Maintenance Services Fees. ​ agrees to pay Kx an annual Maintenance Services fee of ​. The annual Maintenance Services fee for each year is due on ​ of that year or within ​ after ​ receives Kx’s invoice, whichever is later. Maintenance Services fees paid under the Original Agreement will be credited towards fees due under this agreement

Maintenance Fee Increases. Commencing with Maintenance Services fee due in ​ and ​, Kx may, at its discretion, increase the Maintenance Services fee by up to ​ over the then current Maintenance Services fee payable by ​ for each existing and additional Licensed Core purchased by ​.

License Maintenance Fee. Licensee shall pay Harvard a non-refundable annual license maintenance fee as follows: XXX for each (full or partial) calendar year prior to Marketing Approval; XXX for the first full calendar year after Marketing Approval; XXX for the second full calendar year after Marketing Approval; and XXX for the third full calendar year after Marketing Approval and each calendar year thereafter; provided, that if Licensee grants rights to the Biological Material and/or the Technology Transfer Material to a Sublicensee or a Strategic Partner, the annual maintenance fee payable to Harvard as set forth above shall thereafter be XXX. Each such annual maintenance fee shall be due and payable on January 2nd of the calendar year to which such fee applies. Each annual license maintenance fee shall be creditable against any royalty amounts payable under [Section 3.3] below with respect to Products sold in the same calendar year that such annual license maintenance fee applies.

Maintenance of Records. Employee agrees to keep and maintain adequate and current written records of all Inventions made by Employee (solely or jointly with others) during the period of employment with the Company. Such records may be in the form of notes, drawings, flow charts, electronic data or recordings, laboratory notebooks, and any other format and shall be made available to and remain the sole property of the Company at all times. Employee agrees not to remove such records from the Company’s place of business except as expressly permitted by Company policy which may, from time to time, be revised at the sole election of the Company.

Maintenance of Properties. (a) Maintain, preserve and protect all of its material properties and equipment necessary in the operation of its business in good working order and condition, ordinary wear and tear excepted; and # make all necessary repairs thereto and renewals and replacements thereof except, in each case, where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

Maintenance of Insurance. Maintain with financially sound and reputable insurance companies not Affiliates of the Company, insurance with respect to its properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, of such types and in such amounts as are customarily carried under similar circumstances by such other Persons. If any portion of any Mortgaged Property (which portion contains a building) is at any time located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a special flood hazard area with respect to which flood insurance has been made available under the Flood Insurance Laws, then the Company shall, or shall cause the applicable Loan Party to # maintain, or cause to be maintained, with a financially sound and reputable insurer, flood insurance in an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and # deliver to the Administrative Agent evidence of such compliance in form and substance reasonably acceptable to the Administrative Agent, including evidence of annual renewals of such insurance.

The Escrow Agent shall maintain accurate records of all transactions hereunder. Promptly after the termination of this Escrow Agreement, and as may from time to time be reasonably requested by the Company before such termination, the Escrow Agent shall provide the Company with a copy of such records, certified by the Escrow Agent to be a complete and accurate account of all transactions hereunder. The authorized representatives of the Company and the Dealer Manager shall also have access to the Escrow Agent’s books and records to the extent relating to its duties hereunder, during normal business hours upon reasonable notice to the Escrow Agent.

Maintenance of Properties. ​ will, and will cause each Subsidiary to, do all things reasonably necessary to maintain, preserve, protect and keep its material Property in good repair, working order and condition in all material respects (ordinary wear and tear excepted), and make all necessary and proper repairs, renewals and replacements material to its business so that its business carried on in connection therewith may be properly conducted at all times.

#[[Organization A:Organization]], at its own cost and expense, will maintain sufficient maintenance and repair facilities (and shall keep on hand in quantity and quality and specification such spare parts and equipment as a Reasonable and Prudent Operator would maintain for operation of equipment such as the ISO Containers) and will conduct such repair and maintenance on the ISO Containers to ensure that the same are in good condition, complying in all material respects with # Applicable Laws, # Approvals; # the terms of this Agreement; # applicable manufacturer’s instructions and recommendations, # International LNG Container Standards (including applicable health and safety laws and environmental, noise and pollution laws (including notifications and reports) and # required insurance policy terms, conditions and provisions); in each case, performed by qualified and (if required by applicable standards) licensed personnel; provided, however, that in the event of a conflict between any of the priorities noted above, the priority with the lowest numeral noted above in this sentence shall prevail. [[Organization A:Organization]] will inspect and cause to be inspected the ISO Containers at such times and frequency and in such detail as is necessary to ensure compliance with the requirements set out herein (or to identify noncompliance), and will promptly report to [[Organization B:Organization]] the results of those inspections.

Maintenance of Rights. Except as contemplated or permitted by this Agreement or the Existing Ag Agreement, both Legacy and Primary shall not, and shall ensure that their Affiliates do not, by act, omission, or the execution of any agreement with any Third Party, directly or indirectly adversely affect, or reduce the scope of, the other Party’s rights under this Agreement with respect to Primary Patents, Legacy Patents, Legacy Know-How, Primary Know-How, Metallophile™ Technology, Viamet Derived Products, or Collaboration Derived Products without the other Party’s written consent, which consent shall not be unreasonably withheld with respect to any matter concerning the prosecution or maintenance of any Patent Rights.