Inventory & Sell Off. Upon the termination of this Agreement for any reason, Company will cause physical inventories to be taken immediately of: (a) all completed Licensed Products on hand under the control of Company or its Affiliates or sublicensees; and (b) such Licensed Products as are in the process of manufacture and any component parts on the date of termination of this Agreement. Company will deliver promptly to Penn a copy of the written inventory, certified by an officer of the Company. Upon termination of this Agreement for any reason, Company will promptly remove, efface or destroy all references to Penn from any advertising, labels, web sites or other materials used in the promotion of the business of Company or its Affiliates or sublicensees, and Company and its Affiliates and sublicensees will not represent in any manner that it has rights in or to the Patent Rights or the Licensed Products. Upon the termination of this Agreement for any reason other than pursuant to Section 6.3, Company may sell off its inventory of Licensed Products existing on the date of termination for a period of [**] months and pay Penn royalties on Sales of such inventory within [**] days following the expiration of such [**] month period.
Inventory & Sell Off. Upon the termination of this Agreement for any reason, Company will cause physical inventories to be taken immediately of: all completed Licensed Products or Other Licensed Products as the case may be, including Licensed Products and Other Licensed Products that have been formulated into final finished form (“Pre-Termination Formulated Product”), and are under the control of Company or its Affiliates or sublicensees (except for sublicensees whose sublicense agreements remain in effect following such termination pursuant to Section 6.5 (“Surviving Sublicensees”)). Company will deliver promptly to Penn a copy of the written inventory, certified by an officer of the Company. Upon termination of this Agreement for any reason, Company will promptly remove, efface or destroy all references to Penn from any advertising, labels, web sites or other materials used in the promotion of the business of Company or its Affiliates or sublicensees (except Surviving Sublicensees), and Company and its Affiliates and sublicensees (except Surviving Sublicensees) will not represent in any manner that it has rights in or to the Penn Patent Rights or the Licensed Products or Other Licensed Products as the case may be, provided however, that inventory on hand maybe marked with appropriate patent numbers. Upon the termination of this Agreement as a result of expiration of the Term, Company and its Affiliates and sublicensees may continue to sell Licensed Products and Other Licensed Products; provided that royalties on Net Sales of Pre-Termination Formulated Product sold after such termination shall continue to be payable notwithstanding such termination. Upon any termination of this Agreement other than as a result of expiration of the Term and other than pursuant to Section 6.3(a) or (c), Company and its Affiliates and sublicensees (except Surviving Sublicensees) may sell off its inventory of Licensed Products and/or Other Licensed Products as the case may be, existing on the date of termination for a period of [**] months and pay Penn royalties on Sales of such inventory within [**] days following the expiration of such [**] month period.
Inventory & Sell Off. Subject to the remainder of this Section 6.6, upon the termination of this Agreement for any reason, Company will: (1) cause physical inventories to be taken [***] of: (a) all completed Licensed Products on hand under the control of Company and its Affiliates and Third Party sublicensees and (b) such Licensed Products as are in the process of manufacture and any component parts on the date of termination of this Agreement; (2) deliver promptly to Cellscript a copy of said written inventory, [***]; (3) promptly remove, efface or destroy or require or cause to be removed, effaced or destroyed all references to Penn and Cellscript from any advertising, labels, web sites or other materials used in the promotion of the business of Company or its Affiliates or Third Party sublicensees; and (4) [***]. Subject to this Section 6.6, Company and its Affiliates and Third Party sublicensees may sell off its inventory of Licensed Products existing on the date of termination for a period of [***] months and pay Cellscript royalties on Sales of such inventory within [***] days following the expiration of such [***] month period. Notwithstanding the foregoing: (i) Company’s obligations under this Section 6.6 will not apply to the Sublicense or to Company’s sublicense agreements if the Sublicense is assigned to mRNA RiboTherapeutics pursuant to Section 6.5.1; and (ii) the obligations of each of Company’s sublicensees pursuant to this Section 6.6 will not apply to Company’s or its Affiliates’ or Third Party sublicensees’ sublicense agreements that are assigned to Cellscript pursuant to Sections 6.5.1(f) or 6.5.2(e); and, (iii) Company’s and its Affiliates’ and Third Party sublicensees’ obligations under this Section 6.6 will not apply with respect to any Licensed Product that is for use in a Field of Use for which Company (and its Affiliates or Third Party sublicensees) has a different sublicense agreement [***].
Inventory & Sell Off. Upon the termination of this Agreement for any reason (and subject to Section 6.8), Company will cause physical inventories to be taken immediately of: (a) all completed Licensed Products on which royalties would be due Penn hereunder on hand under the control of Company or its Affiliates or sublicensees; and (b) such Licensed Products as are in the process of manufacture on the date of termination of this Agreement. Company will deliver promptly to Penn a copy of the written inventory, certified by an officer of Company, which will be treated as Confidential Information of Company and will be subject to Section 5.2. Upon termination of this Agreement for any reason (and subject to Section 6.8), Company will use commercially reasonable efforts to promptly remove, efface or destroy all references to Penn from any advertising, labels, web sites or other materials used in the promotion of the business of Company or its Affiliates or sublicensees, and Company and its Affiliates and sublicensees will not represent in any manner that it has rights in or to the Penn Patent Rights, provided that Company, Affiliates and sublicensees may make statements of fact (including of past or present consulting relationships) and may make disclosures or statements required by law or regulation. Upon the termination of this Agreement for any reason(and subject to Section 6.8), Company, Affiliates and sublicensees may sell off their inventory of Licensed Products existing on the date of termination for a period of PATENT LICENSE AGREEMENT six (6) months and may complete the manufacture of Licensed Products then in the process of manufacture and sell them, provided that Company pay Penn royalties on Sales of such inventory as provided in Article 3 within thirty (30) days following the expiration of such six (6) month period.
Inventory & Sell Off. Upon termination of this Agreement for any reason, Daewoong shall notify Ampio of the amount of Tramadol and Products Daewoong and its Affiliates and Sublicensees then have on hand, and, if they so wish, Daewoong and its Affiliates and Sublicensees shall thereupon be permitted to sell that amount of Tramadol and Products.
Inventory & Sell Off. Upon termination or expiration of this Agreement for any reason, (a) on a Cartridge-by-Cartridge basis, during the Cartridge Inventory Sell Off Period, Zomedica will have the right to continue to distribute, market, and promote sales of the Cartridges for the Assays on a non-exclusive basis in accordance with the terms of this Agreement and, (b) on an Instrument-by-Instrument basis, during the Instrument Inventory Sell Off Period, Zomedica will have the right to continue to distribute, market, and promote sales of the Instruments on a non-exclusive basis in accordance with the terms of this Agreement, provided that, in each case ((a) and (b)), Qorvo will no longer be obligated to provide the support services pursuant to Article 8 (Support) (provided, further, that, notwithstanding anything to the contrary, with respect to any Instruments sold by or on behalf of Zomedica to a customer prior to the effective date of such termination or expiration, Qorvo will continue to provide such support services for the remainder of the Instrument Warranty Periods that apply to such Instruments). During the Cartridge Inventory Sell Off Period and the Instrument Inventory Sell Off Period, Zomedica will not be subject to the Minimum Spending Requirements.
Inventory & Sell Off. Upon termination of this Agreement by Kissei under Section 16.2 or 16.4, or if Elixir terminates this Agreement pursuant to Section 16.3, Elixir shall notify Kissei of the amount of Compound and Product Elixir and its Affiliates and Elixir Sublicensees then have on hand, and, if they so wish, Elixir and its Affiliates and Elixir Sublicensees shall thereupon be permitted to sell that amount of Compound and Product.
Inventory & Sell Off. Upon the termination of this Agreement for any reason, Inari shall cause, within thirty (30) days after termination, physical inventories to be taken of: (a) all completed Licensed Products on hand under the control of Inari or its Affiliates; and (b) such Licensed Products as are in the process of manufacture and any component parts on the date of termination of this Agreement. Inari shall deliver promptly to Inceptus a copy of the written inventory. Upon termination of this Agreement for any reason, Inari shall promptly remove, efface or destroy all references to Drexel (and Inceptus, upon Inceptus’ reasonable request) from any advertising, labels, web sites or other materials used in the promotion of the business of Inari or its Affiliates , and Inari and its Affiliates shall not represent in any manner that it has rights in or to the Patent Rights or the Licensed Products. Upon the termination of this Agreement for any reason, Inari may sell off its inventory of Licensed Products existing on the date of termination for a period of twelve (12) months and pay Inceptus royalties on Sales of such inventory within forty-five (45) days following the expiration of such twelve (12) month period on the terms and conditions hereunder.
Inventory & Sell Off. [To be negotiated]
Inventory & Sell Off. Upon the termination of this Agreement for any reason, Company will cause physical inventories to be taken immediately of: (a) all completed Licensed Products on hand under the control of Company or its Affiliates or Sublicensees; and (b) such Licensed Products as are in the process of manufacture and any component parts on the date of termination of this Agreement. Company will deliver promptly to the Licensor Parties a copy of the written inventory, certified by an officer of the Company. Upon termination of this Agreement for any reason, Company will promptly remove, efface or destroy all references to the Licensor Parties from any advertising, labels, web sites or other materials used in the promotion of the business of Company or its Affiliates or Sublicensees, and Company and its Affiliates and Sublicensees will not represent in any manner that it has rights in or to the Patent Rights or the Licensed Products. Upon the termination of this Agreement for any reason other than pursuant to Section 6.3(a) or (c), Company may sell off its inventory of Licensed Products existing on the date of termination for a period of Six (6) months and pay the Licensor Parties royalties on Sales of such inventory within Thirty (30) days following the expiration of such Six (6) month period.
