Assistance Rights Sample Clauses

Assistance Rights. If at any time specific development activities (“Development Work”) scheduled for commencement or completion in accordance with the Development Plan are unreasonably delayed, Avalon, at Vertex’s request, will review and discuss the matter and a special meeting of the Parties will be convened for that purpose within * of Vertex’s written request. If, within * after the special meeting, Avalon is unwilling or unable to cure the delay, then Vertex may, by written notice (the “Assistance Notice”) to Avalon, undertake that Development Work at its own expense, and Vertex’s right to do so shall be referred to herein as its “Assistance Rights.” Vertex shall be free to exercise its Assistance Rights commencing * after delivery of its Assistance Notice to Avalon, unless Avalon shall notify Vertex within that * period that it does not agree that Vertex should undertake Development Work due to circumstances, described in detail in the Assistance Notice, that can be demonstrated to be reasonably likely to materially and adversely affect the commercial success of the Compound. In such case, Vertex shall not pursue its Assistance Rights.
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Assistance Rights. Notwithstanding anything to the contrary herein, to the extent a sale of Company Shares by Holdings is not prohibited by Section 4(a), at the request of Holdings, the Company shall use reasonable efforts (at the expense of Holdings) to assist Holdings in the Transfer of its Company Shares to a Person acceptable to the Company; provided that no such assistance shall be deemed a waiver of any of the Company's rights hereunder including, without limitation, its rights contained in Section 4(c).
Assistance Rights. 13 3.7 Conduct of the Development Program..................................14 3.8 Coordination of Far East Development Activities.....................15
Assistance Rights. If either party (the "First Party") fails unreasonably, other than as a result of Force Majeure or a failure of the other party to discharge its obligations hereunder, to carry out the
Assistance Rights. 16 3.6 Reasonable Efforts in Development.....................................................................17 ARTICLE IV -- MANUFACTURING AND SUPPLY..........................................................................17 4.1 Supply of Bulk Drug Substance and Drug Product........................................................17 4.2 [This section has been intentionally left blank.].....................................................17 4.3 Formulation and Packaging.............................................................................18 ARTICLE V -- COMMERCIALIZATION.................................................................................18 5.1 Marketing and Promotion...............................................................................18 5.2 Global Brand Team.....................................................................................18 5.3 [This section has been intentionally left blank.].....................................................19 5.4 [This section has been intentionally left blank.].....................................................19 5.5 Co-labeling...........................................................................................20 5.6 Due Diligence.........................................................................................20
Assistance Rights. 16 3.6 Reasonable Efforts in Development...............................18
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Assistance Rights. ...............................................................................10 3.6 Reasonable Efforts in Development...................................................................11
Assistance Rights. If NOVARTIS is not using commercially reasonable efforts, pursuant to the provisions of Sections 3.6 and 5.6 of this Agreement, to conduct development CONFIDENTIAL TREATMENT REQUESTED activities ("Development Work") on the critical path provided for in the then current Development Plan and if, as a consequence thereof, such Development Work is materially delayed, and if VERTEX believes that delay to be unreasonable under the circumstances,] VERTEX may request the JSC to review and discuss the matter and a special meeting of the JSC will be convened for that purpose within [***] of VERTEX's written request. If within [***] after review by [***] NOVARTIS is unwilling or unable to cure the delay, then VERTEX may propose, by written notice to NOVARTIS, undertake that particular Development Work at its own expense. VERTEX shall be free to do so commencing [***] after delivery of its notice to NOVARTIS unless [***]

Related to Assistance Rights

  • Have Made Rights For purposes of exercising its have made rights granted under Sections 8.3.3.2 and 8.3.3.4 of this Project Statement (Licensing), Aquantia may deliver Intel Technology delivered to Aquantia by Intel only to those subcontractors approved in advance in writing by Intel.

  • Responsibility for Intellectual Property The Company assumes all liabilities and responsibility in connection with all Intellectual Property, and the obligations of the Company hereunder or under the Notes and the Warrants shall in no way be affected or diminished by reason of the loss, destruction, damage or theft of any of the Intellectual Property or its unavailability for any reason.

  • Enforcement of Intellectual Property Rights and Assistance During and after the period of my employment, I will assist Company in every proper way to obtain and enforce United States and foreign Intellectual Property Rights relating to Company Inventions in all countries. If the Company is unable to secure my signature on any document needed in connection with such purposes, I hereby irrevocably designate and appoint Company and its duly authorized officers and agents as my agent and attorney in fact, which appointment is coupled with an interest, to act on my behalf to execute and file any such documents and to do all other lawfully permitted acts to further such purposes with the same legal force and effect as if executed by me.

  • License Rights The rights granted herein in favor of each Service Recipient are in the nature of a license and shall not create any leasehold or other estate or possessory rights in Shared Real Property, and if the license granted under this Article III expires or is terminated, the Service Recipient shall vacate the Shared Real Property, and any occupancy or activity of the Service Recipient thereafter in the Shared Real Property shall be considered a trespass.

  • Assignment of Rights to Intellectual Property The Executive shall promptly and fully disclose all Intellectual Property to the Company. The Executive hereby assigns and agrees to assign to the Company (or as otherwise directed by the Company) the Executive’s full right, title and interest in and to all Intellectual Property. The Executive agrees to execute any and all applications for domestic and foreign patents, copyrights or other proprietary rights and to do such other acts (including without limitation the execution and delivery of instruments of further assurance or confirmation) requested by the Company to assign the Intellectual Property to the Company and to permit the Company to enforce any patents, copyrights or other proprietary rights to the Intellectual Property. The Executive will not charge the Company for time spent in complying with these obligations. All copyrightable works that the Executive creates shall be considered “work made for hire”.

  • Proprietary Rights Notices Licensee agrees that it will not remove, alter or otherwise obscure any proprietary rights notices appearing in the PS Licensed Products, Omega Browser, PS SDK, PS Development Environment and PS Materials. Further, Licensee agrees that it will cause to appear on the container or label for each unit of the Licensee Products manufactured hereunder appropriate patent and copyright notices and proprietary data legends as contained in the PS Licensed Products, Omega Browser, PS SDK, PS Development Environment and PS Materials delivered by PalmSource or as otherwise reasonably required by PalmSource.

  • Assignment of Intellectual Property Rights (a) Executive hereby assigns to Nucor Corporation Executive’s entire right, title and interest, including copyrights and patents, in any idea, invention, design of a useful article (whether the design is ornamental or otherwise), work product and any other work of authorship (collectively the “Developments”), made or conceived solely or jointly by Executive at any time during Executive’s employment by Nucor (whether prior or subsequent to the execution of this Agreement), or created wholly or in part by Executive, whether or not such Developments are patentable, copyrightable or susceptible to other forms of protection, where the Developments: (i) were developed, invented, or conceived within the scope of Executive’s employment with Nucor; (ii) relate to Nucor’s actual or demonstrably anticipated research or development; or (iii) result from any work performed by Executive on Nucor’s behalf. Executive shall disclose any Developments to Nucor’s management within 30 days following Executive’s development, making or conception thereof.

  • Intellectual Property Rights and Confidentiality Clauses 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.

  • Intellectual Property and Information Technology (a) Section 5.20(a) of the Company Disclosure Schedule contains a true and complete list, as of the date of this Agreement, of all Company Products.

  • Licenses, etc any license, authorisation, consent or approval at any time necessary to enable any Security Party to comply with its obligations under the Security Documents or the Underlying Documents is revoked or withheld or modified or is otherwise not granted or fails to remain in full force and effect or if any exchange control or other law or regulation shall exist which would make any transaction under the Security Documents or the Underlying Documents or the continuation thereof, unlawful or would prevent the performance by any Security Party of any term of any of the Security Documents or the Underlying Documents; or

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