Conduct During Termination Notice Period. (i) Following any notice of termination permitted under this Article 11, other than any termination pursuant to Section 11.3, during any applicable termination notice period (the applicable “Termination Notice Period”), each Party will continue to perform all of its obligations under this Agreement, then in effect in accordance with the terms and conditions of this Agreement.
Conduct During Termination Notice Period. (i) Following any notice of termination permitted under this ARTICLE XIV, during any applicable termination notice period with respect to any Galapagos Program, Galapagos Molecule, Galapagos Product, Optioned Program, Optioned Molecule or Optioned Product (as applicable, each, a “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement with respect to such Galapagos Program, Galapagos Molecule, Galapagos Product, Optioned Program, Optioned Molecule or Optioned Product, including performing all activities allocated to it with respect thereto pursuant to any R&D Plan and Budget, Global Manufacturing Plan and Budget or Global Commercialization Plan and Budget then in effect, in each case, in accordance with the terms and conditions of this Agreement. Each Party shall also continue to bear its share of all Research and Development Costs, Shared Commercialization Costs and Shared Patent Costs incurred during the Termination Notice Period with respect to any such Galapagos Program, Galapagos Molecule, Galapagos Product, Optioned Program, Optioned Molecule or Optioned Product (as applicable).
Conduct During Termination Notice Period. (i) Following any notice of termination permitted under this Article 13 other than any termination pursuant to Section 13.4, during any applicable termination notice period (the applicable “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement, including performing all activities allocated to it pursuant to the Development Plan and Shared Territory Commercialization Plan and Budget, respectively, then in effect in accordance with the terms and conditions of this Agreement. In such circumstances, each Party shall also continue to bear its share of all Development Costs and Joint Commercialization Costs in each case incurred during the Termination Notice Period.
Conduct During Termination Notice Period. (i)Following any notice of termination permitted under this Article 13 [***], during any applicable termination notice period (the applicable “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement, including performing all activities allocated to it pursuant to the Development Plan, Joint Commercialization Plan and Joint Medical Affairs Plan, respectively, then in effect in accordance with the terms and conditions of this Agreement. In such circumstances, each Party shall also continue to bear its share of all Joint Development Costs, Joint Early Program Development Costs and Joint Operational Costs, as applicable, incurred during the Termination Notice Period. [***].
Conduct During Termination Notice Period. Following any notice of termination permitted under this ARTICLE XIV, during any applicable termination notice period with respect to any Arcus Molecule, Arcus Product, Optioned Molecule or Optioned Product (as applicable, each, a “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement with respect to such Arcus Molecule, Arcus Product, Optioned Molecule or Optioned Product, including performing all activities allocated to it with respect thereto pursuant to any R&D Plan and Budget, Global Manufacturing Plan and Budget, CMC Plan and Budget, Commercialization Plan and Budget or Medical Affairs Plan and Budget then in effect, in each case, in accordance with the terms and conditions of this Agreement or any relevant Co-Promotion Agreement. Each Party shall also continue to bear its share of all Research and Development Costs, Allowable Expenses and Shared Patent Costs incurred during the Termination Notice Period with respect to any such Optioned Program, Optioned Molecule or Optioned Product (as applicable).
Conduct During Termination Notice Period. Following any notice of termination permitted under this ARTICLE XVIII, during any applicable termination notice period with respect to any Assembly Molecule, Assembly Product, Optioned Molecule, Optioned Product, Non-Optioned Gilead Molecule or Non-Optioned Gilead Product (as applicable, each, a “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement with respect to such Assembly Molecule, Assembly Product, Optioned Molecule, Optioned Product, Non-Optioned Gilead Molecule or Non-Optioned Gilead Product, including performing all activities allocated to it with respect thereto pursuant to any Research Plan or Development Plan then in effect, in each case, in accordance with the terms and conditions of this Agreement. Each Party shall also continue to bear its share of all R&D Costs Option, License and Collaboration Agreement and Allowable Expenses incurred during the Termination Notice Period with respect to any such Optioned Program, Optioned Molecule or Optioned Product (as applicable).
Conduct During Termination Notice Period. Subject to Section 13.9, which shall apply upon the termination of the Co-Commercialization Term, and except as otherwise set forth herein, following a Party’s receipt of written notice of a termination of this Agreement from the other Party pursuant to this Article 13, whether a termination of this Agreement is in its entirety (for clarity, covering the Territory), or for the Roche Territory with respect to a given Region or Regions therein pursuant to Section 13.2(b) or Section 13.4, during any period from the receipt of the applicable termination notice through the effective date of such termination (the applicable “Termination Notice Period”) for the Terminated Territory, each Party shall continue to have the rights provided or granted to it, and continue to perform all of such Party’s obligations, under this Agreement in accordance with the terms and conditions of this Agreement, including performing those activities allocated to the applicable Party under the Development Plan, Manufacturing Plan or Co-Commercialization Plan (as applicable) until the expiration of the Termination Notice Period. Without limiting the foregoing, with respect to any Termination Notice Period, for the Terminated Territory (1) each Party shall continue to have the right to any revenue or payment that accrue during the Termination Notice Period and be obligated to pay any costs, expenses or payments which are incurred during the Termination Notice Period for which it is responsible hereunder, including Development Costs, the applicable Party’s share of Net Profits and Net Losses, Trademark Costs and Patent Costs, in each case in accordance with the terms set forth in this Agreement and the Financial Appendix and other costs, expenses or revenue hereunder, as applicable, incurred, arising or payable during the Termination Notice Period, and (2) Roche shall continue to be responsible for any Sales Milestone Payments and Royalty Payments based on the achievement of any Sales Milestones or Net Sales of Products during the Termination Notice Period.
Conduct During Termination Notice Period. (i) Following any notice of termination permitted under this Article 14 other than any termination pursuant to Section 14.3, during any applicable termination notice period (the applicable “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement, including performing all activities allocated to it pursuant to the Joint Development Plan, Joint Manufacturing Plan, Joint Medical Affairs Plan and Joint Commercialization Plan, respectively, then in effect in accordance with the terms and conditions of this Agreement. In such circumstances each Party shall also continue to bear its share of all Joint Development Costs, Joint Medical Affairs Costs and Joint Commercialization [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Costs incurred during the Termination Notice Period, except that in the case of termination pursuant to Section 14.2(d), each Party shall bear its share of all such costs incurred during the [*] day period following the notice of termination.
Conduct During Termination Notice Period. (i) Following any notice of termination permitted under this Article 14 other than any termination pursuant to Section 14.3, during any applicable termination notice period (the applicable “Termination Notice Period”), each Party shall continue to perform all of its obligations under this Agreement, including performing all activities allocated to it pursuant to the Joint Development Plan, Joint Manufacturing Plan, Joint Medical Affairs Plan and Joint Commercialization Plan, respectively, then in effect in accordance with the terms and conditions of this Agreement. In such circumstances each Party shall also continue to bear its share of all Joint Development Costs, Joint Medical Affairs Costs and Joint Commercialization Costs incurred during the Termination Notice Period, except that in the case of termination pursuant to Section 14.2(d), each Party shall bear its share of all such costs incurred during the [*] day period following the notice of termination.
