Common use of Breadboard Phase Clause in Contracts

Breadboard Phase. The Breadboard Phase of the program shall not commence unless and until In-Q-Tel has delivered a Notice to Proceed to Nanosys. Upon the completion of the Feasibility Phase, In-Q-Tel will assess the results of the Feasibility Phase and the applicability of the program to its and the CIA's needs and interests. This assessment will be independent of acceptance of Deliverables but In-Q-Tel may use information contained in the Deliverables in furtherance of its assessment activity. In-Q-Tel may, at its option and sole discretion, terminate this Agreement and not proceed to the Breadboard Phase if it determines that is appropriate. In-Q-Tel shall notify Nanosys in writing of such termination, but need not specify any reasons for termination. Such termination shall not constitute a "default" as contemplated by Section 11.a of the Development Agreement and the post-termination language in Section 11.c of the Development Agreement shall apply to any such termination. If In-Q-Tel determines to proceed to the Breadboard Phase, In-Q-Tel shall deliver a Notice to Proceed to Nanosys and the Breadboard Phase shall commence promptly. Upon commencement of the Breadboard Phase, [*** Redacted] that was constructed and brought to operation during the Feasibility Phase will be used as a baseline platform for [*** Redacted] and Nanosys shall continue to use its commercially reasonable efforts, as set forth above, toward [*** Redacted] as contemplated by this Statement of Work. Optimization efforts shall focus on [*** Redacted]. The final breadboard device resulting from the Breadboard Phase is targeted to [*** Redacted]