Specific Consequences Sample Clauses
Specific Consequences. Upon the expiration or the termination of the Agreement by either Party, the following shall be the consequences:
13.2.1 any sums that were due from Zogenix to Elan under the provisions of this Agreement prior to its termination or expiry shall be paid in full within [***] ([***]) days of termination of this Agreement and Elan shall not be liable to repay to Zogenix any amount of money paid or payable by Zogenix to Elan up to the date of the termination of this Agreement (other than pursuant to Zogenix’s rights of audit under Clause 11.8);
13.2.2 the following Clauses shall survive any expiration or termination of this Agreement: the definitions as set forth in Clause 1 to the extent that such definitions are contained within a surviving clause, Clauses 3.1, 3.2.3, 3.3 (to the extent it relates to infringements that occur during the Term), 3.4 (solely as it relates to Product sold during the Term), 6.6, 12.6, 14.4 through 14.13 and the entirety of Clauses 11, 13, 15 and 16 and any other provision of this Agreement which, by its nature, is intended to continue after termination, shall survive termination;
13.2.3 any sub-licenses granted under Clause 2.2 or 9.1 shall automatically terminate except as otherwise provided in Clause 13.2.5.2;
13.2.4 if termination is effected by Elan under Clauses 12.3 or 12.4 or by Zogenix under Clause 12.5: *** 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.
13.2.4.1 Elan shall be entitled to research, develop and commercialise the Product for its own benefit in the Territory;
13.2.4.2 Elan shall be entitled to file for Regulatory Approval for the Product in the Territory;
13.2.4.3 Zogenix shall transfer or procure the transfer to Elan (or such other entity as Elan may specify) all relevant INDs (including the Elan IND), Regulatory Applications and Regulatory Approvals at no cost to Elan, insofar as such transfer is permitted by applicable laws, and permit Elan to access and/or reference such of its data (including but not limited to Product Data) as is necessary to enable Elan to market the Product in the Territory;
13.2.4.4 Elan shall be granted an irrevocable, perpetual, royalty-free, exclusive license to use the Zogenix Intellectual Property (other than pursuant to a Third Party License which is addressed in Clause 13.2.4.5 hereunder) and the trademark Zogenix has used during the Term to commercialize...
Specific Consequences. (a) In the event of any termination of this Agreement as a result of Sanofi’s termination of the entirety of the License Agreement under Section 12.2.1 (Termination by Sanofi for convenience) of the License Agreement, in addition to the termination events set out in Section 12.4.2 of the License Agreement:
(i) at Biontech’s written request, Sanofi shall: (1) transfer control to Biontech of any ongoing clinical trial being conducted by or on behalf of Sanofi under the Development Plan as of the effective date of termination and (2) continue to conduct such clinical trial (the costs of which as between the Parties, and the invoicing and reconciliation of such costs, shall continue to be governed by Section 3), for up to [***] to enable such transfer to be completed without interruption of any such clinical trial, whereupon after such transfer Biontech will assume the costs of such clinical trial, provided that, with respect to any such clinical trial for which such transfer is expressly prohibited by the applicable Regulatory Authority, Sanofi shall continue to conduct such clinical trial to completion, at Sanofi’s cost and expense;
(ii) the licenses granted to Biontech under Section 4.5 of this Agreement shall survive; and
(iii) for any Additional Co-Development Costs, to the extent not already paid by Biontech as of the date of such termination, the payment schedule pursuant to Section 6.3.4 shall continue to apply.
(b) In the event of any termination of this Agreement as a result of Biontech’s termination of co-Development of Licensed Product #1 under Section 12.2.2 (Termination of co-development by Biontech for convenience) of the License Agreement, for the avoidance of doubt, (i) the termination consequences set forth in Section 12.4.4 of the License Agreement shall apply; and (ii) the licenses granted to Sanofi under Sections 7.3.1 and 7.3.3(ii) of the License Agreement and under Section 4.6 of this Agreement shall survive.
(c) In the event of any termination of this Agreement as a result of Biontech’s termination of the License Agreement under Section 12.3.1 (Termination for Sanofi’s breach) or Section 12.3.3 (Termination for Sanofi’s insolvency) of the License Agreement, whether in its entirety or with respect to Licensed Product #1 only, in addition to the termination events set out in Section 12.4.6 of the License Agreement, (1) Section 9.3.2(a)(i) of this Agreement shall apply with respect to any ongoing clinical trial conducted by or on behalf of...
Specific Consequences a. In the event of termination by either Party, VERSARTIS shall pay any Non-Utilization Fee for the calendar years corresponding to the binding portion of the Detailed Forecast Schedules for Drug Substance. The Non-Utilization Fee shall not apply in the event of termination by VERSARTIS for any of the following: BI’s material breach (Section 13.6.), failure to obtain or maintain regulatory approvals (Section 13.4), or for BI’s bankruptcy (Section 13.8.); or in the event of termination by BI for any of the following: termination for convenience (Section 13.7) or termination for technical reasons (Section 13.2); or in the event of either Party’s termination in case of change of control (Section 13.9.) or force majeure (Sec. 13.10).
b. Upon termination of this Agreement, except for termination for convenience by either Party, VERSARTIS shall pay any non-cancellable expenses incurred by BI that shall inter alia include non-cancellable cost and expenses for the purchase of equipment, Facility modifications, third party services necessary for the modifications of the 51 / 70 [*] = 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 24b-2 of the Securities Exchange Act of 1934, as amended. Commercial Supply Agreement, BI/ VERSARTIS Execution Version Facility, Covered Materials and Raw Materials. In order to mitigate the non-cancellable expenses to be paid by VERSARTIS at effectiveness of termination, BI shall use commercially reasonable efforts to terminate third party agreements or orders affected by the termination and mitigate all non-cancellable costs. Only non-cancellable expenses and Product specific equipment expenses shall be paid by VERSARTIS if VERSARTIS terminates for BI’s material breach.
c. In the event of termination by either Party, except in the event of termination by VERSARTIS for BI bankruptcy or material breach, VERSARTIS shall pay all reasonable wind-down costs during the “Wind-Down Phase” of up to [*], in which BI will close out the services/manufacturing of Product, including but not limited to completing any work in progress, and to the extent not yet provided, create, finalize and gather the respective documentation.
d. Upon termination of this Agreement, except in the event of termination for convenience by either Party, VERSARTIS shall pay any “Product Ordered and Not Yet Delivered”, which refers to the followi...
Specific Consequences. Upon expiry or termination of this Agreement by either Party, the following shall be the consequences:
Specific Consequences. In the event of any termination of this Agreement as a result of Biontech’s termination of co-Development of Licensed Product #1 under Section 12.2.2 (Termination of co-development by Biontech for convenience) of the License Agreement, for the avoidance of doubt, (i) the termination consequences set forth in Section 12.4.4 of the License Agreement shall apply; and (ii) the licenses granted to Sanofi under Sections 7.3.1 and 7.3.3(ii) of the License Agreement and under Section 4.7 of this Agreement shall survive.
Specific Consequences. Upon termination of the Agreement by either party, or upon termination by Elan of a license for a particular country under Clause 9.4, the following shall be the consequences relating to the Territory or the particular country, as applicable:
10.2.1 any sums that were due from NitroMed to Elan under the provisions of this Agreement prior to its termination or expiry shall be paid in full within 14 days of termination of this Agreement and Elan shall not be liable to repay to NitroMed any amount of money paid or payable by NitroMed to Elan up to the date of the termination of this Agreement;
10.2.2 all representations and warranties shall insofar as are appropriate remain in full force and effect;
10.2.3 the provisions of this Agreement regarding with respect to confidentiality and non-use of materials or confidential information shall remain in effect for a further period of 7 (seven) years.
10.2.4 the rights of inspection and audit shall continue in force for the period referred to in the relevant provisions of this Agreement;
10.2.5 the license granted by El▇▇ ▇o NitroMed of the Elan Trademark under Clause 3.7.2.2 shall automatically terminate; provided, however, that NitroMed may utilize such license for a period not exceeding six (6) months after termination in connection with the sale of any inventory existing at the time of termination subject to the provisions of this Agreement regarding royalties in respect thereof;
10.2.6 any other provision of this Agreement which, by its nature, is intended to continue after termination, shall survive termination; and
10.2.7 any sub-license granted under Clause 2.2 shall automatically terminate.
Specific Consequences. Upon termination of the Agreement by either Party, or upon termination by EPIL of the EPIL License for a particular country under Clauses 9.6 herein, the following shall be the consequences relating to the Territory or the particular country, as applicable:
10.2.1 any sums that were due from EntreMed to EPIL under the provisions of this Agreement prior to its termination or expiry, or become due by virtue of such termination or expiry, shall be paid in full within thirty (30) calendar days of termination of this Agreement or termination of the EPIL Licence in a particular country, as applicable, and EPIL shall not be liable to repay to EntreMed any amount of money paid or payable by EntreMed to EPIL up to the date of the termination of this Agreement;
10.2.2 where a License Milestone Payment is due by reference to some period after an event, and termination occurs after such event but before the due date for such License Milestone Payment, such License Milestone Payment shall become immediately due and payable and shall be paid in accordance with the provisions of Clause 10.2.1; and for the avoidance of doubt, EntreMed’ liability for any then accrued License Milestone Payments shall not otherwise be affected by virtue of termination of this Agreement;
10.2.3 all representations and warranties shall insofar are appropriate remain in full force and effect;
10.2.4 the provisions of this Agreement regarding with respect to confidentiality and non-use of materials or confidential information shall remain in effect for a further period of 10 (ten) years from such date of termination. * The marked portions have been omitted pursuant to a request for confidential treatment and filed separately with the Securities Exchange Commission.
10.2.5 the rights of inspection and audit shall continue in force for the period referred to in the relevant provisions of this Agreement;
10.2.6 the license granted by EPIL to EntreMed of the EPIL Trademark under Clause 3.6.2.2 shall automatically terminate;
10.2.7 any other provision of this Agreement which, by its nature, is intended to continue after termination, shall survive termination;
10.2.8 any sub-license granted under Clause 2.2 shall automatically terminate;.
Specific Consequences