(A)
Policy
statement
The university of Toledo ("university")
may accept equity or warrants in a start-up company as partial consideration
for a license agreement. The license agreement will include language that
allows university to assign its rights in any such equity interest to a third
party designee. University has designated rocket innovations or a direct or
indirect affiliate of rocket innovations to receive equity interests or
warrants in start-up companies, subject to acceptance and approval of the
assignee.
(B)
Purpose of policy
Provide a procedure for the assignment
and liquidity of equity interests or warrants obtained by university through a
license agreement.
(C)
Procedure
(1)
University will
promptly notify rocket innovations, in writing that it is in the process of
licensing technology to a start-up company that includes an equity
interest.
(2)
University will execute an agreement with rocket
innovations before the equity interest is transferred that defines the terms of
the equity interest.
(3)
University will promptly notify rocket innovations, in
writing, as soon as it receives notice from the licensee that it is planning a
liquidity event which may include, but is not limited to, an initial public
offering, purchase and sale of an ownership interest, merger, and any other
type of exit strategy or liquidation used by the licensee.
(4)
In the event that
university has assigned its right in any equity interest, the assignee will
have sole discretion and control in the disposition of equity interests
assigned by university. The assignee shall exercise independent judgment in
evaluating, negotiating, and accepting the terms and conditions of any
liquidity event.
(5)
If the liquidity event is a sale of equity in the
public market, the assignee will make arrangements for the sale of the equity
in the public market in an orderly fashion at the end of any "lock-up"
period.
(6)
Upon completion of the liquidation event, the assignee
will transfer the proceeds to the university's office of research so it may
distribute the funds in accordance with university's patent rule
3364-70-04.
