Post-Option Exercise and Exon 51 Program Limited Commercial Rights of PROSENSA Sample Clauses

Post-Option Exercise and Exon 51 Program Limited Commercial Rights of PROSENSA. (a) PROSENSA shall have the option, exercisable at its sole discretion, to elect to maintain and have certain limited commercial rights solely as expressly set forth in this Section 5.2(a) and as defined and further described Exhibit F with respect only to Compounds and Products resulting from the DMD Program 3 and the DMD Program 4, such rights shall apply only in the Netherlands, Belgium, Sweden, Denmark, Norway and Finland (collectively, the EU Commercial Territory “ECT”), such option to be referred to as PROSENSA’s “ECT Commercial Rights Option”. Such option right is exercisable only after GSK’s Option to exclusively license DMD Program 3 and/or DMD Program 4 is exercised and only for the relevant Program(s) of those two Programs for which GSK has exercised its Option. If PROSENSA exercises its ECT Commercial Rights Option, then PROSENSA will be responsible, at its sole cost and expense for all of internal and external costs and expenses, for commercial activities in the ECT relating to Compounds and Products under the DMD Program 3 and/or DMD Program 4, as applicable, and PROSENSA will have the right to conduct sales and marketing activities in the ECT and to book sales in the ECT. PROSENSA’s commercial activities pursuant to the exercise of its ECT Commercial Rights Option shall at all times be conducted pursuant to and in accordance with the guidelines, parameters and specific details that are set forth in Exhibit F and a sales and marketing strategy and standards to be set by the EU Commercial Team described in (b) below, and will include the use of GSK marketing materials and other specifics as is further provided for in Exhibit F. If PROSENSA exercises its ECT Commercial Rights Option, the milestone payments for DMD Program 3 and/or DMD Program 4, as applicable, will be adjusted pursuant to Section 6.2 (d). Unless otherwise directed in writing by GSK, PROSENSA shall purchase its commercial supplies from GSK for the ECT for Products if PROSENSA exercises its ECT Commercial Rights Option at the same transfer price that GSK charges to GSK’s own LoCs, but in no event shall the transfer price charged to PROSENSA exceed GSK fully allocated manufacturing cost for the Product.
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Related to Post-Option Exercise and Exon 51 Program Limited Commercial Rights of PROSENSA

  • Limitations on Exercise of Option Notwithstanding the foregoing Subsections, in no event may the Option be exercised, in whole or in part, after ten years following the Original Date of Grant, or after the occurrence of an event which results in termination of the Option under the Plan.

  • 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.

  • Limitations on Rights Associated with Units The Participant shall have no rights as a stockholder of the Corporation, no dividend rights (except as expressly provided in Section 5(b) with respect to Dividend Equivalent Rights) and no voting rights, with respect to the Stock Units and any shares of Common Stock underlying or issuable in respect of such Stock Units until such shares of Common Stock are actually issued to and held of record by the Participant. No adjustments will be made for dividends or other rights of a holder for which the record date is prior to the date of issuance of the stock certificate.

  • Period of Option and Limitations on Right to Exercise The Option will, to the extent not previously exercised, lapse under the earliest of the following circumstances; provided, however, that the Committee may, prior to the lapse of the Option under the circumstances described in paragraph (b) below, provide in writing that the Option will extend until a later date:

  • Vesting and Exercisability of Option The Option shall vest, and may be exercised, with respect to the Shares as set forth in the Optionee Statement attached hereto and made a part hereof, subject to earlier termination of the Option as provided in Sections 1.4 and 6 hereof or in the Plan. The right to purchase the Shares as they become vested shall be cumulative and shall continue during the Exercise Term unless sooner terminated as provided herein.

  • Term and Exercise of Option (a) The term of this Option shall commence on the Grant Date set forth above and shall continue until the Expiration Date set forth above, unless earlier terminated as provided herein.

  • Vesting and Exercise of Option The Option shall vest and become exercisable during its term in accordance with the following provisions:

  • Initial Exercise Price; Exercise of Rights; Detachment of Rights (a) Subject to adjustment as herein set forth, each Right will entitle the holder thereof, after the Separation Time, to purchase, for the Exercise Price, or its U.S. Dollar Equivalent as at the Business Day immediately preceding the day of exercise of the Right, one Common Share. Notwithstanding any other provision of this Agreement, any Rights held by the Corporation or any of its Subsidiaries shall be void.

  • Non-Transferability of Option This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Optionee only by Optionee. The terms of the Plan and this Option Agreement shall be binding upon the executors, administrators, heirs, successors and assigns of the Optionee.

  • Treatment of Expired Options and Unexercised Convertible Securities If, in any case, the total number of shares of Common Stock issuable upon exercise of any Option or upon conversion or exchange of any Convertible Securities is not, in fact, issued and the rights to exercise such Option or to convert or exchange such Convertible Securities shall have expired or terminated, the Exercise Price then in effect will be readjusted to the Exercise Price which would have been in effect at the time of such expiration or termination had such Option or Convertible Securities, to the extent outstanding immediately prior to such expiration or termination (other than in respect of the actual number of shares of Common Stock issued upon exercise or conversion thereof), never been issued.

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