Exclusive Option. Ambit hereby grants to Cephalon an exclusive option to obtain the licenses described in Section 6.2.2 to all Collaboration Compounds, which option shall be exercised by Cephalon’s designation of a Collaboration Clinical Candidate pursuant to Section 8.1. ***Confidential Treatment Requested
Exclusive Option. If GenVec has acquired any intellectual property rights necessary to commercialize Licensed Products in *, and GenVec retains the legal right to grant to Asahi an option to develop and commercialize Licensed Products in *, then until the second anniversary of the Effective Date, Asahi shall have an exclusive option to negotiate and enter into a written agreement with GenVec with regard to a collaborative license arrangement for the development and commercialization of Licensed Products in *. The terms and conditions of such agreement shall be negotiated in good faith by the parties commencing at such time as Asahi provides GenVec notice that Asahi wishes to exercise its option.
Exclusive Option. As of the Effective Date and in consideration for the respective Option Exercise Fee as set forth in Section 10.2, CureVac hereby grants to Genmab, and Genmab hereby accepts, three (3) exclusive options for the shorter of (i) a term of [*****] after the Effective Date; or (ii) on a Reserved Target-by-Reserved Target basis, the Reservation Period (“Option Period”), to obtain exclusive licenses to Reserved Targets, as set forth in Section 2.1.3 above. Genmab may exercise the option under this Section 3.4 on a Reserved Target-by-Reserved Target basis by way of written notice to CureVac during the Option Period (“Option Exercise”). As of the date of the Option Exercise, and provided the Option Exercise Fee has been timely paid in accordance with Section 10.2 below, the Reserved Target or Reserved Target Combination shall become an “Optioned Target” or “Optioned Target Combination”, as applicable. For clarity, in order to protect Genmab’s exclusive option, during the Option Period the exclusivity obligations set out in Section 2.4 shall apply.
Exclusive Option. Subject to the limitations set forth in this Agreement, Asterias hereby grants to BioTime, and BioTime hereby accepts, a fully-paid exclusive option, exercisable within ninety (90) days of notice from Asterias that the applicable Asterias Patent Rights have become available, to enter into an exclusive license in, to, and under the Asterias Patent Rights in that BioTime/ESI Excluded Field described in Section 1.6 (c) for all purposes during the Term. Asterias and BioTime shall negotiate in good faith and agree upon commercially reasonable terms for such license.
Exclusive Option. SpectRx hereby grants to Healthdyne the exclusive option to acquire an exclusive license for the United States and Canada, on substantially the same terms and conditions as are set out in this Purchasing and License Agreement, to any new technology and intellectual property (other than the SpectRx Technology and any Improvement thereto) for which SpectRx has right and authority to grant licenses that may be conceived, invented, reduced to practice, or otherwise come into existence subsequent to the date of this Agreement by SpectRx for such other devices as may be directly or indirectly competitive with the Licensed Products manufactured using the SpectRx Technology (hereinafter referred to as the "Area Device"), provided that Healthdyne agrees to reimburse SpectRx for [*] to develop and commercialize an Area Device. Payment of [*] shall be in lieu of any license fees, and the parties agree that "substantially the same terms and conditions" as used in the preceding sentence shall not include license fees or the like.
Exclusive Option. For a term starting on the Effective Date until the earlier of [***] ([***]) months after the Effective Date or [***] ([***]) months after the [***], Merus hereby grants to Ono an exclusive option to enter into an exclusive license agreement to develop and commercialize bispecific Antibodies that bind to the [***] and [***] target combination. For clarity the grant of the exclusive option set forth in this Section 5.4 shall not prevent Merus from performing any research on the [***] and [***] target combination alone. Promptly after Ono’s written exercise notice, the Parties shall engage in good-faith negotiations so as to, within [***] ([***]) months, conclude an exclusive license agreement, which shall xxxxx Xxx an exclusive license, with the right to sublicense, under the applicable Merus IP Controlled by Merus, to make, have made, use, have used, make, have made, market, have marketed, offer to sell, have offered to sell, sell, have sold, export and/or import pharmaceutical products containing a Bioclonics Antibodies that bind to the [***] and [***] target combination in final form suitable for human use. Such agreement will include financial terms and conditions as set forth herein mutatis mutandis, except that the upfront fee will be €[***].
Exclusive Option. During the Option Period, EYETECH shall have the exclusive right and option to select for further Development and Commercialization hereunder (the “License Option”) (i) Program Compounds based on its own analysis of information provided by ARCHEMIX hereunder, and/or (ii) Compound Candidates.
Exclusive Option. SpinCo hereby grants to the Company, and the Company hereby accepts, an exclusive option exercisable with respect to a total of three (3) Company Selected Compounds (each, an “Option”), the exercise of which with respect to any Company Selected Compound shall result in (a) the Company Selected Compound becoming an Acquired Compound for purposes of this Agreement and (b) SpinCo (i) assigning to the Company all Compound-Specific Know-How owned or Controlled by SpinCo as of the Effective Date or Controlled by SpinCo at any time during the Term, (ii) upon the request of the Company, CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[***]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. assigning to the Company the Compound-Specific Patent Rights owned or Controlled by SpinCo as of the Effective Date or Controlled by SpinCo at any time during the Term, and (iii) the Company having the license rights afforded to it under the Exploitation License, in each case with respect to the applicable Acquired Compound, as set forth below.
Exclusive Option. The OPTION is exclusive in that during the applicable OPTION PERIOD, CCF will neither enter into a transaction nor negotiate with a THIRD PARTY for access to the applicable CCF INVENTION or JOINT INVENTION, or the underlying INTELLECTUAL PROPERTY (subject only to a reservation of rights for CCF to practice the subject INTELLECTUAL PROPERTY as described below in Paragraph 6.4).
Exclusive Option. Broad grants to Company, on an Invention-by-Invention basis, an exclusive first option (the “Company License Option”) during the Option Period for such Invention to negotiate a license agreement (“Invention License Agreement”) to obtain a non-exclusive or exclusive license, as requested by Company and permitted in accordance with Broad’s institutional policies in effect at such time, under the intellectual property rights in each Invention that are Controlled by Broad (the “Optioned IP”), to research, develop, make, have made, use, sell, have sold, offer for sale, import and export products covered by such Inventions. “Controlled” shall mean, as to any intellectual property right, the possession (whether by ownership or license, other than by a license granted pursuant to this Agreement, or by right under an inter-institutional agreement or other arrangement) by Broad of the ability to grant to Company access, ownership, a license or a sublicense as required herein to such intellectual property right, without (a) violating the terms of any agreement or other arrangement with any Third Party in existence as of the time Broad would be required hereunder to grant Company such access, ownership, license or sublicense, and (b) violating any law or regulation. If at the time of providing a Disclosure Notice, Broad does not have the right to license the interests of an academic institution that is not a Participating Institution (as defined below) in the applicable Optioned IP by virtue of a pre-existing agreement between Broad and such academic institution, then Broad shall make good faith efforts to secure an inter-institutional agreement with such academic institution within [**] days after the date of filing of the first patent application (provisional or utility) covering the applicable Invention pursuant to which Broad would acquire the exclusive right to license such interests in the Optioned IP (or the right to license such interests in the Optioned IP non-
