Post-Option Exercise Clause Samples

The Post-Option Exercise clause defines the rights and obligations of the parties after an option—such as a purchase or extension option—has been exercised under a contract. Typically, this clause outlines the steps that must be taken following the exercise, such as payment of the option price, transfer of assets, or commencement of a new lease term. For example, it may specify deadlines for payment or delivery, or set out the process for finalizing the transaction. Its core practical function is to ensure a clear and orderly transition from the option exercise to the next phase of the agreement, minimizing disputes and uncertainty about each party’s responsibilities.
Post-Option Exercise. On a Program-by-Program basis and after Celgene’s exercise of its Option with respect to such Program, Prosecution and Maintenance of the Jounce Patents for such Program that are Controlled by Jounce shall be conducted in accordance with the applicable Development & Commercialization Agreement for such Program.
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Post-Option Exercise. Within [***] after the [***] (if any), the Parties will agree on a development material service agreement between the Parties pursuant to which MTEM would supply Development Material, for preclinical development supporting IND filing and Phase I Clinical Trial supply and thereafter until the completion of the Technology Transfer, provided however that MTEM will not be required to supply Development Material after the Phase 1 Clinical Trials. Such agreement will also include any mutually agreed Manufacturing process development and supply chain development activities for the applicable Licensed Product (the “Supply Agreement”). [***] will be provided for up to [***]. The Supply Agreement will set forth the terms and conditions applicable to such supply on the terms and conditions set forth herein and such other additional provisions as are usual and customary for inclusion in a supply agreement of this sort, which, for clarity, will supplement and will not materially expand, limit or change the terms and conditions set forth herein. If no Supply Agreement for the applicable SLT-A Fusion Protein or Licensed Product is in place within the time period specified above, then MTEM will supply SLT-A Fusion Proteins or Licensed Products, as applicable, on the terms set forth herein.
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Post-Option Exercise. If this Agreement has been -------------------- terminated and Parent or any of its subsidiaries have purchased any Shares pursuant to any Shareholder Agreement: (a) Parent and Subsidiary shall for six months following such purchase use reasonable best efforts to consummate the Amalgamation on essentially the same terms and conditions provided herein, except that the conditions to Closing in Sections 7.1(d), 7.2 and 7.3 shall be deemed to be waived; and (b) if, despite the transaction contemplated by (a) above, the Amalgamation is not effected, Parent agrees that it and its affiliates shall not, for three (3) years following the purchase of Shares pursuant to any Shareholder Agreement, acquire Beneficial Ownership of any Shares at less than the Per Share Amount (as adjusted for stock splits and similar events); provided, however, that the restrictions of this Section 6.12(b) shall not apply to the acquisition of less than two percent of the outstanding Shares by pension plans or similar fiduciary entities of Parent.
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Post-Option Exercise. Following the Amgen Option Effective Date, Amgen shall have the sole right, but not the obligation, to bring and control enforcement and defense of the Collaboration Patent Rights in the Territory, at its own cost and expense and using counsel of its choice, in consultation with CK and the Patent Subcommittee. CK shall reasonably cooperate, as requested by Amgen, with respect to such enforcement actions, and Amgen shall reimburse CK [***] costs incurred in connection therewith. Amgen shall keep CK informed of the progress of any such enforcement action. Without limiting the foregoing, Amgen shall keep CK advised of all material communications, actual and prospective filings or submissions regarding such action, and shall provide CK copies of and an opportunity to review and comment on any such communications, filings and submissions. Amgen shall not [***] without CK’s prior written consent, not to be unreasonably withheld or delayed. *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.
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Post-Option Exercise. (i) As between the Parties, from and after the Option Exercise Date with respect to a Licensed Product, AstraZeneca will have the first right, but not the obligation, using counsel of its own choice, to prepare, file, prosecute, and maintain the Joint Patent Rights, and to be responsible for any related interference, re-issuance, re-examination, and opposition proceedings, in each case, throughout the Territory, at its sole cost and expense, and in accordance with the applicable Prosecution Strategies. (ii) As between the Parties, from and after the Option Exercise Date, Cellectis will have the sole right, but not the obligation, using counsel of its own choice, to prepare, file, prosecute, and maintain the Licensed Patent Rights that constitute Cellectis Background Patent Rights or Cellectis Foreground Patent Rights, and to be responsible for any related interference, re-issuance, re-examination, and opposition proceedings, in each case, throughout the Territory, at its sole cost and expense, and in accordance with the applicable Prosecution Strategies.
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Post-Option Exercise. With respect to all Programs under this Collaboration following Celgene’s exercise of the Option and the execution by the Parties of a Co-Development and Co-Commercialization Agreement for such Program, on a Program-by-Program basis, OncoMed may elect to exercise its right to opt-out of the co-Development and co-Commercialization of the applicable Product Candidates for such Program pursuant to such Co-Development and Co-Commercialization Agreement by providing written notice to Celgene at any time following execution of such Co-Development and Co-Commercialization Agreement for any such Program. In the event OncoMed provides Celgene with such notice, then the Parties shall promptly, but in any event within [***] after the date of such notice, enter into a License Agreement in the form attached hereto as Exhibit A, and such Co-Development and Co-Commercialization Agreement then in effect between the Parties with respect to such Program shall terminate effective upon the effective date of such License Agreement for such Program, provided, the Parties shall comply with any provisions of the Co-Development and Co-Commercialization Agreement that survive termination thereof, as set forth therein. Upon execution of such License Agreement, the Co-Co Target shall be deemed a “Licensed Target” thereunder and the Co-Co Candidates shall be deemed “Licensed Candidates” thereunder.
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Related to Post-Option Exercise

  • Option Exercise To exercise its option to purchase the Option Aircraft, Buyer shall give written notice thereof to Boeing on or before the first business day of the month in each Option Exercise Date shown below:

  • Method of Option Exercise A. Subject to the terms and conditions of this Agreement, the Options may be exercised by written notice to the Company at its executive offices to the attention of the Corporate Secretary of the Company (the “Secretary”). Such notice shall state the election to exercise the Options, shall state the number of shares in respect of which it is being exercised (the “Purchased Shares”) and shall be signed by the person or persons so exercising the Options. In no case may the Options be exercised as to less than fifty (50) Shares at any one time (or the remaining Shares then purchasable under the Options, if less than fifty (50) Shares) or for a fractional Share. Except as provided in Section 5 below, the Options may not be exercised unless the Employee shall, at the time of the exercise, be an employee of the Company. During the Employee’s lifetime, only the Employee or the Employee’s guardian or legal representative may exercise the Options. B. Such notice shall be accompanied by (i) a personal check payable to the order of the Company for payment of the full purchase price of the Purchased Shares, (ii) delivery to the Company of the number of Shares duly endorsed for transfer and owned by the Employee that have an aggregate Fair Market Value equal to the aggregate purchase price of the Purchased Shares or (iii) payment therefor made in such other manner as may be acceptable to the Company on such terms as may be determined by the Compensation Committee of the Board of Directors (the “Committee”). “Fair Market Value” shall have the meaning given to that term in the 2009 Plan. In addition to and at the time of payment of the purchase price, the person exercising the Options shall pay to the Company the full amount of any federal and state withholding or other taxes applicable to the taxable income of such person resulting from such exercise in cash unless the Committee in its sole discretion shall permit such taxes to be paid in Shares. Such payment may also be made in the form of payroll withholding, at the election of the option holder. The Company shall issue the Shares of the said Purchased Shares as soon as practicable after receipt of the notice and all required payments by the person or persons exercising the Options as provided in Section 4, Subsection A above. Unless the person or persons exercising the Options shall otherwise direct the Company in writing, such Shares shall be registered in the name of the person or persons so exercising the Options and shall be delivered as aforesaid to or upon the written order of the person or persons exercising the Options.

  • Option Exercise Price The per share price to be paid by Optionee in the event of an exercise of the Option will be $ .

  • Stock Option Exercise Agreement To exercise this Option, Participant (or in the case of exercise after Participant’s death or incapacity, Participant’s executor, administrator, heir or legatee, as the case may be) must deliver to the Company an executed stock option exercise agreement in the form attached hereto as Exhibit A, or in such other form as may be approved by the Committee from time to time (the “Exercise Agreement”), which shall set forth, inter alia, (i) Participant’s election to exercise the Option, (ii) the number of Shares being purchased, (iii) any restrictions imposed on the Shares and (iv) any representations, warranties and agreements regarding Participant’s investment intent and access to information as may be required by the Company to comply with applicable securities laws. If someone other than Participant exercises the Option, then such person must submit documentation reasonably acceptable to the Company verifying that such person has the legal right to exercise the Option and such person shall be subject to all of the restrictions contained herein as if such person were the Participant.

  • Option Exercisability The Option shall terminate immediately upon the Participant’s termination of Service to the extent that it is then unvested and shall be exercisable after the Participant’s termination of Service to the extent it is then vested only during the applicable time period as determined below and thereafter shall terminate.