Termination for Termination of In-License Agreement. Commercializing Party acknowledges and agrees that, except as otherwise agreed in writing by the applicable In-Licensor, the licenses set forth herein with respect to any the Licensed Protocol and/or Kauffman Intellectual Property covered by an In-License Agreement, and any further sublicenses granted by Commercializing Party with respect to the Licensed Protocol and/or Kauffman Intellectual Property, will terminate immediately upon termination of the applicable In-License Agreement; provided, however, that in the event of termination of an In-License Agreement, Licensor shall notify Commercializing Party reasonably in advance of such termination and, if requested by Commercializing Party, provide Commercializing Party with reasonable assistance to obtain a license directly from the applicable In-Licensor.

Expect as provided in Section 9.6(c), all licenses granted under this Agreement, including all sublicenses granted by Commercializing Party, will automatically terminate; provided, however, that, upon the request of any sublicensee who is in good standing under this Agreement and the applicable sublicense agreement, Licensor may, in its discretion, discuss in good faith with such sublicensee a direct license agreement under the Licensed Protocol and/or Kauffman Intellectual Property for any Product being Commercialized as of the effective date of such termination and that Licensor intends to Commercialize, directly or indirectly, following such termination, on substantially the same terms and conditions as the sublicense agreement then in effect.