Grant to VGX Sample Clauses

Grant to VGX. (a) Dow hereby grants to VGX and its Affiliates a non-exclusive, non-sublicensable, royalty-bearing license under the Patent Rights and Know-How Technology to use said Pfenex Expression Technology™ to make, have-made, use and sell Product for clinical and commercial use. In the exercise of its have-made rights under this section, VGX shall obtain Dow's prior consent to VGX's selection of a Contract Manufacturer, such consent not to be unreasonably withheld, delayed, or conditioned. For the avoidance of doubt, it is understood that the purpose of requiring Dow's consent is to provide reasonable assurance to Dow that the proposed Contract Manufacturer or VGX Partner is subject to enforceable agreements imposing the same confidentiality and limited use obligations with respect to Dow's Confidential Information and the Pfenex Expression Technology™ as are undertaken by VGX under this Agreement, that the proposed Contract Manufacturer or VGX Partner is located in a country or countries subject to the rule of law and having functioning judicial systems for the enforcement, if necessary, of such obligations, and such parties agree in writing to be bound by terms and conditions at least as restrictive as those contained in this Agreement. VGX, VGX Partner, and/or Contract Manufacturer shall not use any Biological Materials or Know-How Technology for research or production that is not specifically related to Product. VGX shall not have any right to sublicense or transfer its rights under this Agreement. Except for production of Product using the Pfenex Expression Technology™, VGX shall not use any Biological Materials or Know-How Technology for research or production.
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Related to Grant to VGX

  • Vesting of Stock Options All unvested stock options held by Executive, if any, shall vest immediately upon a Change of Control Termination as defined in Section 6.1.2. Executive may exercise such options in accordance with the terms and conditions of the stock option plan and the agreement pursuant to which such options were granted.

  • Grant of Stock Option The Company grants to Employee the right and option (hereinafter referred to as the "Option") to purchase all or any part of up to ________ shares of the Company's Common Stock (the "Option Shares") on the terms and conditions set forth below and in the Plan.

  • Date of Grant The date that the Option is granted (the “Date of Grant”) is set forth above.

  • Exercise of Nonstatutory Stock Option There may be a regular ------------------------------------- federal income tax liability upon the exercise of a Nonstatutory Stock Option. The Optionee will be treated as having received compensation income (taxable at ordinary income tax rates) equal to the excess, if any, of the Fair Market Value of the Shares on the date of exercise over the Exercise Price. If Optionee is an Employee or a former Employee, the Company will be required to withhold from Optionee's compensation or collect from Optionee and pay to the applicable taxing authorities an amount in cash equal to a percentage of this compensation income at the time of exercise, and may refuse to honor the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise.

  • Stock Option Grant Subject to the provisions set forth herein and the terms and conditions of the Plan, and in consideration of the agreements of the Participant herein provided, the Company hereby grants to the Participant an Option to purchase from the Company the number of shares of Common Stock, at the exercise price per share, and on the schedule, set forth above.

  • Grant of Stock Options This non-qualified Stock Option is granted under and pursuant to the Plan and is subject to each and all of the provisions thereof.

  • Vesting of Option The Option shall be 100% vested upon the date of grant.

  • The Grant Subject to the conditions set forth below, the Company hereby grants you, effective as of the Grant Date, as a matter of separate inducement and not in lieu of any salary or other compensation for your services to the Company, an award of Restricted Stock (the “Award”) consisting of the number of Restricted Shares set forth above in accordance with the terms and conditions set forth herein and in the Plan.

  • Exercise of Nonqualified Stock Option If the Option does not ------------------------------------- qualify as an ISO, there may be a regular federal and California income tax liability upon the exercise of the Option. Participant will be treated as having received compensation income (taxable at ordinary income tax rates) equal to the excess, if any, of the Fair Market Value of the Shares on the date of exercise over the Exercise Price. If Participant is a current or former employee of the Company, the Company may be required to withhold from Participant's compensation or collect from Participant and pay to the applicable taxing authorities an amount equal to a percentage of this compensation income at the time of exercise.

  • Grant of SAR The Company hereby grants to the Grantee under the Plan, as a separate incentive in connection with his or her employment and not in lieu of any salary or other compensation for his or her services, a Stock Appreciation Right (“SAR”) pertaining to all or any part of an aggregate of Shares shown on the attached notice of grant, which SAR entitles the Grantee to exercise the SAR in exchange for Shares in the amount determined under Paragraph 9 below.

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