LTS Agreement definition
Examples of LTS Agreement in a sentence
For clarity, Astellas acknowledges that the LTS Agreement permits the cancellation of only one Purchase Order during any [***] period, and accordingly, Astellas agrees that it will only be entitled to cancel a Purchase Order for Patches to the extent no Purchase Orders have been canceled by either Party during the preceding [***] period.
For the avoidance of doubt, the LTS Royalties shall [***] such that they are [***] to the extent that NGX has an obligation to account to LTS for such royalties under the LTS Agreement.
NGX agrees to keep Astellas informed of the course of patent prosecution or other proceedings with respect to the Patent Rights within the Territory (including those licensed under the UC Agreement and LTS Agreement), and Astellas shall have the right to review pending patent applications and make recommendations to NGX concerning the foregoing.
If Astellas wishes NGX to file, prosecute or maintain such patent or patent application it shall inform NGX within [***] of receipt of the notice from NGX and NGX shall immediately (and in any event within the [***] period in Section 7.2(d) of the LTS Agreement) so inform LTS such that the provisions of Sections 7.2(d) and (e) of the LTS Agreement take effect.
This Supply Agreement shall become effective as of the Effective Date and, unless terminated otherwise in accordance with this Section 15, be in effect until the first to occur of (i) the expiry, on a country by country basis, of the LTS Agreement as amended on 4 June 2009 (ii) expiry of the Agreement, or (iii) a termination of the Agreement becomes effective or the expiry of the Wind-down Period, whichever is the later.
Astellas (or NGX in respect of any Assumed Patent) shall, [***], have the right to participate with counsel of its own choice, provided that it is understood that Astellas’ right to participate in any Enforcement Action with respect to the patents within the Patent Rights in-licensed to NGX under the LTS Agreement shall be subject to LTS’ consent.
NGX shall be responsible for facilitating the transfer to the Alternative Patch Supplier of all information regarding the then existing manufacturing process and quality procedures relating to the Patch, and all LTS Know-How (as defined in the LTS Agreement) that LTS is obligated to provide to NGX under Section 6.4(b) of the LTS Agreement and the Parties shall cooperate to assist with the qualification of such Alternative Patch Supplier as quickly as reasonably practicable.
In the event that Astellas provides NGX with artwork and/or text to be printed on units of Patches in accordance with Section 5.6 above, then to the extent that such requested changes to such artwork and/or text result in additional amounts being owed to LTS under Sections 2.13 or 2.14 of the LTS Agreement, Astellas agrees to reimburse NGX for all such cost and expenses charged by LTS to NGX in respect of such changes to the artwork and/or text to be printed on units of Patches.
NGX shall promptly notify Astellas of any Claims notified by LTS under this Section 17.4.3 or under Section 9.3 (c) of the LTS Agreement.
If CHRP wishes NGX to file, prosecute or maintain such patent or patent application it shall inform NGX within forty-five (45) days of receipt of the notice from NGX and NGX shall immediately (and in any event within the sixty (60) day period in Section 7.2(d) of the LTS Agreement) so inform LTS such that the provisions of Sections 7.2(d) and (e) of the LTS Agreement take effect.