Development in the Field in the Territory Sample Clauses

Development in the Field in the Territory. (a) The Development of Licensed Products in the Field in the Territory shall be governed by the Development Plan, and no Licensee Entity may Develop any Licensed Product in the Field in the Territory other than in accordance with the Development Plan, or as otherwise approved by Tetraphase in advance in writing. The initial framework for the Development Plan is attached to this Agreement as Exhibit B. The Parties shall, through the JDC, adopt the initial Development Plan within [**] days after the Effective Date, and once the JDC adopts such initial Development Plan it will be attached (or deemed attached) to this Agreement as Exhibit C. The JDC shall periodically review the Development Plan and determine whether to update the Development Plan. A Party may also develop and submit to the JDC from time to time proposed substantive amendments to the Development Plan. The JDC shall review such proposed amendments and may approve such proposed amendments or any other proposed amendments that the JDC may consider from time to time in its discretion and, upon any such approval by the JDC, the Development Plan shall be amended accordingly.
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Development in the Field in the Territory. The Development of Licensed Products in the Field in the Territory shall be governed by the Clinical Development Plan, and no Hutchmed Entity may Develop any Licensed Product in the Field in the Territory other than in accordance with the Clinical Development Plan or as otherwise approved by the JDC in advance. Hutchmed shall use Commercially Reasonable Efforts to execute and to perform, or cause to be performed, the activities assigned to it in the Clinical Development Plan, in each case in accordance with the terms of this Agreement including Section 4.4. Hutchmed shall use Commercially Reasonable Efforts to Develop Licensed Products in the Territory for each Initial Indication and any Additional Indication (other than a Rejected Additional Indication). Hutchmed will use Commercially Reasonable Efforts to identify Hutchmed Compounds (including those listed on Schedule 1.91) to combine with Licensed Products as potential Joint Combination Therapies in the Territory, and propose such Hutchmed Compounds to the JDC in accordance with Section 4.3(b).
Development in the Field in the Territory. Unless otherwise agreed in writing between the Parties, AzurRx shall conduct the Development of the Product in the Field for the Territory at AzurRx’s sole cost and solely pursuant to a development plan and budget approved by the JSC, subject to Section 2.5 (the “Development Plan”). The Development Plan shall: (a) set forth in reasonable detail the Clinical Trials and Development activities to be conducted by AzurRx relating to the Compound or any Product, including the specific Clinical Trials and Development activities required for obtaining and maintaining Regulatory Approval in the Field in the Territory and anticipated timelines with respect thereto, and (b) set forth the regulatory strategy for obtaining and maintaining Regulatory Approvals for the Product(s) in each country in the Territory. The initial Development Plan shall be provided to the JSC within ninety (90) days of the Effective Date. The Development Plan shall be the Confidential Information of AzurRx, provided that the non-use restrictions set forth in Section 10.1 shall not apply to such information. Notwithstanding the foregoing, the Development Plan may not be shared with any sublicensees of FWB without the consent of AzurRx not to be unreasonably withheld or delayed. FWB, directly or through its representatives on the JSC, may provide comments on the Development Plan from time to time as appropriate, including proposals to add Clinical Trials and other Development activities in support of obtaining Regulatory Approval in the Field for the applicable jurisdiction which proposals are subject to AzurRx’s decision-making authority set forth in Section 2.5. AzurRx shall use Commercially Reasonable Efforts to Develop the Product(s) in the US and the European Union or in three of the five Major Countries, and to achieve the milestones set forth herein with respect to: (i) at least one Product in the COVID Field and (ii) at least one Product in the ICI-AC Field. Operational or tactical level decisions necessary to execute Development activities pursuant to the Development Plan shall be within the decision-making authority of AzurRx; provided that all such decisions shall be consistent with the terms of this Agreement, Applicable Law, the Development Plan and the decisions of the JSC, subject to Section 2.5. Within thirty (30) days of the Effective Date, FWB shall deliver and provide to AzurRx such manufacturing process information Controlled by FWB with respect to the Product, to the extent ...
Development in the Field in the Territory. (a) Within [**] after the Effective Date, Licensee shall present the Development Plan, which shall be prepared based on and in accordance with the Initial Development Outline, to the JDC for approval. The Development of Licensed Products in the Field in the Territory shall be governed by the Development Plan, and no Licensee Entity may Develop any Licensed Product in the Field in the Territory other than in accordance with the Development Plan, or as otherwise approved by Agios in advance in writing. Each Development Plan shall provide for each Local Study, Joint Global Study, investigator sponsored trial and registry study to be conducted in the Territory and shall at least contain the Development activities set forth in the Initial Development Outline, unless otherwise approved by Agios in advance in writing. Each Development Plan shall reflect Licensee’s participation in the Joint Global Studies. The JDC shall periodically review the Development Plan and update the Development Plan. Each Party may submit to the JDC from time to time proposed amendments to the Development Plan. The JDC shall review and may approve such proposed amendments or any other proposed amendments that the JDC may consider from time to time in its discretion and, upon any such approval by the JDC, the Development Plan shall be amended accordingly. The Development Plan shall, at all times, only permit the Licensee Entities to Develop Licensed Products in the Initial Indications and any additional indication as approved by both Licensee and Agios in advance in writing (each such additional indication, an “Additional Indication”).

Related to Development in the Field in the Territory

  • Territory 43.1 This Agreement applies to the territory in which Verizon operates as an Incumbent Local Exchange Carrier in the Commonwealth of Pennsylvania. Verizon shall be obligated to provide Services under this Agreement only within this territory.

  • Commercialization License Subject to the terms of this Agreement, including without limitation Section 2.2 and Theravance's Co-Promotion rights in Section 5.3.2, Theravance hereby grants to GSK, and GSK accepts, an exclusive license under the Theravance Patents and Theravance Know-How to make, have made, use, sell, offer for sale and import Alliance Products in the Territory.

  • Commercialization Intrexon shall have the right to develop and Commercialize the Reverted Products itself or with one or more Third Parties, and shall have the right, without obligation to Fibrocell, to take any such actions in connection with such activities as Intrexon (or its designee), at its discretion, deems appropriate.

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

  • Development and Commercialization Subject to Sections 4.6 and 4.7, Fibrocell shall be solely responsible for the development and Commercialization of Fibrocell Products and Improved Products. Fibrocell shall be responsible for all costs incurred in connection with the Fibroblast Program except that Intrexon shall be responsible for the following: (a) costs of establishing manufacturing capabilities and facilities in connection with Intrexon’s manufacturing obligation under Section 4.6 (provided, however, that Intrexon may include an allocable portion of such costs, through depreciation and amortization, when calculating the Fully Loaded Cost of manufacturing a Fibrocell Product, to the extent such allocation, depreciation, and amortization is permitted by US GAAP, it being recognized that the majority of non-facilities scale-up costs cannot be capitalized and amortized under US GAAP); (b) costs of basic research with respect to the Intrexon Channel Technology and Intrexon Materials (i.e., platform improvements) but, for clarity, excluding research described in Section 4.7 or research requested by the JSC for the development of a Fibrocell Product or an Improved Product (which research costs shall be reimbursed by Fibrocell); (c) [*****]; and (d) costs of filing, prosecution and maintenance of Intrexon Patents. The costs encompassed within subsection (a) above shall include the scale-up of Intrexon Materials and related active pharmaceutical ingredients for clinical trials and Commercialization of Fibrocell Products undertaken pursuant to Section 4.6, which shall be at Intrexon’s cost whether it elects to conduct such efforts internally or through Third Party contractors retained by either Intrexon or Fibrocell (with Intrexon’s consent).

  • Licensed Product “Licensed Product” shall mean any article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights. For clarity, a “Licensed Product” shall not include other product or material that (a) is used in combination with Licensed Product, and (b) does not constitute an article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights.

  • Marketing Activities The Borrower will not, and will not permit any of its Subsidiaries to, engage in marketing activities for any Hydrocarbons or enter into any contracts related thereto other than (i) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from their proved Oil and Gas Properties during the period of such contract, (ii) contracts for the sale of Hydrocarbons scheduled or reasonably estimated to be produced from proved Oil and Gas Properties of third parties during the period of such contract associated with the Oil and Gas Properties of the Borrower and its Subsidiaries that the Borrower or one of its Subsidiaries has the right to market pursuant to joint operating agreements, unitization agreements or other similar contracts that are usual and customary in the oil and gas business and (iii) other contracts for the purchase and/or sale of Hydrocarbons of third parties (A) which have generally offsetting provisions (i.e. corresponding pricing mechanics, delivery dates and points and volumes) such that no “position” is taken and (B) for which appropriate credit support has been taken to alleviate the material credit risks of the counterparty thereto.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Competing Activities Notwithstanding any duty otherwise existing at law or in equity, (i) neither a Member nor a Manager of the Company, or any of their respective affiliates, partners, members, shareholders, directors, managers, officers or employees, shall be expressly or impliedly restricted or prohibited solely by virtue of this Agreement or the relationships created hereby from engaging in other activities or business ventures of any kind or character whatsoever and (ii) except as otherwise agreed in writing or by written Company policy, each Member and Manager of the Company, and their respective affiliates, partners, members, shareholders, directors, managers, officers and employees, shall have the right to conduct, or to possess a direct or indirect ownership interest in, activities and business ventures of every type and description, including activities and business ventures in direct competition with the Company.

  • Field The term “

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