Exercise And Expiration Of the PoC Option Sample Clauses

Exercise And Expiration Of the PoC Option. (a) Subject to Section 4.2.1(b), commencing upon the date that the JRC confirms that a Candidate Selection Compound satisfies the applicable PoC Compound Criteria (or, if the Candidate Selection Compound did not satisfy the PoC Compound Criteria but Medicis deems such compound a PoC Compound under Section 2.6.6(c), the date that the JRC confirms such failure to satisfy the PoC Compound Criteria) and continuing for [ * ] thereafter (the “PoC Option Deadline Period”), Medicis may in its sole discretion exercise its exclusive option (the “PoC Option”) to Develop and commercialize such PoC Compound, any additional Collaboration Compound that has been subject to an election by Medicis pursuant to Section 2.6.6(d), and, so long as no more than [ * ] Collaboration Compounds are elected in total, up to [ * ] additional Collaboration Compounds of Medicis’s choosing (the “Provisional Back-Up Compounds”), by delivering to Anacor a written notice of Medicis’s exercise of the PoC Option, specifying the PoC Compound, Provisional Back-Up Compounds, Back-Up Compounds and Lead Back-Up Compound (if any) for which such PoC Option is being exercised. Upon Medicis’s exercise of its PoC Option, (i) each such PoC Compound, Provisional Back-Up Compound, Back-Up Compound and Lead Back-Up Compound (but no more than [ * ] such compounds in total at any particular time) shall be deemed a Medicis Development Compound and (ii) Anacor shall deliver to Medicis the items required by Section 4.4, Section 2.9.3 and Exhibit 6 with respect to such Medicis Development Compounds. Any PoC Option exercised by Medicis shall be irrevocable. Following Medicis’s election hereunder, Medicis may, during the Back-Up Compound Election Term, upon notice to Anacor, substitute one or more Collaboration Compounds in lieu of the initially elected Provisional Back-Up Compounds. Should Medicis make an election pursuant to Section 2.6.6(d) whereby an additional Collaboration Compound becomes a Back-Up Compound or Lead Back-Up Compound subsequent to the date upon which Medicis exercises its PoC Option or should Medicis substitute a new Collaboration Compound as a Provisional Back-Up Compound as provided herein, as of the date of Medicis’s election or substitution (as applicable), such Back-Up Compound, Lead Back-Up Compound or Provisional Back-Up Compound (as applicable) shall be deemed a Medicis Development Compound, any previous Provisional Back-Up Compound shall no longer be a Medicis Development Compound and ...
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Related to Exercise And Expiration Of the PoC Option

  • Manner of Exercising Option (a) In order to exercise this option with respect to all or any part of the Option Shares for which this option is at the time exercisable, Optionee (or any other person or persons exercising the option) must take the following actions:

  • Failure to Exercise Option To the extent that following termination of employment or service, the Option is not exercised within the applicable periods described above, all further rights to purchase shares pursuant to the Option shall cease and terminate.

  • Exercise of the Option The Optionee may exercise the Option, from time to time and at any time, beginning on the first anniversary of this Agreement. The grant of the Option shall not confer upon the Optionee any right to be employed by the Company nor limit in any way the right of the Company to terminate the employment of the Optionee at any time.

  • Term; Exercise Upon Expiration This warrant is exercisable in whole or in part, at any time and from time to time on or before the Expiration Date set forth above; provided, however, that if the Company completes its initial public offering within the three-year period immediately prior to the Expiration Date, the Expiration Date shall automatically be extended until the third anniversary of the effective date of the Company’s initial public offering. If this warrant has not been exercised prior to the Expiration Date, this warrant shall be deemed to have been automatically exercised on the Expiration Date by “cashless” conversion pursuant to Section 1.2.

  • Exercisability of Option Unless otherwise provided in this Agreement or the Plan, this Option shall entitle the Participant to purchase, in whole at any time or in part from time to time, to the extent the Option is vested in accordance with the vesting schedule herein, the Shares subject to this Option, and each such right of purchase shall be cumulative and shall continue, unless sooner exercised or terminated as herein provided, during the remaining Option Period.

  • Right to Exercise Option 3.1 The right to exercise the Option shall terminate forthwith upon the Employee ceasing to be an employee of a Group Company except in the following cases:

  • Grant and Exercise of Option Provided that (i) no default has occurred and is then continuing (ii) the creditworthiness of Tenant is then reasonably acceptable to Landlord and (iii) Tenant originally named herein or a Permitted Transferee remains in possession of and has been continuously operating in the entire Leased Premises throughout the term immediately preceding the Extension Term (as defined below), Tenant shall have the option to extend the Lease Term for two (2) additional periods of five (5) years each (the “Extension Term(s)”). Each Extension Term shall be upon the same terms and conditions contained in the Lease except (x) this provision giving two (2) extension options shall be amended to reflect the remaining options to extend, if any, and (y) any improvement allowances or other concessions applicable to the Leased Premises under the Lease shall not apply to the Extension Term, and (z) the Minimum Annual Rent shall be adjusted as set forth below (the “Rent Adjustment”). Tenant shall exercise each option by (i) delivering to Landlord, no later than six (6) months prior to the expiration of the preceding term, written notice of Tenant’s desire to extend the Lease Term. Tenant’s failure to timely exercise such option shall be deemed a waiver of such option and any succeeding option. Landlord shall notify Tenant of the amount of the Rent Adjustment no later than ninety (90) days prior to the commencement of the Extension Term. Tenant shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within five (5) business days after receipt thereof. If Tenant properly exercises its option to extend, Landlord and Tenant shall execute an amendment to the Lease (or, at Landlord’s option, a new lease on the form then in use for the Building) reflecting the terms and conditions of the Extension Term within thirty (30) days after Tenant’s acceptance (or deemed acceptance) of the Rent Adjustment.

  • Term and Exercise of Option (a) The term of this Option shall commence on the Grant Date set forth above and shall continue until the Expiration Date set forth above, unless earlier terminated as provided herein.

  • Expiration of Option The Option may not be exercised to any extent by anyone after the first to occur of the following events:

  • Partial or No Exercise of the Over-allotment Option In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.

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