Repository: UIHistories Project: Board of Trustees Minutes - 1930 [PAGE 556]

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193°I

U N I V E R S I T Y O F ILLINOIS

553

(12) If the Licensee shall at any time m a k e default in the payment of any royalty or in the making of any report hereunder, or shall commit any breach of any covenant or agreement herein contained, or shall make any false report, and shall fail to remedy any such default or breach within twenty (20) days after written notice thereof by Licensor, Licensor may, at its option, cancel this agreement and revoke the license herein granted, by notice in writing to such effect, but such act shall not prejudice the right of Licensor to recover any royalties or other sums due at the time of such cancellation and shall not prejudice any cause of action or claim to Licensor accrued or to accrue, on account of any breach or default by the Licensee. (13) This agreement, unless previously terminated in accordance with the provisions hereof, shall run to the full end of the term for which Letters Patent m a y be granted, reissued or extended, under which a license is granted by the provisions of this agreement, and shall be binding upon the successors and assigns of the respective parties to the extent to which this agreement is assignable. (14) Licensor agrees, upon written request of the Licensee, to include in this agreement and the license therein contained, such improvements in and to Cellulose Digestion as relate to the aforesaid invention, which Licensor shall acquire prior to the expiration of the Letters Patent issued on the aforesaid application, Serial N o . 386,080, or any division or continuations thereof. It is understood that the Licensee shall be free to obtain patents for itself on inventions relating to the subject matter of this agreement. (15) This contract, and the license herein granted and agreed to be granted, shall be assignable with the business and good will of the Licensee in Cellulose Digestion apparatus, but shall not otherwise be assignable without the written consent of Licensor and, in the event of dissolution or bankruptcy, voluntary or involuntary, or an assignment for the benefit of creditors, the license herein granted shall become null and void and all rights in and to the same shall revert to the Licensor. (16) In the event of unauthorized use of the patented invention by others, Licensee shall have the right to bring suit in its own n a m e to enforce its exclusive rights in and under the inventions aforesaid. Such suits shall be brought at the expense of Licensee. Licensor shall have the right, if it so elects, to be represented at its own expense in any suit brought under the patent or patents which form the subject of this agreement. In the event that Licensee shall institute suit and make recovery for infringement of Letters Patent which are the subject of this agreement, it shall pay to the Licensor forty percent (40%) of the net amount recovered. (17) Licensee shall, by giving notice in writing prior to July 1, 1930, of its intention so to do, have the right to apply for and obtain foreign patents in the name of the Licensor, based on aforesaid application, Serial N o . 386,080, in ail countries which it m a y elect, and secure exclusive licenses under such patents as it shall take out. In respect to such countries, concerning which Licensee has given such notice, Licensee shall proceed immediately to lodge applications and secure such patents. Licensee agrees that during the continuation of this agreement it will use due diligence to maintain in force all such foreign patents for which it has made application. Licensee agrees to make accounting and pay royalties in accordance with the provisions of paragraphs (4) and (6) hereof, on all apparatus manufactured and sold under such foreign patents. Licensee shall have the right to sell rights in, to or under any foreign patents taken out by Licensee, provided that the approval of the Licensor is first obtained, and subject to payment to the Licensor of one-half of the purchase price remaining afterfirstdeducting expenses of Licensee incurred with respect to the particular patent under, or with respect of which, such sale is made. Similar rights shall be given to Licensee to apply for foreign patents on new developments or discoveries relating to the subject matter of this agreement owned or controlled by Licensor. (18) Licensee shall have the right to sub-license others, under any of the United States that the such sub-licensee. contract Licensee agrees to proceedof allto the prowith (19) foreign patents of responsible sale and this agreement, subject covenants hereunder, by facilities, which are the for the faithful performance diligently, apvisionadequate fullest extent.this the subject of distribution of the process andand paratus toDuring the life to exploit or Licensee shall be