Commercialization Event definition

Commercialization Event means either of the following with respect to a Product: (i) entry into a business arrangement with a Third Party (whether through a license and/or development agreement, distribution agreement, joint venture, co-promotion, or other structure) for the further development, clinical testing, marketing and/or sale of such Product in one or more markets, or (ii) decision by the Steering Committee to engage MSS to commercially distribute such Product in one or more markets directly to end users or through distribution channels set up by MSS (rather than through a Third Party).
Sample 1Sample 2Sample 3
Commercialization Event means either of the following with respect to a Product: (i) entry into a business arrangement with a Third Party (whether through a license and/or development agreement, distribution agreement, joint venture, co-promotion, or other structure) -------- * Confidential Treatment requested. 2 for the further development, clinical testing, marketing and/or sale of such Product in one or more markets, or (ii) decision by the Steering Committee to engage MSS to commercially distribute such Product in one or more markets directly to end users or through distribution channels set up by MSS (rather than through a Third Party).
Sample 1
Commercialization Event means the date on which the Purchaser’s receipt of Gross Revenue meets or exceeds $5,000,000 in the aggregate, and “Gross Revenue” means the gross amount of revenue collected on sales of the Product by the Purchaser (including its Affiliates) or any sub-licensee thereof in accordance with the Purchaser’s then-current revenue recognition policies and procedures. The “Measurement Date” means the date on which the Purchaser’s receipt of Gross Revenue meets or exceeds $4,000,000 in the aggregate. In the event that, prior to the earlier of a Commercialization Event or the fifth (5th) anniversary of the Closing Date, the Purchaser undergoes a take-private or other corporate transaction that results in the Purchaser’s shares of stock no longer being listed on a stock exchange or on the over-the-counter markets, then at the closing of any such corporate transaction, the Purchaser shall place into escrow cash in the aggregate amount of $2,000,000 that shall remain in escrow until either (i) a Commercialization Event occurs, in which case the $2,000,000 shall be released to the Sellers or (ii) a Commercialization Event has not occurred on or before the fifth (5th) anniversary of the Closing Date, in which case the $2,000,000 shall be released to the Purchaser or its successor.
Sample 1

Examples of Commercialization Event in a sentence

  • MSS shall be the sole and exclusive owner of MSS Innovations, any Product based thereon after a Commercialization Event, the Brand Name(s), and all Intellectual Property Rights in the foregoing, subject to the University's right to share in Net Proceeds generated from the commercialization thereof in accordance with this Agreement.

  • After a Commercialization Event occurs with respect to a Product and Net Proceeds are being generated, the Steering Committee will determine a percentage of the Net Proceeds that will be directed into an MSS sinking fund out of which future costs that are deductible in computing Net Proceeds in accordance with the definition of "Net Proceeds" in Section 1 above and any liabilities incurred will be paid.

  • The Purchaser shall notify the Sellers in writing of the occurrence of the Commercialization Event within thirty (30) days after the end of the calendar quarter in which the Commercialization Event occurred.

  • Notwithstanding anything to the contrary herein, if the Commercialization Event does not occur by the fifth (5th) anniversary of the Closing Date, the corresponding shares of Milestone Stock will be deemed to be forfeited and will not be due or issuable to the Sellers in any respect.

  • The Milestone Stock shall become due and issuable to the Sellers fifteen (15) Business Days after the Purchaser delivers notice of the occurrence of the Commercialization Event.

  • The Purchaser may in its discretion make such business decisions and take such actions relating to the sale of the Product as the Purchaser shall determine are necessary or desirable, provided that the Purchaser shall (i) use commercially reasonable efforts to commercialize the Product and (ii) without limiting the generality of the foregoing, not take any action in bad faith with the sole intent of avoiding the Commercialization Event.

  • The Purchaser shall maintain complete and accurate records in sufficient detail in relation to this Agreement to permit the Sellers to confirm the achievement of the Commercialization Event and the amount of Royalty and other payments under this Agreement.

  • Pfizer shall be obligated to make each such payment only once with respect to each Product that is the subject of the Commercialization Event.

  • Pfizer shall pay Icagen, on achievement of each commercialization event set forth below (“Commercialization Event”), the payment listed opposite such Commercialization Event with respect to each Product.


More Definitions of Commercialization Event

Commercialization Event means either of the following with respect to a Product: (i) entry into a business arrangement with a Third Party (whether through a license and/or --------- * Confidential treatment has been requested with respect to portions of this document. Omitted portions have been filed separately with the Securities and Exchange Commission. 2 development agreement, distribution agreement, joint venture, co-promotion, or other structure) for the further development, clinical testing, marketing and/or sale of such Product in one or more markets, or (ii) decision by the Steering Committee to engage MSS to commercially distribute such Product in one or more markets directly to end users or through distribution channels set up by MSS (rather than through a Third Party).
Sample 1
Commercialization Event means either the signing of an out-licensing agreement or the commencement of clinical trials for any of the Hit Series Compounds.
Sample 1
Commercialization Event means a Commercialization Agreement with a non- Affiliated third party concerning one or more of the following events:
Sample 1

Related to Commercialization Event

  • Commercialization or “Commercialize” means activities directed to marketing, promoting, research and development as required, manufacturing for sale, offering for sale, distributing, importing or selling a product, including sub-licensing or sub-contracting of these activities.

  • Development Milestone Event has the meaning set forth in Section 7.1.

  • Collaboration Compound means any of the following: (a) FG-4592, (b) any HIF Compound (other than FG-4592) that is added to this Agreement pursuant to Section 3.6, and (c) any salts, esters, complexes, chelates, crystalline and amorphous morphic forms, pegylated forms, enantiomers (excluding regioisomers), prodrugs, solvates, metabolites and catabolites of any of the foregoing ((a) or (b)).

  • Commercialization Plan has the meaning set forth in Section 6.2.

  • Collaboration Product means a pharmaceutical product containing or comprising Compound in any dosage form alone, or in combination with, one or more other pharmaceutically active ingredients, and any and all Improvements thereto.

  • Development Activity means any activity defined as Development which will necessitate a Floodplain Development Permit. This includes buildings, structures, and non-structural items, including (but not limited to) fill, bulkheads, piers, pools, docks, landings, ramps, and erosion control/stabilization measures.

  • Product Candidate means any pharmaceutical product developed, manufactured and/or tested by or on behalf of the Company that has not received a Regulatory Authorization for commercial distribution other than in connection with pre-clinical or clinical trials.

  • Development Activities means any activity, including the discharge of dredged or fill material, which results directly in a more than de minimus change in the hydrologic regime, bottom contour, or the type, distribution or diversity of hydrophytic vegetation, or which impairs the flow, reach, or circulation of surface water within wetlands or other waters;

  • Collaboration Target means the Initial Collaboration Targets set forth on Exhibit F and any Additional Target or Substitute Target that is selected in accordance with Section 3.3 of this Agreement.

  • Development Candidate means a Collaboration Compound designated by Biogen Idec as a Development Candidate in accordance with Section 2.6.

  • Joint Commercialization Committee or “JCC” has the meaning set forth in Section 3.4 (Joint Commercialization Committee).

  • Development Program means the implementation of the development plan.

  • Research Program Term has the meaning set forth in Section 2.2.

  • Milestone Event has the meaning set forth in Section 8.4.

  • Phase I Clinical Study means a human clinical study of a product, the principal purpose of which is a preliminary determination of safety in healthy individuals or patients, as described in 21 C.F.R. 312.21(a).

  • Development Milestone Payment shall have the meaning set forth in Section 9.2(a).

  • Commercializing means to engage in Commercialization and “Commercialized” has a corresponding meaning.

  • Collaboration Know-How means all Know-How conceived, discovered, developed or otherwise made by or on behalf of a particular Party or any of its Affiliates or permitted subcontractors of any of the foregoing (solely or jointly by or on behalf of a particular Party or any of its Affiliates or permitted subcontractors of any of the foregoing) in the course of [***].

  • Development Period means the period from the date of this Agreement until the Appointed Date;

  • Collaboration Term has the meaning set forth in Section 2.1(h).

  • Phase III Clinical Trials means a Clinical Trial for the Product on sufficient numbers of patients to generate safety and efficacy data to support Regulatory Approval in the proposed therapeutic indication, conducted in accordance with current good clinical practices and in accordance with a protocol that has been reviewed by the FDA and reflects any comments or concerns raised by the same.

  • Phase I Clinical Trial means a clinical trial conducted in healthy humans or patients, which clinical trial is designed to establish the safety, drug-drug interactions and/or pharmacokinetics of an investigational drug given its intended use, and to support continued testing of such drug in Phase II Clinical Trials.

  • Phase III Clinical Study means a human clinical study of a product on a sufficient number of subjects that is designed to establish that such product is safe and efficacious for its intended use, and to determine warnings, precautions, and adverse reactions that are associated with such product in the dosage range to be prescribed, which trial is intended to support Regulatory Approval of such product, as described in 21 C.F.R. 312.21(c). 1.185. [***] 1.186. [***]

  • Research Program has the meaning set forth in Section 2.1.

  • Licensed Program means the executable processing programs of licensed information, which is composed of various modules in the Licensed Software package provided by the Licensor.

  • Clinical Study means a Phase I Study, Phase II Study, Phase III Study, or Pivotal Study, as applicable; but excluding any Post-Approval Studies.