Common use of University Right to Terminate Clause in Contracts

University Right to Terminate. University shall have the right (without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if Licensee: (a) fails to pay any amount, provide any other consideration, or make any report when required to be made pursuant to this Agreement, and Licensee does not cure such failure within thirty (30) days after notice thereof by University; (b) is in breach of any provision of this Agreement not covered by Section 6.2(a), including failing to meet any requirement under Section 3.8 of this Agreement, and Licensee fails to remedy any such breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five (45) days after written notice thereof by University; (d) makes any materially false report, and such termination shall be upon written notice to Licensee; (e) to the extent not prohibited by applicable law commences a voluntary case as a debtor under the Bankruptcy Code of the United States or any successor statute (the “Bankruptcy Code”), or if an involuntary case is commenced against Licensee under the Bankruptcy Code by a third party other than the University or any of its affiliates, or if an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction; and/or (f) takes any action that purports to cause or causes any of the Patent Rights or Technical Information to be subject to any lien or encumbrance, and such termination shall be upon written notice to Licensee.

University Right to Terminate. University shall have the right (without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if LicenseeLicensee or any of its Affiliates: (a) fails to pay is in default in payment of any amount, provide any amount or other considerationconsideration or reimbursement required under this Agreement, or make the making any report when reports required to be made by Licensee, its Affiliates or Sublicensees pursuant to this Agreement, and Licensee does not cure fails to remedy any such failure default within thirty ten (3010) days after written notice thereof by University; (b) is in breach of or defaults with respect to any other provision of this Agreement not covered by Section 6.2(a), including failing to meet any requirement under Section 3.8 of this Agreement, and Licensee fails to remedy any such breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five thirty (4530) days after written notice thereof by University; (dc) makes any materially false report, and such termination shall be upon written notice to Licensee;; or (ed) to the extent not prohibited by applicable law commences a voluntary case as a debtor under the Bankruptcy Code of the United States or any successor statute (the “Bankruptcy Code”"BANKRUPTCY CODE"), or if an involuntary case is commenced against Licensee under the Bankruptcy Code by a third party other than and the University or any petition in such case is not dismissed within forty-five (45) days of its affiliatesthe commencement of the case, or if an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction; and/or (f) takes any action that purports to cause or causes any . At the election of the Patent Rights or Technical Information to be subject to any lien or encumbrance, and such termination shall be upon University exercised in its sole discretion by written notice to Licensee, and in lieu of terminating this Agreement, University may either (i) declare the license rights granted under this Agreement to Licensee and its Affiliates to be non-exclusive, and grant to such third parties determines any and all additional non-exclusive rights to the Technology as the University shall determine in its sole discretion, or (ii) otherwise continue the rights of Licensee under this Agreement on such other terms and conditions as University shall determine in its sole discretion.

University Right to Terminate. University shall have the right (may terminate this Agreement, without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if Licensee: (a) fails to pay if Licensee defaults under this Agreement, (i) by not paying when due any amount, provide any amount or other consideration, consideration or make any report when reimbursement required to be made pursuant to by this Agreement, or (ii) by not delivering reports required under Section 3.7(b), and in either such case Licensee does not fails to cure such failure the default within thirty (30) days after written notice thereof by Universityfrom University of the default; (b) is in breach of If Licensee defaults on or breaches any other provision of this Agreement not covered by Section 6.2(a)Agreement, including failing to meet any requirement without limitation its obligations under Section 3.8 of this Agreement3.12, and Licensee fails to remedy cure any such default or breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five (45) days after written notice thereof by from University; (dc) makes any materially false report, and such termination shall be upon written notice to If Licensee; (ei) takes any action that purports to the extent not prohibited by applicable law cause any Patent Rights to be subject to any liens or encumbrances, or (ii) commences a voluntary case as a debtor under the Bankruptcy Code of the United States or any successor statute (the “Bankruptcy Code”), or if an involuntary case is commenced against Licensee under the Bankruptcy Code by a third party other than the University or any of its affiliatesCode, or if an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction, and Licensee fails to vacate or have such case dismissed, or to cause such purported lien or encumbrance to be removed, within thirty days (30) of filing; and/oror (fd) If Licensee makes any materially false report or files or takes any action that purports to cause or causes challenge any of University’s rights in the Patent Rights or Technical Information to Rights. MSUT Agreement No. AGR2010-00372 Pg. 11 of 20 Exclusive License Agreement Termination shall be subject to any lien or encumbranceeffective upon expiration of the relevant cure period in the circumstances described in subsections (a), (b), and such termination (c) above and shall be immediately effective upon written notice to Licenseethe occurrence of any event described in subsection (d) above.

University Right to Terminate. University shall have the right (without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if LicenseeLicensee or any of its Affiliates: (a) fails to pay is in default in payment of any amount, provide any amount or other considerationconsideration or reimbursement required under this Agreement, or make the making of any report when reports required to be made by Licensee, its Affiliates or Sublicensees pursuant to this Agreement, and Licensee does not cure fails to remedy any such failure default within thirty ten (3010) days after written notice thereof by University; (b) is in breach of or defaults with respect to any other provision of this Agreement not covered by Section 6.2(a), including failing to meet any requirement under Section 3.8 of this Agreement, and Licensee fails to remedy any such breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five thirty (4530) days after written notice thereof by University; (dc) makes any materially false report, and such termination shall be upon written notice to Licensee;; or (ed) to the extent not prohibited by applicable law commences a voluntary case as a debtor under the Bankruptcy Code of the United States or any successor statute (the “Bankruptcy Code”), or if an involuntary case is commenced against Licensee under the Bankruptcy Code by a third party other than and the University or any petition in such case is not dismissed within forty-five (45) days of its affiliatesthe commencement of the case, or if an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction; and/or (f) takes any action that purports to cause or causes any . At the election of the Patent Rights or Technical Information to be subject to any lien or encumbrance, and such termination shall be upon University exercised in its sole discretion by written notice to Licensee, and in lieu of terminating this Agreement, University may either (i) declare the license rights granted under this Agreement to Licensee and its Affiliates to be non-exclusive, and grant to such third parties any and all additional non-exclusive rights to the Technology as the University shall determine in its sole discretion, or (ii) otherwise continue the rights of Licensee under this Agreement on such other terms and conditions as University shall determine in its sole discretion.

University Right to Terminate. University shall have the right (without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if Licensee: (a) fails to pay any amount, provide any other consideration, or make any report when required to be made pursuant to this Agreement, and Licensee does not cure such failure within thirty ninety (3090) days after notice thereof by University; (b) is in breach of any provision of this Agreement not covered by Section 6.2(a), including failing to meet any requirement under Section 3.8 of this Agreement, and Licensee fails to remedy any such breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five ninety (4590) days after written notice thereof by University; University (d) makes any materially false reportthe "90 day time-frame"). Notwithstanding the foregoing sentence, and such termination should Licensee be aware that it is unable to remedy said breach or default within said 90 day time-frame, Licensee shall be upon have the option of providing written notice to Licensee; (e) of the same to the extent not prohibited by applicable law commences a voluntary case as a debtor under University no later than 15 days from the Bankruptcy Code expiry of the United States or any successor statute (the “Bankruptcy Code”)said 90 day time-frame. Should Licensee exercise said option, or if an involuntary case is commenced against then Licensee under the Bankruptcy Code by a third party other than and the University or any of its affiliates, or if shall negotiate in good faith to determine an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction; and/or (f) takes any action that purports appropriate extension to cause or causes any of the Patent Rights or Technical Information to be subject to any lien or encumbrance, and such termination shall be upon written notice to Licensee.said 90 day time-frame;

University Right to Terminate. University shall have the right (without prejudice to any of its other rights or remedies conferred on it by this Agreement or otherwise) to terminate this Agreement only if LicenseeLicensee or any of its Affiliates: (a) fails to pay is in default in payment of any amount, provide any amount or other considerationconsideration or reimbursement required under this Agreement, or make the making of any report when reports required to be made by Licensee, its Affiliates or Sublicensees pursuant to this Agreement, and Licensee does not cure fails to remedy any such failure default within thirty ten (3010) days after written notice thereof by University; (b) is in breach of or defaults with respect to any other provision of this Agreement not covered by Section 6.2(a), including failing to meet any requirement under Section 3.8 of this Agreement, and Licensee fails to remedy any such breach within forty-five (45) days after notice thereof by University; (c) is in breach of any obligations that Licensee has to University under any other agreement between Licensee and University, including the Equity Rights Agreement and Licensee fails to remedy any such breach or default within forty-five thirty (4530) days after written notice thereof by University; (dc) makes any materially false report, and such termination shall be upon written notice to Licensee;; or University Agreement No.A03394 University Technology No. T96129 UTEK Corporation (ed) to the extent not prohibited by applicable law commences a voluntary case as a debtor under the Bankruptcy Code of the United States or any successor statute (the “Bankruptcy Code”), or if an involuntary case is commenced against Licensee under the Bankruptcy Code by a third party other than and the University or any petition in such case is not dismissed within forty-five (45) days of its affiliatesthe commencement of the case, or if an order for relief shall be entered in such case, or if the same or any similar circumstance shall occur under the laws of any foreign jurisdiction; and/or (f) takes any action that purports to cause or causes any . At the election of the Patent Rights or Technical Information to be subject to any lien or encumbrance, and such termination shall be upon University exercised in its sole discretion by written notice to Licensee, and in lieu of terminating this Agreement, University may either (i) declare the license rights granted under this Agreement to Licensee and its Affiliates to be non-exclusive, and grant to such third parties determines any and all additional non-exclusive rights to the Technology as the University shall determine in its sole discretion, or (ii) otherwise continue the rights of Licensee under this Agreement on such other terms and conditions as University shall determine in its sole discretion.