Yale Agreement. (a) LICENSOR covenants that, during the term of this Agreement, it will: (i) fulfill all of its obligations under the Yale Agreement, including, but not limited to, any royalty obligations set forth therein; (ii) take no action or omit to take any action which would cause it to be in breach of any provision of the Yale Agreement; and (iii) immediately notify COMPANY in the event LICENSOR receives notice from Yale University that LICENSOR is in default under the Yale Agreement or that Yale University has terminated or intends to terminate the Yale Agreement. In the event of any default of the type described in clause (iii) above, LICENSOR agrees that if it fails or does not intend to cure such default, COMPANY may, at COMPANY's option, do so and may offset any reasonable expenses COMPANY incurs in curing such default. (b) Notwithstanding the provisions of Section 3.9, COMPANY, its affiliates and sublicensees may fully credit any royalties which it or they pay to Yale University against royalties payable hereunder.
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Yale Agreement. (a) LICENSOR covenants that, during the term of this Agreement, it will:
(i) fulfill all of its obligations under the Yale Agreement, including, but not limited to, any royalty obligations set forth therein;
(ii) take no action or omit to take any action which would cause it to be in breach of any provision of the Yale Agreement; and
(iii) immediately notify COMPANY in the event LICENSOR receives notice from Yale University that LICENSOR is in default under the Yale Agreement or that Yale University has terminated or intends to terminate the Yale Agreement. In the event of any default of the type described in clause (iii) above, LICENSOR agrees that if it fails or does not intend to cure such default, COMPANY may, at COMPANY's ’s option, do so and may offset any reasonable expenses COMPANY incurs in curing such default.
(b) Notwithstanding the provisions of Section 3.9, COMPANY, its affiliates and sublicensees may fully credit any royalties which it or they pay to Yale University against royalties payable hereunder.
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Sources: License Agreement (Pharmasset Inc)