Term Extension Amendment definition
Term Extension Amendment has the meaning specified in Section 2.18(d).
Term Extension Amendment means a written amendment to this Agreement, mutually acceptable to the IC and the Licensee, comprising at least the following features:
(a) A Commercial Development Plan, extending from the then-current development status of the Licensed Products and/or Licensed Processes to Practical Application. The Commercial Development Plan shall be incorporated into Appendix E;
(b) A field of use no broader than the Licensed Fields of Use, commensurate with the Commercial Development Plan, which shall be incorporated into Appendix B;
(c) An updated set of Benchmarks, corresponding to the Commercial Development Plan, which shall be incorporated into Appendix D;
(d) Updated financial benchmarks, corresponding to the Commercial Development Plan, which shall be incorporated into Appendix D;
(e) An amendment to Paragraph 9.1 whereby the present text is replaced with the following:
(i) “Prior to executing the Term Extension Amendment, the Licensee has provided the IC with the Commercial Development Plan in Appendix E, under which the Licensee intends to bring the subject matter of the Licensed Patent Rights to the point of Practical Application. Based on this plan, performance Benchmarks are determined as specified in Appendix D.”
(f) An amendment to Paragraph 13.1 whereby the present text is replaced with the following:
(i) “This Agreement is effective as of the Effective Date, unless the provisions of Paragraph 14.16 are not fulfilled, and shall extend to the expiration of the last to expire of the Licensed Patent Rights, unless sooner terminated as provided in this Article 13.”
Examples of Term Extension Amendment in a sentence
If the Licensee desires to execute a Term Extension Amendment, they shall provide the IC with written notice to this effect no later than eighteen (18) months following the Effective Date.
Thereafter, the Parties agree to negotiate in good faith and shall use reasonable efforts to execute a Term Extension Amendment prior to the expiration date of the Agreement.
The Parties acknowledge that the initial Agreement term may be extended by a Term Extension Amendment.