Opt-In Right. You shall have the ability to elect whether or not to participate in a new MCO Contract. If SCC provides you notice of a new MCO Contract, you shall have thirty (30) days to provide a notice of your election to participate (the “Opt-In Notice”) in the new MCO Contract. If SCC receives your Opt-In Notice within such thirty (30) day period, the new MCO Contract shall be deemed accepted by, and shall be binding upon, you. If SCC does not receive your Opt-In Notice within such thirty (30) day period, the new MCO Contract shall be deemed rejected by you. Notwithstanding anything to the contrary herein, any decision by you to reject any MCO Contract shall not affect your status in any other programs or MCO Contracts and shall not be deemed a termination of this Agreement.
Opt-In Right. Notwithstanding anything to the contrary in this Section 11.3, on a Collaboration Target-by-Collaboration Target basis, if Xxxxxx has exercised the Kymera Opt-In Right with respect to a given Collaboration Target, then, during the applicable Opt-In Period, (a) the Parties will share costs and profits in the United States with respect to Licensed Products Directed Against such Collaboration Target in accordance with the applicable Cost/Profit Sharing Agreement and (b) the terms of Sections 11.3.1 through 11.3.6 and 11.3.8 will apply to sales of Licensed Products Directed Against such Collaboration Target in the Rest of World. For clarity, in the event Kymera exercises the Kymera Opt-In Right with respect to a given Collaboration Target and later exercises the Kymera Opt-Out Right with respect to such Collaboration Target, then the terms of Sections 11.3.1 through 11.3.6 and 11.3.8 will apply to sales of Licensed Products Directed Against such Collaboration Target throughout the Territory. Further, any relevant Blocking Third Party Intellectual Property Costs paid by Sanofi will be subject to the relevant Cost/Profit Sharing Agreement.
Opt-In Right. (a) Following completion of the ALN-RSV01 Phase IIb Clinical Study (if Alnylam elects to conduct such study), if the results of such study meet the Success Criteria (as defined in Exhibit K), Alnylam shall promptly prepare and provide to Cubist the Study Completion Package, including the applicable Success Statement. Alnylam shall also provide Cubist with the opportunity to discuss the information contained in the Study Completion Package with Alnylam in a face-to-face meeting to occur within [**] of the written request of Cubist, which such request shall be delivered to Alnylam no later than [**] after receipt of the Study Completion Package. Cubist may elect to resume its participation in the Development of ALN-RSV01 (the “Opt-in Right”), by delivering written notice of Cubist’s exercise of such right to Alnylam and paying to Alnylam the applicable Opt-in Fee (or portion thereof) within [**] after Cubist’s receipt of the Study Completion Package (the “Opt-in Period”). Except as otherwise set forth in this paragraph, the payment of the Opt-in Fee shall be made as follows: (1) an initial payment equal to [**] of the ALN-RSV01 Development Costs incurred by Alnylam for the Development of ALN-RSV01 in the Adult Transplant Field during the Interim Period and (2) a subsequent payment, to be made in amount equal to (x) [**] of the ALN-RSV01 Development Costs incurred by Alnylam for the Development of ALN-RSV01 in the Adult Transplant Field during the Interim Period, if [**], or (y) [**] of the ALN-RSV01 Development Costs incurred by Alnylam for the Development of ALN-RSV01 in the Adult Transplant Field during the Interim Period if [**]; provided, however, if the terms set forth in clauses (x) and (y) are not met, then no subsequent payment shall be due by Cubist with respect to the Opt-in Fee. In addition, Cubist may, at its election, exercise its Opt-In Right at any time prior to the submission of a Study Completion Package by Alnylam. In the event that Cubist exercises its Opt-in Right prior to receipt of the Study Completion Package, the Opt-in Fee will be equal to [**] of the ALN-RSV01 Development Costs incurred by Alnylam for the Development of ALN-RSV01 in the Adult Transplant Field during the Interim Period; and Cubist will pay an additional Opt-in Fee of [**] of the ALN-RSV01 Development Costs incurred by Alnylam for the Development of ALN-RSV01 in the Adult Transplant Field during the Interim Period if, [**].
Opt-In Right. (a) Upon receipt of all Qualifying Offers or on the expiration of the submission time, the Management Board of the Company shall evaluate the Qualifying Offers and determine which provides the highest value to the Company. For the avoidance of doubt, […***…].
Opt-In Right. 4.1.1 Subject to the remainder of this Section 4.1, Licensee hereby grants to Relay an exclusive option, exercisable in Relay’s sole discretion one (1) time, to fund Development Costs for Lead Products in the Field and share in the Net Profits and Net Losses of Commercializing Lead Products in the Field in the Profit Share Territory, such funding and sharing of Net Profits and Net Losses to be in accordance with the Sharing Percentages (collectively, the “Opt-In Right”).
Opt-In Right. In the event Lilly declines to undertake such preparation or filing, or to continue such prosecution or maintenance, of a given New Patent in the Territory, Lilly shall promptly notify United Therapeutics of such decision and United Therapeutics shall have the right to take over and file, prosecute, and maintain such Lilly Patent at its sole expense and discretion. Lilly shall cooperate in any such transfer of responsibilities and rights as necessary or prudent for the benefit of United Therapeutics to prosecute and maintain the foregoing rights. Thereafter, United Therapeutics shall have the right but not the obligation to prosecute or maintain any such Lilly Patent, as the case may be, at its expense; provided that United Therapeutics shall keep Lilly reasonably informed of the progress of any such prosecution. Lilly shall have the right to review all such pending applications and other proceedings and make recommendations to United Therapeutics concerning them and their conduct, but the final decision with respect thereto shall rest with United Therapeutics, provided that United Therapeutics acts reasonably. United Therapeutics shall xxxxx Xxxxx a license under such patent application or Patent issuing therefrom to the extent such a license is Useful to Lilly in Lilly’s Domain.
Opt-In Right. In the case of an Independent Project, until the end of the Opt-In Period (as defined below), the Non-Developing Party shall have the right to opt-in for Development of the (a) the Label Expansion within the Field with respect to the particular Licensed Product in question and/or (b) the New Formulation of a Licensed Product, as applicable, comprising such Independent Project, as follows (the “Opt-In Right”): [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. -25-
Opt-In Right. (a) Achillion shall promptly notify Gilead in writing of the outcome of the FDA Meeting, and contemporaneously shall provide Gilead with copies of all material correspondence sent to and received from the FDA pertaining to such FDA Meeting to the extent not already provided pursuant to Section 2A.1(e) above (such notice and correspondence, collectively the “FDA Meeting Notice”). Gilead may exercise its right to fully participate in the Development and commercialization of ACH-1095 and to continue the Development and commercialization of the Other Compounds, and Licensed Products containing any of the Compounds, by delivering written notice of such exercise to Achillion within thirty (30) days after Gilead’s receipt of the complete FDA Meeting Notice.
Opt-In Right. During the Evaluation Period, Immatics may elect to opt-in to the Profit and Loss Share set forth in Section 7.4.3 with respect to the [**] TCER portion of all P&L Products (“Opt-In,” and such right to Opt-In, the “Opt-In Right”). Immatics may exercise the Opt-In Right by providing written notice to Moderna of such election at any time no later than the end of the Evaluation Period (“Opt-In Exercise Notice”). Within [**] of Moderna’s receipt of the Opt-In Exercise Notice and Immatics’ receipt of the respective invoice from Moderna, Immatics shall make a one-time, nonrefundable (except as set forth in Section 9.6) and non-creditable payment to Moderna for [**] times the Phase 1 Trial Costs within [**] after receipt of such invoice.
Opt-In Right. An Eligible Institution elects to participate in this Agreement by executing a Sign- Up Letter and thereafter becomes a Member Institution (the "Opt-In Right"). DEAL Operating Entity is responsible for securing the executed Sign-Up Letters. DEAL Operating Entity must (a) make the Sign-Up Letter available to Wiley in the Keeper Platform as soon as possible; (b) notify Wiley at XXXXxxxxxxxxxx@xxxxx.xxx weekly of any new opt ins, and no later than within 5 days of finalizing the signup process with DEAL Operating Entity; and (c) update the Keeper Platform (either, and as agreed between the operations teams, with a separate tab in the Eligible Institution List reflecting those that have become Member Institutions or with a separate Consolidated list of Member Institutions). Wiley will provide the Services under this Agreement commencing within 15 days of notification by DEAL Operating Entity that an Eligible Institution has exercised the Opt-In Right. The Sign-Up Letter may be executed by a single Eligible Institution on behalf of multiple Eligible Institutions where that signing Eligible Institution has legal authority.
