Common use of Termination by BDSI Clause in Contracts

Termination by BDSI. Subject to Section 13.07, BDSI may, by written notice to Purdue, terminate this Agreement: (a) upon the failure by Purdue to pay the license fee pursuant to Section 3.01 within the time period set forth therein; (b) upon the failure by Purdue on *** occasions to pay any amount overdue under this Agreement within *** from receipt of a written notice thereof to Purdue from BDSI (with respect to any amounts due under this Agreement pursuant to an invoice to be sent by BDSI, the first such invoice shall not be deemed “notice” for purposes of this paragraph), provided that any failure to pay resulting from any Third Party delays with respect to the transfer of funds from Purdue to BDSI that are out of the reasonable control of Purdue and its Affiliates (such as bank transfer delays) shall not constitute a “failure to pay” for purposes of this clause (b); or (c) in the event the First Commercial Sale of a Licensed Product hereunder does not occur by the date nine (9) months from Marketing Authorization Transfer, provided that, to the extent that Purdue can reasonably demonstrate that manufacturing or supply delays outside of Purdue’s, its Affiliates’, and Sublicensees’ reasonable control prevented the First Commercial Sale from occurring by such date, such date shall be automatically extended by an amount equal to the extent of such manufacturing or supply delays.