By Introgen Clause Samples
By Introgen. Introgen represents and warrants to Corixa that (a) Introgen has full right and authority to enter into this Agreement, and that this Agreement is a valid and binding obligation of Introgen enforceable in accordance with its terms, and (b) Introgen shall use its best commercial efforts to ensure that all of the Licensed Products manufactured by it or on its behalf comply with all relevant legislation in force from time to time in each country where the Licensed Products are manufactured or sold, including but not limited to the requirements of any relevant Regulatory Authority or legislation requiring that the Licensed Products be manufactured in accordance with current good manufacturing practices. Introgen acknowledges that the Exclusive License includes sublicenses under technology that has been licensed to Corixa pursuant to the Columbia Agreement, and Introgen represents, warrants and covenants that it will comply with Section 12 of the Columbia Agreement.
By Introgen. As between the Parties to this Agreement, Introgen (itself or through others) shall have the initial right to control the enforcement of the Licensed Subject Matter or defend any declaratory judgment action with respect thereto (each for the purposes of this ARTICLE VII, an "ENFORCEMENT ACTION").
By Introgen. Introgen shall have the right to terminate this Agreement upon written notice to Colgate at any time after the first time at which Colgate has Transferred to Third Party(ies), in one or more transaction(s), the following percentages of the Acquired Introgen Shares:
(a) during the first [*] months after the Effective Date, Colgate has so Transferred [*] or more of the Acquired Introgen Shares;
(b) during the period commencing on the first day of the [*] month following the Effective Date and ending on the last day of the [*] month following the Effective Date, Colgate has so Transferred [*] or more of the Acquired Introgen Shares; or
(c) after the [*] month following the Effective Date, Colgate has so Transferred [*] or more of the Acquired Introgen Shares.
