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Common use of Termination by Licensor Clause in Contracts

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (f) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice of such default to Licensee. If Licensee should fail to cure such default within thirty (30) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 No termination of this Agreement by Licensor shall relieve Licensee of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor in enforcing any obligation of Licensee or accrued right of Licensor. Articles 7, 9, 20, 22, 25, 26, and Section 12.2, 15.2, 15.3, and 27.7 hereof shall survive any termination of this Agreement.

Appears in 4 contracts

Samples: Exclusive License Agreement (Reata Pharmaceuticals Inc), Exclusive License Agreement, Exclusive License Agreement (Reata Pharmaceuticals Inc)

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort Diligent Efforts to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (f) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice of such default to Licensee. If Licensee should fail to cure such default within thirty (30) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 If Licensee shall cease to carry on its business with respect to the rights granted in this Agreement, this Agreement shall terminate upon thirty (30) days written notice by Licensor. 12.3 No termination of this Agreement by Licensor shall relieve Licensee of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor in enforcing any obligation of Licensee or accrued right of Licensor. Articles 1, 7, 9, 14, 20, 21, 22, 23, 25, 26, and Section 12.2Sections 2.4, 8.1, 12.3, 15.2, 15.3, 17.3, 27.5, and 27.7 hereof shall survive any termination of this Agreement.

Appears in 4 contracts

Samples: Exclusive License Agreement, Exclusive License Agreement, Exclusive License Agreement

Termination by Licensor. 12.1 Section 13.1 If Licensee LICENSEE should: (a) fail to deliver to Licensor LICENSOR any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement AGREEMENT to be performed by it hereunder; (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (f) insolvent, enter into an agreement or be involved in a composition proceeding with creditors, or have a receiver appointed for it; or (e) cease to carry on its business with respect to the rights granted in this Agreement; then Licensor LICENSOR may give written notice of such default to LicenseeLICENSEE. If Licensee LICENSEE should fail to cure such default within thirty (30) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 Section 13.2 No termination of this Agreement AGREEMENT by Licensor LICENSOR shall relieve Licensee LICENSEE of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of LicensorLICENSOR. Licensee LICENSEE shall pay all attorneys’ fees and costs incurred by Licensor LICENSOR in enforcing any obligation of Licensee LICENSEE or accrued right of LicensorLICENSOR. Articles 78, 912, 13.2, 15, 16.2, 16.3, 20, 22, 25, 2627, 28 and Section 12.2, 15.2, 15.3, and 27.7 hereof 29.7 shall survive any termination of this AgreementAGREEMENT.

Appears in 3 contracts

Samples: Exclusive License Agreement (Q Holdings, Inc.), Exclusive License Agreement (Q Holdings, Inc.), Exclusive License Agreement (Grace 2, Inc.)

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (f) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice of such default to Licensee. If Licensee should fail to cure such default within thirty (30) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 If Licensee shall cease to carry on its business with respect to the rights granted in this Agreement, this Agreement shall terminate upon thirty (30) days written notice by Licensor. 12.3 No termination of this Agreement by Licensor shall relieve Licensee of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor in enforcing any obligation of Licensee or accrued right of Licensor. Articles 7, 9, 20, 22, 25, 26, and Section 12.212.3, 15.2, 15.3, and 27.7 hereof shall survive any termination of this Agreement.

Appears in 2 contracts

Samples: Exclusive License Agreement, Exclusive License Agreement

Termination by Licensor. 12.1 If Licensee should: (a) fail XXXX shall be deemed to deliver be in default under this Agreement in the event (i) XXXX fails to timely pay to Licensor any statement Royalties hereunder (or report fails to pay any amounts required hereunder when due; (b) fail to make any payment at by Section 3 of the time that Escrow Agreement by the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(srespective deadlines set forth in such Section 3); (eii) file XXXX materially breaches any other material provision of this Agreement; (iii) XXXX materially breaches any material provision of the Master Agreement; (iv) XXXX files a petition in bankruptcy, has a petition filed against it regarding bankruptcy actionwhich is not dismissed within 60 days, is adjudicated bankrupt, or have makes any assignment for the benefit of creditors that has a bankruptcy action against itmaterial adverse affect on XXXX’x ability to perform under this Agreement; and/or (v) XXXX ceases to operate or continuously engage in business. In the event of a default as defined in this Section 8.2(a), or become Insolvent; or (f) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice shall notify XXXX in writing of such default and require XXXX to Licenseecure such default, within 15 days of the date of such notice for any defaults under (i) above; or within 30 days of the date of such notice for defaults under (ii) or (iii) above. If Licensee should fail XXXX fails to cure such default within thirty the applicable cure period, Licensor shall have the right to immediately terminate this Agreement. Any default under (30iv) days of such or (v) above shall be deemed non-curable and termination shall be immediate upon Licensor’s notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 No termination of this Agreement by (b) Licensor shall relieve Licensee be permitted to terminate this Agreement, upon written notice to XXXX, in the event that XXXX fails to cure, within 30 days after written demand to cure, any violation of its obligation to pay obligations hereunder which violation (together with any monetary obligation due or owing at previous violations) materially endangers the time general enforceability of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor the Licensed US Patent Rights in enforcing any obligation of Licensee or accrued right of Licensor. Articles 7, 9, 20, 22, 25, 26, and Section 12.2, 15.2, 15.3, and 27.7 hereof shall survive any termination of this Agreementthe United States.

Appears in 2 contracts

Samples: License Agreement, License Agreement (Therapeutic Solutions International, Inc.)

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (fg) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice of such default to Licensee. If Licensee should fail to cure such default within thirty ninety (3090) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 If Licensee shall cease to carry on its business with respect to the rights granted in this Agreement, this Agreement shall terminate upon thirty (30) days written notice by Licensor. 12.3 No termination of this Agreement by Licensor shall relieve Licensee of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor in enforcing any obligation of Licensee or accrued right of Licensor. Articles 7, 9, 18, 20, 2221, 23, 24, 25, 26, 27 and Section 12.22.1 (solely with respect to the Target Patent Rights), 4.3(b) (solely for the period specified therein), 10.4, 12.3, 13.3, 15.2, 15.3, 15.4 and 27.7 16.4 hereof shall survive any termination or expiration of this Agreement.

Appears in 1 contract

Samples: Exclusive License Agreement (Yumanity Therapeutics, Inc.)

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (cb) violate or fail to perform any covenant, condition, or undertaking of this Agreement to be performed by it hereunder; hereunder in any material respect, including any breach of Article 6 (d) cease active Commercially Reasonable Effort to commercialize a Licensed Product(sincluding, for the avoidance of doubt, section 6.1(e)); (ec) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (fd) enter into a composition with creditors, or have a receiver appointed for it; then any Licensor may give written notice of such default to Licensee. If Licensor gives [*] = Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. notice of a default under (a) or (b) and Licensee should fail to cure such default within thirty (30) [*] days following the date of such notice, each Licensor shall have the rights, privileges, and license granted hereunder right to terminate this Agreement forthwith by written notice to the other Parties. If Licensor gives notice of a default under (c) or (d) this Agreement shall automatically forthwith terminate. 12.2 No termination of this Agreement by any Licensor shall relieve Licensee of its obligation to pay any monetary obligation or to issue the shares to the Licensors pursuant to Article 6 due or owing at the time of such termination termination, and shall not impair any accrued right of any Licensor. Licensee shall pay all attorneys’ fees [*] and costs incurred by Licensor in enforcing any obligation of Licensee [*] or accrued right of Licensor[*]. Articles 4 (in relation to any payments due to Licensors in relation to the period prior to termination and in relation to any disposition of Licensed Products following termination pursuant to Article 14), 6, 7, 8 (in relation to any reports due to Licensors in relation to the period prior to termination or in relation to any disposition of Licensed Products following termination pursuant to Article 14), 9, 17, 20, 21, 22, 2523, 2624, 26 and 27 and Section 2.5 (in relation only to Licensee’s obligation to assign its right, title and interest to any sublicenses to Licensors on termination), 3.2, 5.4, 5.6, 12.2, 13.3, 15.2, 15.3, 15.4, and 27.7 15.5 hereof shall survive any termination of this Agreement. 12.3 In case this Agreement is terminated, any Shares that should have been delivered/issued to the Licensors by the Licensee in accordance with Article 6 had the Agreement not been terminated (i.e. based on Reports submitted by either of the Licensors after 1 January of the year of termination and up until and including the date of termination), shall be issued or delivered by the Licensee to the Licensors no later than [*] calendar days after the date of termination of this Agreement. To the extent the Licensee cannot issue or deliver such Shares to the Licensors in accordance with Article 6.1(d) under applicable law, the Licensors shall be entitled (but not obligated) to subscribe for such Shares at par value.

Appears in 1 contract

Samples: License Agreement (Orphazyme a/S)

Termination by Licensor. 12.1 If Licensee should: (a) fail to deliver to Licensor any statement or report required hereunder when due; (b) fail to make any payment at the time that the same should be due; (c) violate or fail to perform any material covenant, condition, or undertaking of this Agreement to be performed by it hereunder; (d) cease active Commercially Reasonable Effort Diligent Efforts to commercialize a Licensed Product(s); (e) file a bankruptcy action, or have a bankruptcy action against it, or become Insolvent; or (f) enter into a composition with creditors, or have a receiver appointed for it; then Licensor may give written notice of such default to Licensee. If Licensee should fail to cure such default within thirty ninety (3090) days of such notice, the rights, privileges, and license granted hereunder shall automatically terminate. 12.2 If Licensee shall cease to carry on its business with respect to the rights granted in this Agreement, this Agreement shall terminate upon thirty (30) days written notice by Licensor. 12.3 No termination of this Agreement by Licensor shall relieve Licensee of its obligation to pay any monetary obligation due or owing at the time of such termination and shall not impair any accrued right of Licensor. Licensee shall pay all attorneys’ fees and costs incurred by Licensor in enforcing any obligation of Licensee or accrued right of Licensor. Articles 7, 9, 14, 20, 2221, 23, 25, 26, and Section 12.212.3, 15.2, 15.3, and 27.7 27.8 hereof shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Patent License Agreement (Sintx Technologies, Inc.)