Common use of Termination/Expiration Clause in Contracts

Termination/Expiration. 11.1 This LICENSE AGREEMENT will be terminated as of right in the event of the cessation of activity, dissolution or liquidation of BIOPHYTIS. In the event that BIOPHYTIS is the subject of a bankruptcy or liquidation procedure, this LICENSE AGREEMENT would be automatically terminated after formal notice sent to the administrator remaining unanswered for more than one (1) month, subject to the applicable provisions of the French Commercial Code. 11.2 Without prejudice to the provisions of articles 2.3.4.3 and 6.4 above, this LICENSE AGREEMENT may be terminated automatically by one of the PARTIES or SATT LUTECH acting on behalf of the ESTABLISHMENTS, in case of the non-performance by another PARTY of one or more of the obligations contained in its various clauses, and in particular in Article 4 (Exploitation) and Article 5 (Financial Conditions). Such termination shall not become effective until three (3) months after the complaining PARTY, or SATT LUTECH acting on behalf of the ESTABLISHMENTS, sends a registered letter with acknowledgement of receipt stating the reasons for the complaint, unless within this period the defaulting PARTY has not fulfilled its obligations or has proved that it was impacted by an event of force majeure. Events of force majeure within the meaning of this Article 11.2 are the events occurring after the EFFECTIVE DATE, beyond the control of the defaulting PARTY, which are unpredictable and uncontrollable, making it impossible for the defaulting PARTY the execute the obligation in question, such as, in particular, the state of a war, riots or natural disasters. It will be the responsibility of the defaulting PARTY to notify the other PARTY and SATT LUTECH as soon as possible of the occurrence of an event of force majeure and of the cessation of the latter. The defaulting PARTY shall make every effort to limit the duration and effects of the event of force majeure and to promptly remedy the cause of the non-performance and resume its obligation as soon as possible. The occurrence of an event of force majeure, subject to compliance with the notification mentioned above within the time limit, will result in the suspension of the obligation in question, provided that the defaulting PARTY will be exempted from its obligation only within the limit of said impediment. Notwithstanding the foregoing, in case of the persistence of the event of force majeure for more than six (6) months, this LICENSE AGREEMENT may be terminated automatically by the complaining PARTY by means of a notice. The exercise of the right of termination defined in this article 11.2 does not exempt the defaulting PARTY from fulfilling the obligations undertaken up to the effective date of the termination, without prejudice to the payment of damages due by the defaulting PARTY in compensation for any prejudice suffered by the other PARTIES as a result of the early termination of this LICENSE AGREEMENT. 11.3 In the event of the termination of this LICENSE AGREEMENT by the ESTABLISHMENTS or by SATT LUTECH, for any cause other than a breach of BIOPHYTIS with the stipulations of article 2.3 above, the ESTABLISHMENTS undertake to take over on their account and to maintain any licence granted by BIOPHYTIS.

Termination/Expiration. 11.1 This LICENSE AGREEMENT will be terminated as of right in the event of the cessation of activity, dissolution or liquidation of BIOPHYTIS. In the event that BIOPHYTIS is the subject of a bankruptcy or liquidation procedure, this LICENSE AGREEMENT would be automatically terminated after formal notice sent to the administrator remaining unanswered for more than one (1) month, subject to the applicable provisions of the French Commercial Code. 11.2 Without prejudice to the provisions of articles 2.3.4.3 and 6.4 above, this LICENSE AGREEMENT may be terminated automatically by one of the PARTIES or SATT LUTECH acting on behalf of the ESTABLISHMENTS, in case of the non-performance by another PARTY of one or more of the obligations contained in its various clauses, and in particular in Article 4 (Exploitation) and Article 5 (Financial Conditions). Such termination shall not become effective until three (3) months after the complaining PARTY, or SATT LUTECH acting on behalf of the ESTABLISHMENTS, sends a registered letter with acknowledgement of receipt stating the reasons for the complaint, unless within this period the defaulting PARTY has not fulfilled its obligations or has proved that it was impacted by an event of force majeure. Events of force majeure within the meaning of this Article 11.2 are the events occurring after the EFFECTIVE DATE, beyond the control of the defaulting PARTY, which are unpredictable and uncontrollable, making it impossible for the defaulting PARTY the execute the obligation in question, such as, in particular, the state of a war, riots or natural disasters. It will be the responsibility of the defaulting PARTY to notify the other PARTY and SATT LUTECH as soon as possible of the occurrence of an event of force majeure and of the cessation of the latter. The defaulting PARTY shall make every effort to limit the duration and effects of the event of force majeure and to promptly remedy the cause of the non-performance and resume its obligation as soon as possible. The occurrence of an event of force majeure, subject to compliance with the notification mentioned above within the time limit, will result in the suspension of the obligation in question, provided that the defaulting PARTY will be exempted from its obligation only within the limit of said impediment. Notwithstanding the foregoing, in case of the persistence of the event of force majeure for more than six (6) months, this LICENSE AGREEMENT may be terminated automatically by the complaining PARTY by means of a notice. The exercise of the right of termination defined in this article 11.2 does not exempt the defaulting PARTY from fulfilling the obligations undertaken up to the effective date of the termination, without prejudice to the payment of damages due by the defaulting PARTY in compensation for any prejudice suffered by the other PARTIES as a result of the early termination of this LICENSE AGREEMENT. 11.3 In the event of the termination of this LICENSE AGREEMENT by the ESTABLISHMENTS or by SATT LUTECH, for any cause other than a breach of BIOPHYTIS with the stipulations of article 2.3 above, the ESTABLISHMENTS undertake to take over on their account and to maintain any licence granted by BIOPHYTIS, provided that such licensee THIRD PARTIES are not in default under their obligations.

Termination/Expiration. 11.1 14.1 This LICENSE AGREEMENT will Agreement shall be terminated as automatically and without further formalities if AIXTRON were to cease in activities, be the object of right in the event of the cessation of activity, dissolution a liquidation procedure or liquidation of BIOPHYTISa bankruptcy. In the event that BIOPHYTIS is If AIXTRON were to be the subject of a bankruptcy judicial receivership or liquidation procedurejudicial liquidation, this LICENSE AGREEMENT would Agreement shall be terminated automatically terminated and without further formalities after formal notice notification thereof has been sent to the administrator remaining unanswered receiver and has remained without response for more than over one (1) month, subject to the applicable provisions of the French Commercial Code.General laws and regulations 11.2 Without prejudice to the provisions of articles 2.3.4.3 and 6.4 above, this LICENSE AGREEMENT 14.2 This Agreement may be terminated automatically by one of the PARTIES or SATT LUTECH acting on behalf of if the ESTABLISHMENTS, in case of the non-performance by another other PARTY of fails to perform one or more of its obligations pursuant to the obligations contained in its various clausesclauses herein, and in particular in Article 4 6 (Exploitation) and Article 5 7 (Financial Conditionsterms and conditions). Such termination shall not become effective until three only enter into effect 3 (3there) months after the complaining PARTY, or SATT LUTECH acting on behalf of the ESTABLISHMENTS, sends PARTY has sent a registered letter with acknowledgement of return receipt stating setting forth the reasons for the complaint, unless within unless, during this period time period, the defaulting falling PARTY has not fulfilled its obligations or has proved provided proof that it could not do so because it was impacted by an event prevented from doing so due to a case of force majeure. Events of force majeure within the meaning of this Article 11.2 are the events occurring after the EFFECTIVE DATE, beyond the control of the defaulting PARTY, which are unpredictable and uncontrollable, making it impossible for the defaulting PARTY the execute the obligation in question, Exercising such as, in particular, the state of a war, riots or natural disasters. It will be the responsibility of the defaulting PARTY to notify the other PARTY and SATT LUTECH as soon as possible of the occurrence of an event of force majeure and of the cessation of the latter. The defaulting PARTY shall make every effort to limit the duration and effects of the event of force majeure and to promptly remedy the cause of the non-performance and resume its obligation as soon as possible. The occurrence of an event of force majeure, subject to compliance with the notification mentioned above within the time limit, will result in the suspension of the obligation in question, provided that the defaulting PARTY will be exempted from its obligation only within the limit of said impediment. Notwithstanding the foregoing, in case of the persistence of the event of force majeure for more than six (6) months, this LICENSE AGREEMENT may be terminated automatically by the complaining PARTY by means of a notice. The exercise of the termination right of termination defined in this article 11.2 does not exempt the defaulting falling PARTY from fulfilling the obligations undertaken it undertook up to the effective date of the termination, termination takes effect. The foregoing is without prejudice to the payment of damages due by the defaulting falling PARTY in compensation for any prejudice reparation of the damage that may have been suffered by the other PARTIES as a result of complaining PARTY due to the early termination of this LICENSE AGREEMENTAgreement. 11.3 In 14.3 If this Agreement is terminated, the event of sub-license agreements entered into with SUB-LICENSEES before the termination date for this Agreement can only remain in effect if a written agreement, negotiated in good faith is entered into between the ESTABLISHMENTS and said SUB-LICENSEES. 14.4 If this Agreement was to be terminated, AIXTRON agrees to: • stop exploiting and stop letting others exploit, directly or indirectly, the PATENTS until they expire; • not disclose and stop exploiting and stop letting others exploit, directly or indirectly, the KNOW-HOW, as long as the KNOW-HOW has not obviously fallen into the public domain; • return to the ESTABLISHMENTS, within the month following the expiration or termination of this LICENSE AGREEMENT Agreement, all the documents and various material the ESTABLISHMENTS may have given it, and it may not keep any copies thereof. Article l5—INVENTORY If AIXTRON, it AFFILIATES or SUB-LICENSEES were to have, on the termination date of this Agreement, PRODUCTS in inventory, they shall be authorized to sell said PRODUCTS for 6 (six) moths as from the expiration or termination date of this Agreement, subject, first, to sending the CNRS an inventory by the ESTABLISHMENTS or by SATT LUTECH, for any cause other than a breach provisions of BIOPHYTIS with Article 7 of this Agreement as regards the stipulations of article 2.3 above, the ESTABLISHMENTS undertake to take over on their account financial terms and to maintain any licence granted by BIOPHYTISconditions.