Extension of Territory Sample Clauses

Extension of Territory. 6.1 LICENSOR hereby grants LICENSEE the right and option (the "Option") to extend the Territory as defined in the first sentence of Section 1.11 above to include also the country of Canada (the "Extended Territory").
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Extension of Territory. Carbylan agrees to provide prompt notice to Jingfeng at any time it receives an inquiry or offer, whether oral or written, from a third party for the grant of rights with respect to the commercialization, manufacture, sale and/or import of the Compound and/or a Licensed Product in [*]. In connection therewith, Carbylan further agrees to negotiate in good faith with Jingfeng, on a non-exclusive basis, the terms of a license grant for such extension of the Territory. For the avoidance of doubt, (a) [*] shall be deemed to exclude [*] and [*] and (b) this Section 2.6 shall not apply to any transaction in which Carbylan would grant to a Third Party the right to manufacture, develop or commercialize Licensed Products throughout [*], other than in the Territory.
Extension of Territory. To give to the Franchisee not less than [30 days’]written prior notice of the Franchisor’s intention to appoint any person (other than the Franchisee) and of the terms of such appointment to conduct the Business in any place adjoining or within …….miles from the perimeter of the Territory or (insert other relevant details) and such notice may be treated by the Franchisee as an offer of an equivalent appointment and before its expiry the Franchisee may give written notice to the Franchisor that it will take up such appointment on such terms. Not to offer to any other person terms more favourable than those contained in the notice within days of the expiry of that notice Extension of Products To add to the Products the goods listed in Schedule Provided that the Franchisee: has achieved [the performance targets set out in Schedule or otherwise required under the terms of this Agreement or the minimum Performance] has properly observed and performed its obligations under this Agreement throughout the Term [so far] serves a notice on the Franchisor requiring that such addition be made not later than …..days before the Expiry Date executes a new agreement in respect of the addition on the Franchisor’s standard terms current at the date of the notice Credit Limit Credit review Subject to the performance by the Franchisee of all its obligations to allow the Franchisee credit up to and in accordance with the provisions of the Credit Limit To review the Credit Limit [monthly or quarterly or annually] [on the last day of each month or on the usual quarter days or on each anniversary of this Agreement] and subjects to the strict performance and observance by the Franchisee of all its obligations under this Agreement to increase the Credit Limit by the proportion by which the [turnover or sales] of the [Products or Services] of the Franchisee has increased since the last review Supply of Services To supply the Services stipulated in the Manual Exclusive Territory Not itself to operate nor to grant any other person the right to operate a business using any part of the Intellectual Property [and other insignia and identifying materials, methods of advertising and publicity forming part of the Method] in the Territory [nor itself to supply the Products to third parties [in the Territory] Or Non-exclusive territory Before granting to any person a licence to use the Method in the Territory, to offer the licence to the Franchisee and if the Franchisee refuses it not to offer...
Extension of Territory. 1.17.1. The Franchisor shall give to the Franchisee not less than seven (7) days’ written prior notice of the Franchisor’s intention to appoint any person other than the Franchisee and of the terms of such appointment to conduct the Franchised business in any place adjoining or within five (5) kilometres from the perimeter of the territory and such notice may be treated by the Franchisee as an offer of an equivalent appointment and before it s expiry the Franchisee may give written notice to the Franchisor that it will take up such appointment on such terms.
Extension of Territory. An extension to the licensed territories set forth in the Previous Agreements in respect of the Previous Agreements Products as set forth on Schedule 6 with respect to the territories specified on Schedule 6; and
Extension of Territory. Upon the written request of CTC, the parties agree to enter into an addendum to this Agreement extending the rights granted to CTC herein to allow their use by CTC's licensees (including EG) in the Extended Territory and extending the calculation of compensation described in Paragraph 2 to include Endorsed Product and Accessories for sale in countries in the Extended Territory in which the Programs are used or the Endorsed Products are sold.
Extension of Territory. In addition to the countries specified in Exhibit C, Licensor agrees to grant to Licensee a right of first refusal to extend the Territory to those countries specified in Exhibit D to this Agreement. Upon Licensor's determination that it is in a position to license the Licensed Trademarks in a country specified in Exhibit D, Licensor shall notify Licensee in writing of the country's availability for inclusion in the Territory. Such country(ries) shall be included in the Territory unless Licensee gives writtex xxtice within 45 days of its receipt of Licensor's notice in the Territory ("Rejection Notice"). Licensee's Rejection Notice shall eliminate Licensee's right of the first refusal as to such country(ries). Unless Licensee shall have sent a Rejection Notice, the Trademxxx Service Fee (Exhibit F) and the minimum Royalty necessary to qualify for the first and second renewal terms as provided in Article Eight shall be increased as specified in Exhibit G. CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERICKS DENOTE SUCH OMMISSIONS.
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Extension of Territory. Until the fifth (5th) anniversary of the Effective Date, Dara shall have the right to extend the scope of the Territory to include Canada by delivery to Onxeo of a written notice to this effect. If Dara elects to exercise this right, Dara shall file for a marketing authorizations) from a Regulatory Authority of the relevant jurisdiction within six (6) months after the effective date of such notice and shall thereafter use Commercially Reasonable Efforts to obtain the said marketing authorization from such Regulatory Authority. Should Dara elect to extend the scope of the Territory as set forth above, no additional payment shall be due to Onxeo solely by reason of such extension, without limitation on the payment terms set forth in Section 6. For the avoidance of doubt, for the purpose of calculating any Milestone payments to be made to Onxeo by Dara under this Agreement, Net Sales shall be calculated by taking into account Net Sales in Canada, if the Territory is so extended. Dara shall be solely responsible for any and all costs incurred in connection with obtaining such marketing authorization. In the event that the relevant Regulatory Authority requires clinical trials as part of the product approval in Canada, Dara shall not conduct any clinical trials without first obtaining Onxeo’s prior approval, such approval not to be unreasonably withheld, delayed or denied. Onxeo shall cooperate fully in respect of Dara’s efforts in filing for and obtaining marketing authorization(s) by furnishing Dara with copies of all available relevant documents and information, with any related out-of-pocket costs to be invoiced by Onxeo to Dara as pass-though (but not more frequently than once per Calendar Quarter) and paid by Dara to Onxeo within sixty (60) days after receipt of such invoice.

Related to Extension of Territory

  • Extension of Term Provided Exporter's goods and services are in demand and Exporter is processing sales generating Transaction Fees, as set forth in Section 6, within fifteen (15) years from the Effective Date, Exporter shall have an option to (a) continue with its membership under Section 2 at no additional fee, or (b) option of developing single point of sales, distribution, networking, and logistics facilities separate and distinct from AmericaTowne for a mutually agreeable reduced rate, which shall be agreed upon in writing prior to thirty (30) days from the termination of fifteen (15) years from the Effective Date. The Exporter has the option of choosing option (b) above at its discretion.

  • Extension of Term Loans The Borrower may at any time and from time to time request that all or a portion of the Term Loans of a given Class (each, an “Existing Term Loan Tranche”) be amended to extend the scheduled maturity date(s) with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so amended, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.16. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders under the applicable Existing Term Loan Tranche) (each, a “Term Loan Extension Request”) setting forth the proposed terms of the Extended Term Loans to be established, which shall (x) be identical as offered to each Lender under such Existing Term Loan Tranche (including as to the proposed interest rates and fees payable) and offered pro rata to each Lender under such Existing Term Loan Tranche and (y) (except as to interest rates, fees, amortization, final maturity date, “AHYDO” payments, optional prepayments, premium, required prepayment dates and participation in prepayments, which shall be determined by the Borrower and the Extending Term Lenders and set forth in the relevant Term Loan Extension Request), be substantially identical to, or (taken as a whole) no more favorable to the Extending Term Lenders than those applicable to the Existing Term Loan Tranche subject to such Term Loan Extension Request (except for covenants or other provisions applicable only to periods after the Maturity Date of the applicable Existing Term Loan Tranche that is in effect on the effective date of the Extension Amendment (immediately prior to the establishment of such Extended Term Loans)) (as reasonably determined by the Borrower), including: (i) all or any of the scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization payments of principal of the Term Loans of such Existing Term Loan Tranche, to the extent provided in the applicable Extension Amendment; provided, however, that at no time shall there be Classes of Term Loans hereunder (including Refinancing Term Loans and Extended Term Loans) which have more than three different Maturity Dates; (ii) the Effective Yield, pricing, optional redemptions and prepayment and “AHYDO” payments with respect to the Extended Term Loans (whether in the form of interest rate margin, upfront fees, OID or otherwise) may be different from the Effective Yield for the Term Loans of such Existing Term Loan Tranche, in each case, to the extent provided in the applicable Extension Amendment; (iii) the Extension Amendment may provide for other covenants and terms that apply solely to any period after the Maturity Date of the applicable Existing Term Loan Tranche that is in effect on the effective date of the Extension Amendment (immediately prior to the establishment of such Extended Term Loans); and (iv) Extended Term Loans may have call protection as may be agreed by the Borrower and the Lenders thereof; provided that no Extended Term Loans may be optionally prepaid prior to the date on which all Term Loans with an earlier final stated maturity (including Term Loans under the Existing Term Loan Tranche from which they were amended) are repaid in full, unless such optional prepayment is accompanied by a pro rata optional prepayment of such other Term Loans; provided, however, that (A) no Event of Default shall have occurred and be continuing at the time a Term Loan Extension Request is delivered to Lenders, (B) in no event shall the final maturity date of any Extended Term Loans of a given Term Loan Extension Series at the time of establishment thereof be earlier than the Maturity Date of the applicable Existing Term Loan Tranche that is in effect on the effective date of the Extension Amendment (immediately prior to the establishment of such Extended Term Loans), (C) the Weighted Average Life to Maturity of any Extended Term Loans of a given Term Loan Extension Series at the time of establishment thereof shall be no shorter than the remaining Weighted Average Life to Maturity of the applicable Existing Term Loan Tranche, (D) all documentation in respect of such Extension Amendment shall be consistent with the foregoing and (E) any Extended Term Loans may participate on a pro rata basis or less than a pro rata basis (but not greater than a pro rata basis) in any voluntary or mandatory repayments or prepayments hereunder, in each case as specified in the respective Term Loan Extension Request. Any Extended Term Loans amended pursuant to any Term Loan Extension Request shall be designated a series (each, a “Term Loan Extension Series”) of Extended Term Loans for all purposes of this Agreement; provided that any Extended Term Loans amended from an Existing Term Loan Tranche may, to the extent provided in the applicable Extension Amendment, be designated as an increase in any previously established Term Loan Extension Series with respect to such Existing Term Loan Tranche (in which case scheduled amortization with respect thereto shall be proportionally increased). Each Term Loan Extension Series of Extended Term Loans incurred under this Section 2.16 shall be in an aggregate principal amount that is not less than $5,000,000 (or, if less, the entire principal amount of the Indebtedness being extended pursuant to this Section 2.16(a)).

  • Patent Term Extensions The Parties shall use reasonable efforts to obtain all available supplementary protection certificates, patent term restorations, and other extensions (collectively, “Extensions”) of the Acceleron Patent Rights and Joint Patent Rights (including those available under the Xxxxx-Xxxxxx Act). Each Party shall execute such authorizations and other documents and take such other actions as may be reasonably requested by the other Party to obtain such Extensions. The Parties shall cooperate with each other in gaining Extensions wherever applicable to Acceleron Patent Rights or Joint Patent Rights. The holder of the applicable NDA may determine what Extensions of any such Patent Rights shall be made; provided that, if in any country such holder has an option to extend the patent term for only one of several patents, the first Party shall consult with the other Party before making the election. If more than one patent is eligible for such an Extension, the Parties shall select in good faith a strategy that shall maximize patent protection and commercial value for each Licensed Product. All filings for such Extensions, as determined by the holder of the applicable NDA, shall be made by the Party to whom responsibility for Prosecution of the Acceleron Patent Rights or Joint Patent Rights are assigned, and the owner of record of the applicable Patent Right shall assist with such filings; provided that, in the event that the Party to whom such responsibility is assigned elects not to file for an Extension, such Party shall (a) inform the other Party of its intention not to file, (b) grant the other Party the right to file for such Extension in the Patent Rights’ owner’s name, and (c) provide all necessary assistance in connection therewith. The THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Parties acknowledge and agree that (i) pursuant to the Shire Agreement, Shire and Acceleron will consult in selecting Patent Rights to extend the patent term with respect to “Licensed Products” under the Shire Agreement, and Shire shall make the decision in all countries of the world other than those of North America with respect to such “Licensed Products” under the Shire Agreement, and the filings for Extensions with respect thereto will be made by the party who is responsible for Prosecuting Patent Rights under the Shire Agreement, and, as such, Celgene’s rights under this Section 8.9 are subject to Shire’s prior rights; and (ii) Acceleron shall keep Celgene informed of all elections with respect to Extensions made pursuant to the Shire Agreement that affect Acceleron Patent Rights, and, to the extent that Shire is making any such elections, Acceleron shall use commercially reasonable efforts to cause Shire to take the actions specified by this Section 8.9 in a manner consistent with the Shire Agreement; provided that Acceleron will not be in breach of its obligations under this Section 8.9 if, after using such commercially reasonable efforts, it is unable to comply with such obligations because of actions taken or not taken by Shire.

  • Patent Term Extension The Parties will cooperate in selecting a patent within the Patent Rights to seek a term extension for or supplementary protection certificate under in accordance with the applicable laws of any country. Each Party agrees to execute any documents and to take any additional actions as the other Party may reasonably request in connection therewith.

  • Patent Term Extension and Supplementary Protection Certificate Upon receiving Marketing Approval for a POZEN Product, the Parties agree to coordinate the application for any patent term extension or supplementary protection certificates that may be available. The primary responsibility of applying for any extension or supplementary protection certificate will be the Party having the right to make the application under the Applicable Law. The Party responsible for filing the application will keep the other Party fully informed of its efforts to obtain such extension or supplementary protection certificate. Each Party will provide prompt and reasonable assistance, without additional compensation, to obtain such patent extension or supplementary protection certificate. The Party filing such request will pay all expenses in regard to obtaining the extension or supplementary protection certificate.

  • Expiration of Term During the Initial Term or Renewal Term, whichever currently is in effect, should either party exercise its right to terminate, all out-of-pocket expenses or costs associated with the movement of records and material will be borne by the Fund. Additionally, the Transfer Agent reserves the right to charge for any other reasonable expenses associated with such termination.

  • Patent Extensions (a) The Parties shall cooperate in obtaining patent term restoration (under but not limited to Drug Price Competition and Patent Term Restoration Act), supplemental protection certificates or their equivalents, and patent term extensions with respect to the Intrexon Patents and/or ARES TRADING Patents in any country and/or region where applicable.

  • Term Extension It is understood and agreed that the State may extend the Term an additional period of time, not to exceed one hundred-eighty (180) days beyond the expiration date of this Grant Contract, under the same terms and conditions. In no event, however, shall the maximum Term, including all extensions or renewals, exceed a total of sixty (60) months.

  • Extension of Initial Term Upon each annual anniversary date of this Agreement, this Agreement shall be extended automatically for successive terms of one year each, unless either the Corporation or the Employee gives contrary written notice to the other not later than the annual anniversary date.

  • Commercialization Activities Within North America, the Parties will use Commercially Reasonable Efforts to Commercialize Licensed Products in the Field. In addition, within North America and subject to Section 2.7.6, the Parties will use Commercially Reasonable Efforts to conduct the Commercialization activities assigned to them pursuant to the Commercialization Plan/Budget, including the performance of detailing in accordance therewith. In conducting the Commercialization activities, the Parties will comply with all Applicable Laws, applicable industry professional standards and compliance policies of Celgene which have been previously furnished to Acceleron, as the same may be updated from time to time and provided to Acceleron. Neither Party shall make any claims or statements with respect to the Licensed Products that are not strictly consistent with the product labeling and the sales and marketing materials approved for use pursuant to the Commercialization Plan/Budget.

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