Common use of Option to Acquire License to Additional Inventions Clause in Contracts

Option to Acquire License to Additional Inventions. Access to Licensed Data. (a) Option to Acquire License. BURF hereby grants Licensee an exclusive first option (the "Option") to acquire an exclusive license to any BURF interest in any invention (each, an "Additional Invention") (x) that is made after the Effective Date in the course of the performance of research funded in whole or in part under any grant listed on Schedule 2.3 (each, an "Ongoing Grant"), or (y) that constitutes an improvement to an invention or technology covered by a Licensed Patent and that results from the exercise of those retained rights (the "Retained Rights") described in Section 2.1(d). For purposes of this Agreement, "Additional Invention" shall not include any ownership interest of M.I.T. in any such invention. Further, "improvement to an invention or technology" shall mean any invention that constitutes a modification of, variation of, revision to or new use of such invention or technology and that is dominated, in whole or in part, by any Valid Claim in any Licensed Patent. The Option shall apply to all Additional Inventions made during the term of this Agreement, and Licensee's exercise or failure to exercise the Option with *** Information redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission respect to a particular Additional Invention shall not affect Licensee's rights with respect to future Additional Inventions. Notwithstanding the foregoing, nothing in this Agreement shall apply or be deemed to apply to M.I.T.'s interest, if any, in any Additional Invention nor to obligate M.I.T. in any way to grant a license, under M.I.T.'s interest in any Additional Invention, to any Additional Invention. As additional consideration for the grant of the Option, upon execution of this Agreement, Licensee shall grant to BURF an option (the "BURF "Stock Option") to purchase * * * shares of Licensee's common stock, par value $.001 per share ("Common Stock"), subject to vesting terms and other terms and conditions set forth in the option grant certificate dated as of the date hereof and attached to this Agreement as Exhibit B (the "BURF Stock Option Certificate"). BURF shall be free to grant a license to an Additional Invention to any Third Party if Licensee does not exercise the Option with respect to such Additional Invention, subject to the terms and conditions set forth in this Section 2.3(a). With respect to each Additional Invention, Licensee may exercise the Option on the following terms and conditions:

Option to Acquire License to Additional Inventions. Access to Licensed DataACCESS TO LICENSED DATA. (a) Option to Acquire LicenseOPTION TO ACQUIRE LICENSE. BURF hereby grants Licensee an exclusive first option (the "Option") to acquire an exclusive license to any BURF interest in any invention (each, an "Additional Invention") (x) that is made after the Effective Date in the course of the performance of research funded in whole or in part under any grant listed on Schedule 2.3 (each, an "Ongoing Grant"), or (y) that constitutes an improvement to an invention or technology covered by a Licensed Patent and that results from the exercise of those retained rights (the "Retained Rights") described in Section 2.1(d). For purposes of this Agreement, "Additional Invention" shall not include any ownership interest of M.I.T. in any such invention. Further, "improvement to an invention or technology" shall mean any invention that constitutes a modification of, variation of, revision to or new use of such invention or technology and that is dominated, in whole or in part, by any Valid Claim in any Licensed Patent. The Option shall apply to all Additional Inventions made during the term of this Agreement, and Licensee's exercise or failure to exercise the Option with respect to a particular Additional Invention shall not affect Licensee's rights with respect to future Additional Inventions. Notwithstanding the foregoing, *** Information redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission respect to a particular Additional Invention shall not affect Licensee's rights with respect to future Additional InventionsCommission. Notwithstanding the foregoing, nothing in this Agreement shall apply or be deemed to apply to M.I.T.'s interest, if any, in any Additional Invention nor to obligate M.I.T. in any way to grant a license, under M.I.T.'s interest in any Additional Invention, to any Additional Invention. As additional consideration for the grant of the Option, upon execution of this Agreement, Licensee shall grant to BURF an option (the "BURF "Stock Option") to purchase * * * 48,430 shares of Licensee's common stock, par value $.001 per share ("Common Stock"), subject to vesting terms and other terms and conditions set forth in the option grant certificate dated as of the date hereof and attached to this Agreement as Exhibit EXHIBIT B (the "BURF Stock Option Certificate"). BURF shall be free to grant a license to an Additional Invention to any Third Party if Licensee does not exercise the Option with respect to such Additional Invention, subject to the terms and conditions set forth in this Section 2.3(a). With respect to each Additional Invention, Licensee may exercise the Option on the following terms and conditions: