Provision Language
Section B: General Terms and Conditions
Termination: Managing Entity may terminate this Agreement with thirty days written notice to the Portfolio Company’s Administrative Contact, as shown in Attachment 3A. Notwithstanding the foregoing, if Federal Awarding Agency or a non-Federal Funder terminate Managing Entity’s award, Managing Entity may terminate this Agreement in accordance with Funder’s requirements. Managing Entity shall pay Portfolio Company for termination costs as allowable under the applicable cost principles as detailed in Article 7 below.
Section C: CARB-X Special Terms and Conditions
Article I. The Project
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1.04 Managing Entity and the Company Support Team (“CST”) provided by CARB-X will evaluate whether individual Milestones have been met on an on-going basis. If an individual Milestone is not met by the agreed date (and where this is not the subject of an immediate review as set out at Article II), Managing Entity may either:
(a) amend the Milestone in agreement with the Portfolio Company, provided that:
(i) either (A) the Company Support Team together with the Post-Award Advisory Board Chair or (B) the Post-Award Advisory Board, advises that this is appropriate; and
(ii) the amended Milestone still delivers the agreed objectives of the current work segment; or
(b) cease funding activities under the Agreement, in accordance with termination provisions identified in Section B, Article 4.
Attachment 5: Other Funder Terms and Conditions
Federal Republic of Germany Represented by the Federal Ministry of Education and Research (“BMBF”)
Termination/Repayment: In the event that BMBF terminates Managing Entity’s award, in whole or in part, Managing Entity may terminate this Agreement, in whole or in part. Managing Entity will terminate this Agreement in the case of credible fraud or serious misconduct including circumstances where the Agreement has been obtained through credible fraud or serious misconduct (e.g. deliberate deception, threats or corruption or the provision of materially false, misleading or incomplete information), if the requirements for the conclusion of the Agreement subsequently no longer apply, if funds are used inappropriately, if the Agreement is no longer being used for the intended purpose, or if a condition has arisen under which the Agreement becomes invalid. In the event of termination, in whole or in part, the relevant portion of the Agreement must be repaid. The following repayment provisions will apply to the BMBF portion of the funding. The amount to be repaid bears annual interest at five per cent above the basic interest rate set out in Section 247 of the German Civil Code (BGB).