During the Option Period. During the Option Period, [***]; and
During the Option Period. During the Option Period, grant any license or other right to a Third Party that would diminish Novartis’ rights under Section 3.1 or Section 5.1.1 or Section 5.1.2 (as applicable) or otherwise under this Agreement. Furthermore, for [***] ([***]) months following the Effective Date, unless required to perform its obligations under this Agreement, neither Akcea nor any of its Affiliates shall (independently or with or through any Third Party) solicit, initiate, seek, encourage or support any inquiry, proposal or offer from, furnish any information to, or participate in any discussions or negotiations with any Third Party with respect to any licensing, acquisition or any collaboration or joint venture relating to the research, development or commercialization of any Product.
During the Option Period. Except to the extent required to comply with applicable law, regulation, rule or legal process or as otherwise permitted in accordance with this Section 12.4, during the Option Period, neither Novartis nor its Affiliates will make any public announcements, press releases or other public disclosures concerning a Product, this Agreement or the terms or the subject matter hereof without the prior written consent of Akcea, which consent will not be unreasonably withheld, conditioned or delayed. If, during the Option Period, Akcea intends to make any public announcements, press releases or other public disclosures regarding this Agreement or the terms or the subject matter hereof, or that will materially impact a Product, (i) unless Akcea’s or its Affiliate’s existing confidentiality obligations to a Third Party prohibit it from doing so, Akcea will submit such proposed public disclosure to Novartis for review at least [***] ([***]) Business Days in advance of such proposed public disclosure, (ii) Novartis will have the right to review and recommend changes to such communication, and (iii) Akcea will in good faith consider any changes that are timely recommended by Novartis.
During the Option Period. (a) PSC shall (i) afford Foreland and its respective officers, directors, partners, managers, members, employees, accountants, consultants, legal counsel, agents, and other representatives (collectively, the "Foreland Representatives") reasonable access at reasonable times, upon reasonable prior notice, to the Business and Business Assets and the officers, directors, employees, agents, offices and facilities of PSC and to the books and records relating to such Business and Business Assets; and (ii) furnish promptly to Foreland and the Foreland Representatives such information concerning the business, properties, contracts, records, and personnel of the Business and Business Assets and PSC insofar as related to the Business and Business Assets (including financial, operating and other data and information) as may be reasonably requested, from time to time, by any Foreland or such Foreland Representatives.
During the Option Period. 3.5.1 LeukoSite is licensed to use the Notified Discovery for evaluation purposes. No license is granted for any other purpose, and LeukoSite will keep the Notified Discovery confidential by using the same care and discretion to avoid its disclosure to any third party as LeukoSite uses with respect to strictly-confidential information of its own which it does not wish to be disclosed to others; and
During the Option Period. University shall keep Company informed of the status of any and all new patents and/or patent applications that are part of UW Patent Rights Company may provide comments to University on courses of action with respect to the filing of new patent applications relating to UW Technology, prosecution of patent applications, and/or management of patents in UW Patent Rights, provided University shall have exclusive authority to prosecute and maintain UW Patent Rights
During the Option Period. During the Option Period, Scholar Rock shall be solely responsible for and have sole control over the preparation, filing, prosecution and maintenance of the Scholar Rock Core Patents using counsel of its choice. During the Option Period, the Parties shall have joint responsibility and control over the preparation, filing, prosecution and maintenance of the Collaboration Patents using counsel mutually agreeable to the Parties, provided that Scholar Rock shall be the Party communicating with the United States Patent & Trademark Office and foreign patent offices. The Scholar Rock Core Patents which are Controlled by Scholar Rock pursuant to an In-License Agreement shall be prosecuted and maintained in accordance with the terms and conditions of the applicable In-License Agreement. All Third Party costs and expenses incurred in connection with the preparation, filing, prosecution and maintenance (a) of the Collaboration Patents shall be shared equally by Scholar Rock and JBI, and (b) of the Scholar Rock Core Patents shall be borne solely by Scholar Rock. [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED Scholar Rock shall submit, or shall cause to be submitted, to JBI an invoice no more than once per calendar quarter for such Third Party costs and expenses relating to the Collaboration Patents to be reimbursed by JBI, and JBI shall pay such invoice within [***] days after receiving it. Both Parties shall be informed of all matters relating to the preparation, filing, prosecution and maintenance of the Collaboration Patents and each Party shall reasonably consider and accept those reasonable comments of the other Party relating to patent prosecution and maintenance decisions. In the event of a bona fide dispute regarding preparation, filing, prosecution and/or maintenance of the Collaboration Patents, such dispute shall be submitted to the procedure in Section 15.1.2 and, if the dispute is not resolved by such procedure, Scholar Rock may control the decision in dispute, provided that such decision shall not cause material harm to JBI in the exercise of its rights under this Agreement.
During the Option Period. Subject to the terms and conditions of this Agreement, Genus hereby grants to Poseida, during the Option Period, a non-exclusive, non-transferable (except in accordance with Section 12.10) license under the Licensed Technology to research, develop, make, use, import and have made Licensed Products in the Field in the Territory, solely for purposes of development of Licensed Products and preparation for clinical trials, but in
During the Option Period. (i) Hinton shall have access to the Property and to thx xxxxrds of Yukon Gold, at its sole risk and expense, to review work being carried out on the Property or to review results obtained from work carried out on the Property, as the case may be, provided however, that reasonable notice is given and that such access shall not unduly interfere with or disrupt the activities of Yukon Gold; (ii) Ewing, Smith and Wagner shall be entitled to carry out anx xxxk rexxxxxx on the Property if the price for their proposed work is competitive to that typical in the industry for work done on properties substantially the same as the Property; (iii) Equipment work provided by Ewing is to be based on Third Party Equipment Rexxxx Rates for the Yukon Territory Government, with allowance for off-road work (i.e. mountain) and this entitlement shall continue after the formation of the joint venture; (iv) Yukon Gold shall provide Hinton with monthly reports indicating the status of work being conducted on the Property, along with an estimate of the costs incurred during such month, provided, however, that such reports shall not be required during those periods in which there is no work being conducted in respect of the Property; and (v) Yukon Gold shall provide Hinton with annual reports disclosing any significxxx xechnical data learned or obtained in connection with work in respect of the Property, as well as a breakdown of the costs incurred in carrying out such work, provided, however, that annual reports shall be provided in respect of a calendar year on or before the first day of April following the end of such calendar year.
During the Option Period. All New Leases acquired by Brxxxxx xuring the Option Period will be (i) acquired in the name of Brxxxxx , and (ii) subject to this Agreement and the Farmout Agreement in the same manner as the Leases (as defined herein and in the Farmout Agreement, respectively), including but not limited to the depth restrictions and the 81.25% net revenue interest. If Quest wishes to acquire New Leases within the AMI during the Option Period, Quest and Brxxxxx xill work together to determine acquisition terms (i.e., bonus, royalty, rentals, and lease form). Quest will have the right to drill on the New Leases acquired by Brxxxxx xuring the Option Period in order to exploit the Deep Rights to the New Leases without additional payment to Brxxxxx xuring the Option Period. If Quest exercises its Purchase Option then at the Second Closing, the Purchase Price provided for in Section 3.1 will be increased by an amount equal to two-thirds of the total purchase costs paid by Brxxxxx xo third parties to acquire the New Leases (including costs of lease brokers and any legal fees paid in connection with determination of title to the minerals).
