Option Expiration; Collaboration Program Termination Clause Samples

Option Expiration; Collaboration Program Termination. In the event that the Review Period (as may be extended), for an Option with respect to a particular Collaboration Program expires without exercise, or in the event that the JSC or GSK terminates a Collaboration Program, then such Collaboration Program shall become a TELETHON-HSR Development Program, and TELETHON-HSR shall have the exclusive right, at its sole discretion, to Research, Develop and commercialize all Products within such Collaboration Program as TELETHON-HSR Products in the Territory in the Field, alone or with any Third Party or through any Sublicensee, Affiliate or subcontractor. GSK will have no further obligations to make any milestone, royalty or other payments to TELETHON-HSR of any kind under Article 6 with respect to such Products, nor shall GSK have any further obligation to make any milestone, royalty or other payments of any kind to any Third Party on account of any Third Party license with respect to such Products under any provision of this Agreement. GSK hereby grants, conditional upon the occurrence of such expiration or termination, an exclusive, royalty-free licence under GSK’s rights in any Joint IP solely as and to the extent necessary to further develop and commercialize such Products as TELETHON-HSR Products in the Territory in the Field. GSK hereby agrees to negotiate in good faith and under commercially reasonable terms with TELETHON-HSR for an exclusive license under the relevant solely owned GSK IP solely to the extent necessary to further Develop and commercialize such Products as TELETHON-HSR Products in the Territory in the Field.