbone specifying the breach and requiring it to be remedied, or upon any breach of this License by Licensee which cannot be remedied. 7.4 This License shall further terminate, without notice, (i) upon the bankruptcy, institution by or against Licensee of insolvency, liquidation, dissolution receivership or cessation of operations bankruptcy proceedings or any other proceedings for the settlement of Licensee; or the filing of any voluntary petition for bankruptcy’s debts, dissolution, liquidation or winding-up of the affairs of (ii) upon Licensee; or any voluntary ’s making an assignment by Licensee for the benefit of creditors; , or the filing (iii) upon initiation of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up dissolution proceedings of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commencedLicensee. 16.3 CMCC may terminate this Agreement upon thirty (30) days prior written notice in the event of Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination. 16.6 7.5 Upon termination of the License, all the rights granted to Licensee under this Agreement for any reason, nothing herein License shall be construed to release either party from any obligation that matured prior to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such immediately cease. 7.6 Upon termination and sell the same, provided that Licensee shall pay to CMCC cease any and all use of the royalties thereon as required under this Agreement Product and shall submit destroy all copies of the reports required under this Agreement on the sales Product in Licensee’s possession. No repayment of Licensed Productslicense fees paid in advance will be made.

Term and Termination. 16.1 9.1 The term of this the contract as indicated on the Service Agreement shall will not start until the Service Commencement Date but you agree that you may be (15) years or charged from the life Installation Date. The contract will then continue for the initial minimum term stipulated within the Service Agreement. For the avoidance of doubt, if not specified on the Service Agreement the initial minimum term of contract is 12 months. At the end of the last expiring Licensed Patent Rightinitial minimum term, whichever the contract will automatically renew for a further period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcyof twelve (12) months, insolvencyon a rolling twelve (12) month basis, liquidation, dissolution or cessation unless we receive prior notice from you giving a minimum of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety Ninety (90) days written notice of your wish to terminate the Service. Such termination is not to take place earlier than the expiry of the date on which current term or renewed term. 9.2 We shall have the right, by giving written notice to you, to terminate the Agreement immediately if you: 9.2.1 commit any material breach of your obligations, and fail to remedy that breach within twenty-eight (28) days of written notice of that breach the twenty-eight (28) day period only applies where a breach is capable of remedy; if it is filed incapable of remedy, the Agreement may be terminated by written notice immediately), or 9.2.2 have a winding up petition presented, or commencedenter into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of amalgamation or reconstruction without insolvency), or make an arrangement with your creditors or petitions for an administration order, or has a receiver or manager appointed over any of your assets, or generally becomes unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986. 16.3 CMCC 9.3 We may terminate this Agreement upon thirty (30) the Service or part thereof on 60 days prior written notice to you provided that such notice extends the termination date beyond the end of the minimum term as set out in the event Service Agreement. 9.4 Where the Agreement is terminated or otherwise brought to an end, all Service Fees for the remainder of Licensee’s the initial term or the renewed term (as applicable) shall become payable immediately. 9.5 If you cancel an ordered Service or any part of it, notwithstanding that such order has only been provisionally accepted by us, you agree to reimburse us for any costs we have incurred in preparing to deliver the Service in addition to the standard cancellation charge, as may be applicable at the time. We will take all reasonable steps to mitigate any such costs. If you have had a site survey you will pay the full site survey charges. If the Service includes any excess construction charges such charges will be payable in full by you on cancellation of an ordered Service. If we have provided you with any Equipment you will return such Equipment to us immediately in full working order at your cost. 9.6 If you request a change to the Required Date and/or the Contractual Delivery Date (and this has been accepted by us) and you subsequently cancel the order any cancellation charge will be calculated on the later of the revised Required Date or Contractual Delivery Date, as the case may be. 9.7 If the cancellation of the order is due to our failure to pay to CMCC royalties due and payable hereunder in provide the Service within a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon reasonable time after the expiration of the thirty (30) day periodagreed Required Date or Contractual Delivery Date, if Licensee shall not have made all such payments to CMCClater, the rights, privileges and licenses granted hereunder shall terminateno cancellation charge will be levied. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of any material term or condition or warranty contained in this Agreement, unless Licensee shall cure such breach within said sixty (60) day period. Upon the expiration of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee 9.8 We shall have the right to terminate this the Agreement at any time upon six (6) months’ prior written notice immediately if required because of a regulatory or legal change or are required to CMCC, and upon payment do so by Licensee a direction of all amounts due CMCC through the effective date of terminationOfcom. 16.6 Upon termination 9.9 Any broadband backup service is provided on a minimum 12 month term. Where a service is added to a live Ethernet primary connection that has a remaining contract period of this Agreement less than 12 months, the broadband backup service minimum 12 month term will still apply and we shall have the right to invoice you for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date unexpired part of such termination. Licensee and any sublicensee thereof may, however, after minimum term should the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under Service be terminated within this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsperiod.

Term and Termination. 16.1 The term 14.1 This Agreement shall remain in full force and effect from the date this Agreement is entered into by the parties until June 30, 2020, unless earlier terminated as provided herein. 14.2 In the event either party commits a material breach of this Agreement shall be (15) years or Agreement, the life of the last expiring Licensed Patent Rightother party may, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days prior written notice, terminate the Agreement, provided, however, that the Agreement shall not be terminated if the breaching party cures the breach within said ninety (90) days after receipt of said notice. 14.3 Notwithstanding anything to the contrary in Paragraph 14.2, Licensor shall have the right to tenninate this Agreement immediately upon notice to Licensee if any of the date on following events occur: (a) More than once during any Contract Year, any installment of royalty payments is not paid when due and such default continues for more than fifteen (15) days after written notice thereof to Licensee; (b) Licensee knowingly fails to manufacture the Licensed Products in accordance with the General Acceptance Requirements and quality standards prescribed in Paragraph 6 of this Agreement; (c) Licensee repeatedly fails to secure Licensor's approval as required herein; (d) Licensee intentionally uses the Trade Name or any of the Licensed Marks in a manner for which it is filed rights therein have not been granted and which use impacts materially and adversely upon the Trade Name or commenced.Licensed Marks; 16.3 CMCC may terminate (e) Licensee commits any material fraud upon Licensor in connection with the performance of Licensee's obligations hereunder; (f) Licensee makes an intentional written material misrepresentation pertaining to sales of the Licensed Products; (g) Licensee intentionally participates in the diversion of Licensed Products or knowingly permits a third party to do so. Upon termination of this Agreement upon pursuant to this Paragraph 14.3, Licensor shall have the option to purchase Licensee's inventory of Licensed Products as provided below. If Licensor does not exercise its right to purchase Licensee's inventory of Licensed Products as provided below, Licensee shall, for a period of five (5) months from the date Licensor elects not to exercise its right to purchase Licensee's inventory of Licensed Products, have the right to sell its then-existing inventory of Licensed Products, provided such sales are made to one or more third parties to whom any Licensed Product was at any time previously sold under Paragraph 8.3 hereof on such tenns and conditions as Licensee in its sole and absolute discretion shall deem appropriate, and further provided that Licensee otherwise complies with the terms herein, including the payment of royalties. Notwithstanding the foregoing, Licensee shall not dispose of its inventory as provided above without first providing to Licensor a detailed list of its existing inventory of Licensed Products, including Licensee's costs to manufacture or purchase such items and the date of purchase or manufacture; Licensee shall use its best efforts to provide such detailed list to Licensor as quickly as possible. Licensor shall have the right to conduct physical inventory to verify such list. At any time within thirty (30) days prior written notice in of Licensor's receipt of Licensee's inventory list, Licensor shall have the option to purchase any or all of Licensee's inventory of Licensed Products at [***] thereof. In the event Licensor elects to purchase part or all of said inventory, Licensor shall at its own expense remove said inventory from Licensee’s failure to pay to CMCC royalties due and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC within said thirty (30) day period. Upon the expiration of the thirty (30) day period, if Licensee shall 's premises not have made all such payments to CMCC, the rights, privileges and licenses granted hereunder shall terminate. 16.4 Except as otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon more than sixty (60) days prior written after notice in to Licensee of Licensor's election to purchase. Payment for such inventory shall be made by Licensor within thirty (30) days after the event removal of the last of Licensee’s breach 's Licensed Products. 14.4 Notwithstanding anything to the contrary in Paragraph 14.2, if Licensee files a petition in bankruptcy, or default of any material term by an equivalent proceeding is adjudicated a bankrupt, or condition or warranty contained if a petition in this Agreement, unless bankruptcy is filed against Licensee shall cure such breach and is not dismissed within said sixty (60) day perioddays, or if Licensee becomes insolvent or makes an assignment for the benefit of creditors or any arrangement pursuant to any bankruptcy law, or if Licensee discontinues its business or if a receiver is appointed for Licensee, this Agreement shall automatically terminate without any notice whatsoever being necessary, to the full extent allowed by applicable law. Upon All royalties on sales made prior to such act shall become immediately due and payable. In the expiration event this Agreement is tenninated pursuant to this paragraph, Licensee, its receivers, representatives, trustees, agents, administrators, successors and/or assigns, shall have no right to sell any of the Licensed Products covered by this Agreement or use the Trade Name in any manner whatsoever, except with the special consent and written instructions of Licensor, which instructions shall be followed. The non-assumption of this Agreement by a trustee presiding over a bankruptcy proceeding pursuant to any bankruptcy law where the Licensee is named as a debtor, shall operate to automatically terminate this Agreement, without any notice whatsoever being necessary, effective as of the date of the commencement of the bankruptcy proceedings. 14.5 Notwithstanding anything to the contrary in Paragraph 14.2, if Licensor files a petition in bankruptcy, or by an equivalent proceeding is adjudicated a bankrupt, or if a petition in bankruptcy is filed against Licensor and is not dismissed within sixty (60) day perioddays, or if Licensee shall not have cured said breachLicensor becomes insolvent or makes an assignment for the benefit of creditors or any arrangement pursuant to any bankruptcy law, the rightsor if Licensor discontinues its business or if a receiver is appointed for Licensor, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon by giving written notice to Licensor within 30 days of such event. 14.6 Upon expiration or termination of this Agreement, Licensee shall cease using the Trade Name and Licensed Marks, provided, however, that unless such termination is pursuant to Paragraphs 10.2, 10.3, 14.3, 14.4 or 14.5, Licensee may, for a period of no more than six (6) months’ prior written notice months after expiration or termination, sell and distribute Licensed Products existing in inventory on the date of expiration or tennination. Licensee remains liable for the payment of all royalties based on those sales and must otherwise comply with the terms herein. If at the end of six months Licensee still possesses inventory of Licensed Products, Licensee shall deliver to CMCCLicensor the remaining inventory, and upon payment by Licensee's right to use the Licensed Marks pursuant to this Agreement shall cease. The transfer of remaining inventory from Licensee to Licensor shall be done on terms and conditions that the parties hereto will agree upon; provided, however, that in the event the parties are unable to agree on such terms and conditions on or before thirty (30) days prior to the conclusion of such six (6) month period, then Licensee shall have the right to transfer all amounts due CMCC through the effective date or any part of termination. 16.6 such remaining inventory to one or more third parties to whom any Licensed Product was at any time previously sold under Paragraph 8.3 hereof on such terms and conditions as Licensee in its sole and absolute discretion shall deem appropriate. Upon expiration or termination of this Agreement for any reason, nothing herein Licensee shall be construed relinquish to release either party from any obligation that matured prior Licensor all newly developed product design materials, prototypes, patterns, stylings and copyrightable material relating to the effective date of such termination. Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products owned exclusively by Licensor, as provided in Paragraph 7.1 herein, along with all tools, dies and complete molds used to make Licensed Products in the process from such product design materials, prototypes, patterns, stylings and copyrightable material, immediately upon expiration or termination of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed ProductsAgreement.

Term and Termination. 16.1 a. The initial term of this Agreement shall be commence on the Effective Date, and unless earlier terminated, continue for a period of one (151) years or year, and shall automatically renew for additional one (1) year terms thereafter unless either party gives written notice to the life other party of the last expiring Licensed Patent Right, whichever period is longer. 16.2 CMCC may terminate this Agreement immediately upon the bankruptcy, insolvency, liquidation, dissolution or cessation of operations of Licensee; or the filing of any voluntary petition for bankruptcy, dissolution, liquidation or windingnon-up of the affairs of Licensee; or any voluntary assignment by Licensee for the benefit of creditors; or the filing of any involuntary petition for bankruptcy, dissolution, liquidation or winding-up of the affairs of Licensee which is not dismissed within ninety (90) days of the date on which it is filed or commenced. 16.3 CMCC may terminate this Agreement upon renewal at least thirty (30) days prior to the expiration of the then-current term. b. Vendor Licensee may terminate this Agreement at any time prior to the expiration of the initial term or any renewal term by delivering to Licensor prior written notice of termination. c. Licensor may terminate this Agreement at any time after Licensor has given ten (10) days notice to Vendor Licensee of any of the defaults set forth in the event this Section 24.d of Licensee’s failure to pay to CMCC royalties due this Agreement, and payable hereunder in a timely manner, unless Licensee shall make all such payments to CMCC defaults have not been cured within said thirty such ten (3010) day period. Upon ; provided, however, that if, in the expiration reasonable discretion of Licensor, the default by Vendor Licensee or Broker could result in irreparable harm to Licensor, Licensor may terminate this Agreement without prior written notice, if notice of such termination is delivered to Vendor Licensee and Broker within ten (10) days of termination by Licensor. d. The foregoing Section 24.c applies to the following defaults; (i) Vendor Licensee (or Broker or Brokerage Firm on Vendor Licensee’s behalf) fails to pay any amounts owing to Licensor under this Agreement when due; (ii) Vendor Licensee discloses or uses in any manner not expressly permitted under this Agreement any Confidential Information, except as expressly provided in this Agreement; (iii) the License is suspended pursuant to Section 23 of this Agreement, and Vendor Licensee fails to cure the reason for suspension within the thirty (30) day periodsuspension period provided under Section 23 of this Agreement; (iv) at any time, if any representation or warranty made by Vendor Licensee shall not have made all such payments to CMCCis false or misleading, whether based on facts or events existing on the rightsEffective Date, privileges and licenses granted hereunder shall terminate. 16.4 Except as or any time thereafter; or (v) Vendor Licensee otherwise provided in Paragraph 14.3 above, CMCC may terminate this Agreement upon sixty (60) days prior written notice in the event of Licensee’s breach or default of defaults under any other material term or condition of this Agreement. e. Licensor may terminate the License with respect to a particular Broker or warranty contained Agent and their respective Display Websites immediately upon notice to Vendor Licensee upon (i) occurrence of any default by such Broker or Agent under any applicable Broker Agreement, Agent Agreement, or the MLS Rules and Regulations, or any other agreement entered into with Licensor and such Broker or Agent, (ii) if, at any time, the respective Broker is not an IDX Participating Broker; (iii) delivery of notice by such Broker or Agent to Licensor that the License should be terminated with respect to the Broker or Agent, or an Agent of the Broker, or a particular Display Website of such Broker or Agent or Broker’s Agent, or (iv) Broker’s or Agent’s failure to pay any fees owing by such Broker or Agent under the applicable Broker Agreement or Agent Agreement. Upon termination of the License for a particular Broker’s or Agent’s Display Website in accordance with this Section 24.e of this Agreement, unless Licensee the terms of Sections 24.f and 24.g of this Agreement shall cure such breach within said sixty (60) day period. apply with respect to the Display Website for which the License is terminated. f. Upon the expiration termination of this Agreement, for any reason, the License shall terminate and Vendor Licensee shall, within ten (10) business days of the sixty (60) day period, if Licensee shall not have cured said breach, the rights, privileges and license granted hereunder shall terminate. 16.5 Licensee shall have the right to terminate this Agreement at any time upon six (6) months’ prior written notice to CMCC, and upon payment by Licensee of all amounts due CMCC through the effective date of termination, (i) if Vendor Licensee, contrary to the terms of this Agreement, has downloaded or copied any portion of the IDX Database or Licensed Listings, then permanently delete or remove all copies of the IDX Database or Licensed Listings, or portions thereof, and such software from all computers and other storage devices on which they were loaded or copied, including the Display Servers, and (ii) cease to display and otherwise terminate the use of any Licensed Listings, and (iii) deliver to Licensor written certification acceptable to Licensor of Vendor Licensee’s compliance with the provisions of this Section 24.f of this Agreement. 16.6 Upon g. No License Fees, or portion of the License Fees, or other fees payable by Vendor Licensee under this Agreement will be refunded to Vendor Licensee upon termination of this Agreement for any reason, nothing herein shall be construed to release either party from any obligation that matured prior to the effective date of such termination. whether termination is by Vendor Licensee and any sublicensee thereof may, however, after the effective date of such termination, sell all Licensed Products and complete Licensed Products in the process of manufacture at the time of such termination and sell the same, provided that Licensee shall pay to CMCC the royalties thereon as required under this Agreement and shall submit the reports required under this Agreement on the sales of Licensed Productsor Licensor.