33. TERMINATION

33.1 This Agreement shall terminate upon the first to occur of the following events:

(b) the agreement by the Parties to terminate the Agreement; and

33.2 Termination of the Agreement for any reason shall be without prejudice to the continuing enforceability of any rights or obligations of the Parties accrued at the time of termination.

33.3 Prior to termination of this Agreement or as soon as possible thereafter the Parties shall meet for the purpose of agreeing upon:

(b) the ownership of the Centre Intellectual Property;

(c) any change to the Parties' future obligations of secrecy with respect to Confidential Information and future obligations of insurance;

(d) the distribution of Assets held by the Centre; and

(e) any other matter not addressed in this Agreement but requiring resolution at that point in time.

Failing agreement on any of the above matters, such matters shall be resolved in accordance with clause 37 and clause 38.

33.4 Unless agreed otherwise under clause 33.3, upon termination of this Agreement the Parties shall continue to be bound by the obligations of confidentiality and insurance and the indemnities given under this Agreement (to the extent that these obligations are applicable to them).

33.5 A Party that has retired or has been expelled from the Centre under clause 30 shall still be deemed to be a Party for the purposes of this clause 33 and agrees to be so bound.