Right of Negotiation. (i) If Voyager or any Affiliate, successor, assign thereof decides not to Exploit the Product for any reason, including any such decision by Voyager following a decision by a licensee of Voyager to abandon its rights under a license from Voyager, (which Voyager shall promptly notify DURECT in writing as soon as practicable but no later than thirty (30) days after such decision) or (ii) if DURECT shall have terminated the Agreement pursuant to Section 11.2(c)(ii), DURECT shall have a right of first negotiation to obtain from Voyager an exclusive license, with the right to sublicense, under the Voyager Patents and Project Information and Inventions, and the right to use all regulatory filings, Clinical Trial data and CMC data and all other intellectual property owned by Voyager, in each case to the extent solely related to the Product, and the right to cross-reference any and all regulatory filings with respect to the Product, solely for purposes of Exploiting the Product. No later than twenty (20) days after DURECT's receipt of notice from Voyager under (i) above or the effective date of termination under (ii) above, DURECT shall notify Voyager whether it wishes to exercise its right of first negotiation. If DURECT notifies Voyager that its wishes to exercise its right of first negotiation, then Voyager shall allow DURECT to conduct reasonable diligence including providing to DURECT all information as reasonably requested by DURECT, and the Parties shall negotiate in good faith a definitive agreement covering such license to DURECT for a period not to exceed 180 days from the date of DURECT's notice of exercise. In the event that the Parties have not executed a definitive agreement within such 180-day period, then Voyager shall have no further obligations to DURECT. Prior to the exhaustion of DURECT's right under this Section 8.7, Voyager may not offer nor negotiate with any third Person any license or assignment of subject matter covered by this right of negotiation.
Right of Negotiation. If Impax decides to develop a product that is a generic equivalent of a product that is marketed under the XXXXX, XXXXX, XXXXX or XXXXX trademark but is not an XXXXX Product, XXXXX Product, XXXXX Product or XXXXX Product, then Impax shall promptly notify Medicis in writing. If Medicis is interested in co-developing such product with Impax, then Medicis shall provide Impax, within thirty (30) days after Impax’s notice, with a written proposal of the terms under which the parties would co-develop such product. Impax shall notify Medicis within thirty (30) days of receipt of Medicis’ proposal whether, based on such proposal, it is interested in engaging in negotiations with Medicis regarding the terms under which the parties would co-develop such product. Medicis’ right of negotiation pursuant to this Section 5.4 shall expire with respect to a particular product at the earliest of: (1) thirty (30) days after Impax’s first notice pursuant to this Section 5.4, if Medicis has already not provided Impax with the proposal specified above; (2) Medicis’ receipt of notice from Impax that it is not interested in engaging in negotiations with Medicis regarding the terms under which the parties would co-develop such product; (3) sixty (60) days after Medicis’ receipt of notice from Impax that it is interested in engaging in negotiations with Medicis regarding the terms under which the parties would co-develop such product, if the parties have not entered into a written agreement for such co-development (such agreement, a “Co-Development Agreement”) and (4) the date of the parties’ entry into a Co-Development Agreement.
Right of Negotiation. In the event that EPIZYME or any Affiliate desires to grant to a Third Party rights to Develop or Commercialize (including rights to distribute) any Licensed Compound or Licensed Product in any country in Asia, then EPIZYME shall provide EISAI with written notice (a “Third Party Offer Notice”) that EPIZYME is soliciting offers from Third Parties for such rights. EPIZYME shall not enter into any agreement with respect to such rights with any Third Party until thirty (30) days (or such longer period as the Parties may agree) after delivery of the Third Party Offer Notice to EISAI. If, within such thirty (30) day (or such longer period as the Parties may agree) period, EISAI delivers to EPIZYME a written offer proposing financial and other terms for the expansion of this Agreement to include such rights, then EPIZYME shall negotiate such offer with EISAI exclusively and in good faith for a period of ninety (90) days (or such longer period as the Parties may agree) (the “Negotiating Period”) and EPIZYME shall not discuss or enter into any agreement with respect to such rights with any Third Party during the Negotiating Period. If the Parties do not reach a written agreement for the expansion of rights under this Agreement during the Negotiating Period, then EPIZYME and its Affiliates thereafter shall be free to enter into an agreement with a Third Party with respect to such rights on such terms as EPIZYME may determine in its sole discretion. If EISAI fails to provide EPIZYME with a written offer proposing financial and other terms for the expansion of this Agreement to include such rights during the applicable thirty (30) day (or such longer period as the Parties may agree), then EPIZYME and its Affiliates shall be free to enter into an agreement with a Third Party with respect to such rights on such terms as EPIZYME may determine in its sole discretion.
Right of Negotiation. Codexis hereby grants to MUS until the Separation Event a first right of negotiation with regard to any Enzyme Libraries and/or Products developed by Codexis or its Sublicensees as a result of the use or practice of the Enabling Technology and/or related Know-How that have application(s) outside the Codexis Field. Until the Separation Event, Codexis shall notify MUS of such Enzyme Libraries and/or Products prior to their respective first commercial use or sale and, at the request of MUS, the Parties will negotiate in good faith the terms of a license to MUS (or an entity that is then a MUS Affiliate) for the development and commercialization of such Enzyme Library or Product outside the Codexis Field.
Right of Negotiation. Xxxx Xxxxxxx hereby agrees and will cause its controlled Affiliates to agree, for so long as Xxxx Xxxxxxx or its controlled Affiliates, individually or as part of a group, control the General Partner, that if Xxxx Xxxxxxx or any of its controlled Affiliates decide to attempt to sell (other than to another controlled Affiliate of Xxxx Xxxxxxx) any assets or businesses that are primarily engaged in a business in which the Partnership is engaged as of the closing of the Initial Offering and that operate primarily in the United States or Quebec, Ontario or the Maritimes, Canada (including its equity interests in 0000-0000 Xxxxxx, Inc. or any successor entities (“Kildair”) and its interests in any assets or equity interests in any business that, as of the Closing Date, it is actively seeking to invest in or acquire or has the right to invest in or acquire), Xxxx Xxxxxxx or its controlled Affiliate will notify the Partnership of its desire to sell such assets or businesses and, prior to selling such assets or businesses to a third party, will negotiate with the Partnership exclusively and in good faith for a period of 60 days in order to give the Partnership an opportunity to enter into definitive documentation for the purchase and sale of such assets or businesses on terms that are mutually acceptable to Xxxx Xxxxxxx or its controlled Affiliate and the Partnership. If the Partnership and Xxxx Xxxxxxx or its controlled Affiliate have not entered into a letter of intent or a definitive purchase and sale agreement with respect to such assets or businesses within such 60 days, Xxxx Xxxxxxx or its controlled Affiliate will have the right to sell such assets or businesses to a third party following the expiration of such 60 days on any terms that are acceptable to Xxxx Xxxxxxx or its controlled Affiliate and such third party. The Partnership’s decision to acquire or not to acquire assets or businesses pursuant to this right will require the approval of the Conflicts Committee. The Partnership’s right of negotiation contained in this Article III, to the extent it applies to any of Xxxx Xxxxxxx’x direct or indirect equity interests in Kildair, any subsidiary of Kildair, or any entity that owns equity interests in Kildair shall not be applicable to any transfer, assignment, foreclosure, deed-in-lieu of foreclosure, or other disposition of any such equity interests occurring as a result of the exercise of remedies by any lenders to Kildair, any subsidiary of Kildair, or ...
Right of Negotiation. Under the terms and conditions set forth herein, Roche Bioscience shall have a first right to negotiate with Tularik for an exclusive license, [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. including the right to grant sublicenses, to develop, make, have made, use, offer for sale, sell and import certain compounds or products as described in this Section 7.1 (the "First Right of Negotiation"). Roche Bioscience shall provide written notice to Tularik if Roche Bioscience wishes to exercise a First Right of Negotiation and Tularik shall provide written notice to Roche Bioscience prior to entering into any negotiation in the areas described in this Section 7.1. During the [ * ] period following any such notice, Roche Bioscience and Tularik shall negotiate in good faith regarding the terms and conditions of such agreement. If Roche Bioscience and Tularik are unable to agree upon mutually acceptable terms for any such agreement by the end of the applicable [ * ] period, Tularik shall be free to grant such rights to a Third Party. The Right of First Negotiation shall expire upon the termination of the Research Term or applicable Tail Period.
Right of Negotiation. 18.1 If MIPI has the intention to propose the initiation of a new manufacturing site in any other geographic area to a Third Party, then MIPI undertakes to inform EZN immediately of such intention and EZN shall have a right of negotiation with MIPI as facility set-up and contract manufacturing partner.
Right of Negotiation medac, on its behalf and on behalf of its Affiliates acknowledges, it has been informed and understood that: • as at the signature date of this Addendum, ERYTECH has granted to a partner with right to assign to [***] affiliates (hereinafter the “Partner”): • distribution and license rights with respect to a product developed by ERYTECH Pharma consisting of suspension of erythrocytes encapsulating L-Asparaginase: • in the 28 countries currently forming the European Union, [***]; and • for the ALL indication and the AML indication • a right of first negotiation notably in some additional territories, such as [***]. • In case of discrepancies between, the provisions of this Article 18 and any applicable provisions between the Partner and ERYTECH with respect to the rights granted as set out above, the provisions of this Article 18 will be modified automatically to the extent necessary to reflect what was agreed by the Partner and ERYTECH Pharma. ERYTECH Pharma shall notify medac of such modifications in writing. [***] = CONFIDENTIAL TREATMENT REQUESTED For the sole purpose of this Section, medac agrees and accepts that ERYTECH may disclose the existence of the following sections to Third Parties.
Right of Negotiation. 7.2.1 From the date Ionis delivers the Development Candidate Data Package to the JSC under Section 3.5.2 through [***] following the earlier to occur of (a) the [***] anniversary of the date that Ionis delivers the Development Candidate Data Package to the JSC pursuant to Section 3.5.2 and (b) [***] (such period, the “Negotiation Period”), if Praxis wishes to obtain rights and licenses under the Licensed IP to Research, Develop, Manufacture and Commercialize Products in the Competing Field, Praxis will notify Ionis in writing (the “Praxis Negotiation Notice”), and the Parties will negotiate in good faith commercially reasonable terms therefor for a period of not less than [***] to expand the Field to encompass the Competing Field. If the Parties are unable to agree on commercially reasonable terms for such Field expansion despite negotiating in good faith for such [***] period, then such terms will be decided in accordance with Section 7.2.2.
Right of Negotiation. Alon USA hereby agrees, and will cause its controlled Affiliates to agree, for so long as Alon USA or its controlled Affiliates, individually or as part of a group, control the General Partner, that if Alon USA or any of its controlled Affiliates decide to attempt to sell (other than to another controlled Affiliate of Alon USA) any refinery and related crude oil and refined product logistic assets, including non-retail transportation terminal sales, that operate in the Area of Operation, then Alon USA or its controlled Affiliate will notify the Partnership of its desire to sell such assets or businesses and, prior to selling such assets or businesses to a third party, will negotiate with the Partnership exclusively and in good faith for a period of 60 days in order to give the Partnership an opportunity to enter into definitive documentation for the purchase and sale of such assets or businesses on terms that are mutually acceptable to Alon USA or its controlled Affiliate and the Partnership. If the Partnership and Alon USA or its controlled Affiliate have not entered into a letter of intent or a definitive purchase and sale agreement with respect to such assets or businesses within such 60-day period, then Alon USA or its controlled Affiliate will have the right to sell such assets or businesses to a third party following the expiration of such 60-day period on any terms that are acceptable to Alon USA or its controlled Affiliate and such third party. The Partnership’s decision to acquire or not to acquire assets or businesses pursuant to this right will require the approval of the Conflicts Committee of the General Partner.
