Provision Language
TERMINATION OR “PULL BACK” TERMS: License terms will include mandatory sublicensing or surrender of rights in countries where diligence is not pursued consistent with the Development Plan. Exclusive licenses will include “pull back” terms for new or unmet needs that the licensee elects not to pursue or cannot commit to pursue. An exclusive licensee may be required to sublicense, reduce the license to non-exclusivity, or to relinquish rights to sell or distribute product in a particular territory or for a particular indication when the Development Plan milestones are not met, and the Licensee does not provide an adequate plan to remedy the lack of diligence. Alternatively, NIH may terminate the license in its entirety as necessary to ensure successful development and commercialization in the Field.