Common use of Initial Development Activities Clause in Contracts

Initial Development Activities. Galapagos shall perform the Initial Development Activities, and shall do so in accordance with the Initial Development Plan and Budget (including the budget set forth therein) by allocating sufficient time, effort, equipment, and skilled personnel to complete such Initial Development Activities successfully and promptly. If Galapagos is in material breach of its obligation to perform any Initial Development Activities and fails to remedy such breach within […***…] ([…***…]) days after written notice thereof from ▇▇▇▇▇▇, ▇▇▇▇▇▇ shall have the right, at ▇▇▇▇▇▇’▇ sole election, and without limitation to any other right or remedy available to ▇▇▇▇▇▇, to assume and complete some or all of such Initial Development Activities. If ▇▇▇▇▇▇ so elects to assume and complete any of the Initial Development Activities, to the extent requested by ▇▇▇▇▇▇ in writing, Galapagos shall assign to ▇▇▇▇▇▇ any or all Third Party agreements relating to such Initial Development Activities (including agreements with contract research organizations, clinical sites and investigators). In such event, with respect to all such Initial Development Activities that involve Clinical Studies, at ▇▇▇▇▇▇’▇ option, Galapagos shall either (i) end such Clinical Studies with respect to enrolled subjects in an orderly and prompt manner in accordance with Applicable Law, including any required follow up treatment with previously enrolled subjects, or (ii) transfer control to ▇▇▇▇▇▇ or its designee of such Clinical Studies and cooperate with ▇▇▇▇▇▇ to ensure a smooth and orderly transition thereof that will not involve any disruption of such studies. Galapagos shall bear the responsibility for the direct out-of-pocket costs and expenses of the Initial Development Activities (including supply costs), regardless of which Party undertakes such Initial Development Activities.