PIRS Sample Clauses
The PIRS (Professional Indemnity Rating Schedule) clause defines the requirements and standards for professional indemnity insurance coverage that a party must maintain under a contract. Typically, this clause outlines the minimum level of insurance, the types of risks covered, and the duration for which the insurance must be held, often referencing a specific schedule or rating system to ensure adequacy. For example, it may require a consultant or contractor to maintain insurance that meets or exceeds the PIRS standards throughout the project and for a set period afterward. The core function of this clause is to allocate risk and protect the contracting parties from financial loss due to professional negligence or errors by ensuring sufficient insurance coverage is in place.
PIRS. PIRS shall use Commercially Reasonable Efforts to Research each Research Candidate. PIRS shall use Commercially Reasonable Efforts to co-Develop and Commercialize each CoDev Product in the Field, including Commercialization activities (such as booking sales) for each CoDev Product Commercialized in the PIRS Territory.
PIRS. Notwithstanding anything to the contrary in Section 11.4.1, PIRS will have the sole right and responsibility to apply for and obtain any patent term extension, supplementary protection certificates or similar extension of rights for any Joint Patent Covering a CoDev Product in the PIRS Territory. To the extent necessary, SGEN agrees to execute any authorization or instruments, make any filings, or take such further actions as may be requested by PIRS to implement and obtain any such patent term extension, supplementary protection certificates or similar extension of rights. PIRS will have the sole right but not the obligation to apply for and obtain any patent term extension, supplementary protection certificates or similar extension of rights, using any PIRS Building Block IP. At PIRS’s request, SGEN shall reasonably consider applying for such an extension with respect to any Patent within the SGEN Building Block IP.
PIRS. During the term of this Agreement, PIRS agrees to comply with the following with respect to each PIRS Background Agreement, but solely to the extent it relates to the Compounds or any rights granted to SGEN hereunder: (i) keep SGEN reasonably informed of any material development pertaining to (including any request or proposal to materially amend or modify a PIRS Background Agreement; (ii) maintain each PIRS Background Agreement in full force and effect; (iii) perform its obligations under each PIRS Background Agreement; (iv) timely pay all license fee, maintenance fee, royalty, milestone, sublicensing revenue or similar payment obligations due pursuant to any PIRS Background Agreement; (v) not terminate any PIRS Background Agreement without the prior written consent of SGEN which consent shall not be unreasonably withheld or delayed; and (vi) not amend, or waive any right under any PIRS Background Agreement that would adversely affect the rights granted to SGEN hereunder, without the prior written consent of SGEN which consent shall not be unreasonably withheld or delayed.