Common use of Failure to Meet Due Diligence Obligation Clause in Contracts

Failure to Meet Due Diligence Obligation. 9.2.1 If the diligence requirements set forth in Section 9.1 are not met by ABX (or its Affiliates or Sublicensees) in the United States or by JTI (or its Affiliates or Sublicensees) in Japan, such licensee's rights hereunder shall terminate upon written notice by XT to such licensee and subject to Sections 9.3, 9.4 and 14.3 below. 9.2.2 Notwithstanding Section 9.2.1, the license granted hereunder to ABX or JTI, as the case may be, shall not terminate by reason of a delay [***], to the extent that prudent business judgment, based on circumstances outside of such licensee's reasonable control, reasonably justifies such delay.

Failure to Meet Due Diligence Obligation. 9.2.1 If the diligence requirements set forth in Section 9.1 are not met by ABX (or its Affiliates or Sublicensees) in the United States or by JTI (or its Affiliates or Sublicensees) in Japan, such licensee's rights hereunder shall terminate upon written notice by XT to such licensee and subject to Sections 9.3, 9.4 and 14.3 below. 9.2.2 Notwithstanding Section 9.2.1, the license granted hereunder to ABX or JTI, as the case may be, shall not terminate by reason of a delay in meeting the [***]] milestone set forth in Section 9.1.1, to the extent that prudent business judgment, based on circumstances outside of such licensee's reasonable control, reasonably justifies such delay.