The contractor has the right to terminate the contract if CERN violates the licence’s usage rights or restrictions. Is this acceptable?

The Procurement Officer should seek to negotiate a notice period during which CERN has the right to stop non-compliant usage of the software, before the contractor has a right to terminate the contract.

Some licence agreements give the contractor the right to terminate the contract if the contractor merely believes that CERN may be violating the usage rights or restrictions. The Procurement Officer should seek to negotiate such clauses so that termination rights arise only based on actual (not suspected) violations.

Similarly, should the contractor be entitled to terminate based on a breach, the Procurement Officer should seek to negotiate the same entitlement for CERN (and not subject to proving the existence of cumulative and specific elements).