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Financial Institution 1P Morgan Chase Bank, N.A. <br /> Address 4 New York Plaza, FI 15 <br /> New York, NY 10004 <br /> Nine-Digit Routing Transit Number 021000021 <br /> Depositor Account Title The Board of Trustees of the University of Illinois, <br /> EDI Receipts and Federal Depository <br /> Depositor Checking Account Number 616002911 <br /> Swift Code: CHASUS33XXX <br /> Type of Account: Checking <br /> 3.0. TERM AND TERMINATION <br /> 3.1. TERM.This Agreement is effective on November 1, 2022 ("Effective Date") and will terminate on <br /> October 31. 2023 unless sooner terminated in accordance with this Section 3 ("Term").The Parties may <br /> extend the Term by written amendment. <br /> 3.2. TERMINATION FOR CONVENIENCE. Either Party may terminate this Agreement for convenience by <br /> providing 60 days' advance written notice to the other Party. <br /> 3.3. TERMINATION FOR BREACH. Upon material breach, the aggrieved Party may terminate this <br /> Agreement provided that the breaching Party fails to cure the breach within 30 days after receipt of <br /> written notice.This remedy is in addition to any other remedies available at law. <br /> 3.4. IMMEDIATE TERMINATION. Either Party may terminate this Agreement effective immediately upon <br /> notice to the other if: (a) the Parties cannot agree on an acceptable successor Principal Investigator; (b) <br /> SPONSOR has been declared insolvent, ceases (or threatens to cease) to carry on its business; or an <br /> administrator or receiver has been appointed over all or part of its assets; (c) SPONSOR's failure to pay <br /> promptly; or(d)either Party is debarred or excluded from participating in any government program. <br /> 3.5. EFFECT OF TERMINATION. If SPONSOR terminates this Agreement for convenience, SPONSOR will <br /> pay for all Research Costs incurred through the date of termination, including all non-cancelable <br /> obligations, even though the obligations may extend beyond the termination date. For any other <br /> termination, SPONSOR will pay UNIVERSITY for all Research Costs incurred through the termination <br /> date.Termination will not affect the Parties' rights and obligations accrued prior to termination. <br /> 4.0. CONFIDENTIAL INFORMATION <br /> 4.1. CONFIDENTIALITY OBLIGATION. Each Party will advise its employees to use reasonable efforts to <br /> hold in confidence all proprietary information received from the other Party in connection with the <br /> Research that the disclosing Party intends to remain secret from third parties on the grounds that its <br /> disclosure would either cause the disclosing Party competitive harm or waive a privilege granted by law <br /> ("Confidential Information"); provided, however, that each Party may share Confidential Information <br /> with third parties to the extent necessary to perform the Research under terms consistent with this <br /> Agreement. For written disclosures, the Party disclosing Confidential Information will mark the <br /> information "Confidential" at the time of disclosure. For oral or visual disclosures, the Party disclosing <br /> Confidential Information will designate the information "Confidential" at the time of disclosure and <br /> confirm such designation in writing to the other Party no later than 30 days after disclosure. Except as <br /> provided in Section 6.2, each Party's obligation of confidentiality shall extend for three years from <br /> disclosure and shall not apply to information that: (a)was in recipient's possession on a non-confidential <br /> SPA Form <br /> Updated 06012018 <br /> Page 3 of 10 <br />