Innovation Pharmaceuticals Inc (IPIX)

[Rdunn88]

LR, Interesting reading the termination clauses... Believe a filing would have to be released... My guess, the project is dead...

CONFIDENTIAL

11.5 Termination Without Cause by ALFASIGMA. ALFASIGMA may terminate all development activities and this Agreement without cause at any time by giving 60 days’ prior written notice to IPI; provided, however, that, (i) ALFASIGMA’s exercise of such termination will not result in any financial, indemnification or any other termination penalty or compensation owed to IPI as it relates to such termination, and (ii) ALFASIGMA will return and/or transfer to IPI all Background IP and/or the New IP generated by or on behalf of ALFASIGMA under this Agreement.

11.6 Effects of Termination due to ALFASIGMA’s Material Breach. Upon early termination of this Agreement by IPI under Section 11.2 or Section 11.4(a):

(a) ALFASIGMA will responsibly wind-down, in accordance with accepted pharmaceutical industry norms and ethical practices, any on-going clinical studies for which it has responsibility hereunder in which patient dosing has commenced or, if reasonably practicable and requested by IPI, ALFASIGMA shall, and shall cause its Affiliates and Sublicensees to, complete such trials, or if requested by IPI, transition such clinical studies to IPI. ALFASIGMA will be responsible for any costs associated with such wind-down.

(b) All sublicenses granted by ALFASIGMA pursuant to Section 2.2 will automatically terminate.

(c) All rights and licenses granted by IPI to ALFASIGMA in Article II will terminate, and ALFASIGMA and its Affiliates and Sublicensees will cease all use of IPI Know-How and IPI Patents. In such event ALFASIGMA shall have the right to sell the semi-finished and finished Products available in stock with ALFASIGMA as on that date of termination.

(d) All rights and licenses related to Product in the ALFASIGMA Territory shall immediately revert to IPI or to an Affiliate or Third Party designated by IPI (each, a “Designee”).

(e) All Marketing Approvals and other regulatory filings, documents and communications relating to the Product owned (in whole or in part) or otherwise controlled by ALFASIGMA or its Affiliates or Sublicensees (except Product Trademarks and Product Trade Dress of ALFASIGMA), as such items exist as of the effective date of such termination (including all related completed and ongoing clinical studies), will be assigned or transferred to IPI or its Designee, at ALFASIGMA’s expense, and ALFASIGMA will provide to IPI or its Designee one (1) copy of each of the foregoing and all documents contained in or referenced in any such items, together with the raw and summarized data for any clinical studies (and where reasonably available, electronic copies thereof). In the event of any failure to complete such assignment, ALFASIGMA hereby consents and grants to IPI the right to access and reference (without any further action required on the part of ALFASIGMA, whose authorization to file this consent with any Regulatory Authority is hereby granted) any of the foregoing items.

(f) ALFASIGMA hereby grants to IPI and its Affiliates, and IPI and its Affiliates will automatically have, a worldwide, perpetual and irrevocable, royalty-free and fully paid-up, non-exclusive license, with the right to grant sublicenses through multiple tiers, under Know-How and Patent Rights that are Controlled by ALFASIGMA or any of its Affiliates and their respective Sublicensees that are reasonably necessary or useful to Develop, Manufacture or Commercialize the Product (such license effective only as of and after the effective date of such termination).