Upon expiration of this Agreement or termination of this Agreement for any reason, neither Urovant nor Sunovion will have any further obligations under this Agreement, except that:

Effect of Expiration or Termination. Upon termination (but not expiration) of this Agreement:

Upon termination or expiration of this Agreement, IMMEDICA shall pay to LICENSOR all amounts due to LICENSOR as of the effective date of termination or expiration within ​ following the effective date of termination or expiration.

Effect of Termination or Expiration. Each Party will promptly return all Confidential Information of the other Party as provided in upon any expiration or termination of this Agreement.

Upon the effective date of expiration or termination of this Agreement, and subject to Section 14.3.b below, Eversana shall promptly cease all performance of the Services and promptly discontinue the use of any Evoke Know-How, Product Trademarks, Product Copyrights, and Corporate Trademarks. At Evoke’s election, Eversana either shall # promptly return to Evoke or # destroy and certify to Evoke such destruction of, all Promotional Materials, training materials, and all other information related to the Product or the activities provided for by this Agreement.

Effect of Termination or Expiration. Upon the termination of this Agreement or the expiration of the Term, all payments then or thereafter due to the Licensee pursuant to any sublicense shall, immediately and automatically, become owed directly to UABRF.

If Sunovion terminates this Agreement pursuant to [Section 14.4.1] or the applicable event identified in [Section 14.4.2] is met, then Urovant shall pay to Sunovion an amount equal to # [* * *], minus # [* * *] ((a) minus (b), the “Break-Up Fee”) within [* * *].

Upon termination of this Agreement in its entirety pursuant to [Sections 11.2-11.4 and 11.6]6], the Parties’ rights and obligations under this Agreement will terminate and neither Party will have any further rights or obligations under this Agreement from and after the effective date of termination, except as set forth in this [Section 11.7].

Effect of Expiration or Termination. Upon expiration or termination of this Agreement, neither Party shall have any further rights or obligations hereunder in the Territory except pursuant to provisions that expressly survive such expiration or termination. Upon termination of this Agreement, Licensee, its Affiliates and Sublicensees shall, for a period of one (1) year, be permitted to import, market, promote, distribute, use, offer to sell and sell their remaining inventories of Licensed Product and, for such purpose only, the License Grant shall continue in effect but shall be non-exclusive in the Territory. If this Agreement is terminated for failure to use Commercially Reasonable Efforts to pursue Regulatory Approval, with respect to a Licensed Product or country, within sixty (60) Business Days after such termination, if requested by [[NanoTx:Organization]], the Parties will meet to mutually agree upon a transition plan to effect an orderly and timely transition to [[NanoTx:Organization]] of all Development, Manufacture and/or Commercialization activities and responsibilities with respect to such terminated License Product(s) and country(ies), which will incorporate the following elements:

Expiration or termination of this Agreement shall be without prejudice to any rights which shall have accrued to the benefit of a Party prior to such expiration or termination. In addition and without limiting the foregoing, [Sections 2.4, 4.3, 4.4, 5.7, 9, 10, 12, 13.6 and 14]4]4]4] will survive any expiration or termination of this Agreement, and, unless a later survival end date is specified elsewhere in this Section 13.6, Sections 8.5 and 8.6 shall survive for a period of five (5) years after expiration or termination.