Commercially Reasonable Diligent Efforts definition

Commercially Reasonable Diligent Efforts means the commercially reasonable diligent exercise, dedication and expenditure of efforts, money, personnel, and resources as reasonably needed to complete each of the events triggering the additional payments to Seller set forth in Sections 3.1(b), (c) and (d). Such efforts shall be documented and must be consistent with those utilized by companies of similar size and type.
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Commercially Reasonable Diligent Efforts means a reasonable level of efforts, commensurate with the efforts that a similarly situated biotechnology company would devote to a product of similar potential and having similar commercial advantages and disadvantages, taking into account all relevant commercial factors such as: [ * ] In assessing Commercially Reasonable Diligent Efforts [ * ] = 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.
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Commercially Reasonable Diligent Efforts means a reasonable level of efforts, commensurate with the efforts that a similarly situated biotechnology company would devote to a product of similar potential and having similar commercial advantages and disadvantages, taking into account all relevant commercial factors such as: [ * ] In assessing Commercially Reasonable Diligent Efforts RBG and its Affiliates will ignore any negative impact to RBG and its Affiliates of Licensor’s Net Profit share or RBNV’s rights set forth in Section 3.1 and 3.2 of the Definitive Commercial Agreement among RBG, RBNV and Dynavax of even date with this Agreement.
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Examples of Commercially Reasonable Diligent Efforts in a sentence

  • Upon execution of this Agreement, Buyer shall proceed with Commercially Reasonable Diligent Efforts to complete each of the events triggering the additional payments to Seller set forth in Sections 3.1(b), (c) and (d) above.

  • For the avoidance of doubt, Wyeth shall ramp up the run rate in its sole discretion and use Commercially Reasonable Diligent Efforts to have the Facility running at full Commercial Production by the Sourcing Date.

  • Wyeth shall use its Commercially Reasonable Diligent Efforts to avoid any material adverse impact on the conduct of either the Technology Transfer or the activities necessary to support FDA Approval as a result of the implementation of the enterprise resource planning system from SAP at Wyeth's Andover, Massachusetts facility during the Term.

  • In addition, Genentech shall use Commercially Reasonable Diligent Efforts to cooperate with and assist Wyeth in its efforts to perform Wyeth's obligations arising under the Transaction Agreements prior to the Sourcing Date.

  • During the Technology Transfer, Wyeth shall use its Commercially Reasonable Diligent Efforts to conduct Development Runs at such size and in such quantity (subject to the remaining provisions of this Section 4.7) sufficient to produce [*] Completed Development Runs as set forth in the Technology Transfer Project Plan and to achieve Development Run Completion as quickly as possible using as few Development Run Starts as possible.

  • Wyeth shall use its Commercially Reasonable Diligent Efforts to meet those Wyeth obligations arising under the Transaction Agreements prior to the Sourcing Date in a timely manner and in accordance with the terms and conditions hereof; provided that Wyeth's responsibilities during the Technology Transfer are limited to Wyeth's obligations under the Transaction Agreements.

  • In addition, Wyeth shall use its Commercially Reasonable Diligent Efforts to cooperate with and assist Genentech in its efforts to perform Genentech's obligations arising under the Transaction Agreements prior to the Sourcing Date.

  • Genentech shall use its Commercially Reasonable Diligent Efforts to meet those Genentech obligations arising under the Transaction Agreements prior to the Sourcing Date in a timely manner and in accordance with the terms and conditions thereof; provided that Genentech's responsibilities during the Technology Transfer are limited to Genentech's obligations under the Transaction Agreements.

  • Each Party further agrees to use Commercially Reasonable Diligent Efforts to correct the Force Majeure Event as quickly as practicable and to give the other Party prompt written notice when it is again fully able to perform such obligations.

  • Nothing in this Section 24.1 shall, however, release such Party from using its Commercially Reasonable Diligent Efforts to avoid or remove all such causes.


More Definitions of Commercially Reasonable Diligent Efforts

Commercially Reasonable Diligent Efforts means: [*] Notwithstanding the foregoing, to the extent that the performance of a Party's obligations hereunder is adversely affected by the other Party's failure to perform its obligations hereunder, such Party would not be deemed to have failed to use its Commercially Reasonable Diligent Efforts in performing the adversely affected obligations.
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Related to Commercially Reasonable Diligent Efforts

  • Commercially Reasonable Efforts means efforts which are designed to enable a Party, directly or indirectly, to satisfy a condition to, or otherwise assist in the consummation of, the transactions contemplated by this Agreement and which do not require the performing Party to expend any funds or assume liabilities, other than expenditures and liabilities which are reasonable in nature and amount in the context of the transactions contemplated by this Agreement.

  • Diligent Efforts means, with respect to a Party’s obligations hereunder, the carrying out of obligations or tasks in a sustained manner consistent with the efforts a Party devotes to a research, development or marketing project for a pharmaceutical product or products of similar market potential, profit potential or strategic value resulting from its own research efforts, based on conditions then prevailing, which efforts shall in any event be no less than those which would be considered reasonable in the pharmaceutical or biotechnology industries.

  • Commercially Reasonable or “Commercially Reasonable Efforts” means, with respect to any action required to be made, attempted or taken by a Party under this Agreement, the level of effort in light of the facts known to such Party at the time a decision is made that: (a) can reasonably be expected to accomplish the desired action without a material increase in costs incurred by such Party; (b) is consistent with Prudent Industry Practices; and (c) takes into consideration the amount of advance notice required to take such action, the duration and type of action and the competitive environment in which such action occurs.

  • Reasonable Efforts means, with respect to any action required to be made, attempted, or taken by an Interconnection Party or by a Construction Party under Tariff, Part IV or Tariff, Part VI, an Interconnection Service Agreement, or a Construction Service Agreement, such efforts as are timely and consistent with Good Utility Practice and with efforts that such party would undertake for the protection of its own interests. Regional Entity:

  • Reasonable Commercial Efforts means, with respect to the applicable obligation of the Company, reasonable commercial efforts for similarly situated, publicly-traded companies.

  • Best Efforts the efforts that a prudent Person desirous of achieving a result would use in similar circumstances to ensure that such result is achieved as expeditiously as possible; provided, however, that an obligation to use Best Efforts under this Agreement does not require the Person subject to that obligation to take actions that would result in a materially adverse change in the benefits to such Person of this Agreement and the Contemplated Transactions.

  • Commercially Useful Function means responsibility for the execution of a distinct element of the work of the contract, which is carried out by actually performing, managing, and supervising the work involved, evidencing the responsibilities and risks of a business owner such as negotiating the terms of (sub)contracts, taking on a financial risk commensurate with the contract or its subcontract, responsibility for acquiring the appropriate lines of credit and/or loans, or fulfilling responsibilities as a joint venture partner as described in the joint venture agreement.

  • Reasonable Distance means a distance that has regard to the Employee’s original work location, current home address, capacity of the Employee to travel, additional travelling time, effects on the personal circumstances of the affected Employee, including family commitments and responsibilities and other matters raised by the Employee, or assistance provided by their Employer.

  • Active efforts means the following:

  • Reasonable Best Efforts means best efforts, to the extent commercially reasonable.

  • Use shall have the meaning given to such term under the HIPAA regulations in 45 CFR § 160.103.

  • professional diligence means the standard of skill and care that a Member would be reasonably expected to exercise towards a Client, commensurate with-

  • Good Faith Efforts means actions undertaken by a bidder or contractor to achieve a Contract Specific Goal that the CPO or his or her designee has determined, by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the program’s requirements.

  • Commercialize or “Commercialization” means the marketing, promotion, sale (and offer for sale or contract to sell), distribution, importation or other commercial exploitation (including pricing and reimbursement activities) for a Product in the Territory. Commercialization shall include commercial activities conducted in preparation for Product launch.

  • Reasonable grounds means that a reasonable person in your position would also suspect the information indicates misconduct or a breach of the law.

  • Develop means to engage in Development.

  • Communicable disease means an illness caused by an infectious agent or its toxins that occurs through the direct or indirect transmission of the infectious agent or its products from an infected individual or via an animal, vector or the inanimate environment to a susceptible animal or human host.

  • Commercially Sensitive Information means the Information (i) listed in the Commercially Sensitive Information Schedule; or (ii) notified to the Authority in writing (prior to the commencement of this Contract) which has been clearly marked as Commercially Sensitive Information comprised of information:

  • Commercially Sensitive Information Schedule means the Schedule containing a list of the Commercially Sensitive Information.

  • Commercialise means to promote, market, distribute, sell and/or otherwise commercialise a product, and Commercialising and Commercialisation shall be construed accordingly;

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

  • Reasonable Steps means those steps the Receiving Party takes to protect its own similar proprietary and confidential information, which must not be less than a reasonable standard of care.

  • Contractor Commercially Sensitive Information means the information listed in the Contractor Commercial Sensitive Information Annex to the Contract being information notified by the Contractor to the Authority which is acknowledged by the Authority as being commercially sensitive information.

  • Reasonable further progress means such annual incremental reductions in emissions of the relevant air pollutant as are required by the applicable implementation plan or may reasonably be required by the Director for the purpose of ensuring attainment of the applicable ambient air quality standard by the applicable date.

  • Autism spectrum disorders means any of the pervasive developmental disorders as defined by the Diagnostic and Statistical Manual of Mental Disorders, 4th edition, published by the American Psychiatric Association, including autistic disorder, Asperger's disorder and pervasive developmental disorder not otherwise specified.[PL 2011, c. 420, Pt. A, §26 (RAL).]

  • Autism spectrum disorder means a neuro-developmental condition typically appearing in the first three years of life that significantly affects a person's ability to communicate, understand relationships and relate to others, and is frequently associated with unusual or stereotypical rituals or behaviours.