NVS definition
Examples of NVS in a sentence
If within ten days of receipt of the NVS Conversion Notice the Investors and the Company have not agreed with such Investor to permit the NVS Conversion, such matter shall be finally determined by a committee of the Board consisting of those independent members designated pursuant to Section 3.2(1)(b)(ii).
Such outside counsel or consultant engaged by NVS will be permitted to disclose to NVS only whether or not it agrees with HMI’s determination that the proposed ophthalmic target is an Occupied Target.
If NVS in good faith questions why a proposed ophthalmic target is an Occupied Target, then upon request HMI shall promptly provide reasonable evidence as to why such target is an Occupied Target, which evidence may be provided by HMI to NVS’ outside counsel or another outside consultant engaged by NVS to confirm such status.
Such Investor shall consult with the other Investors and the Company in order to collectively determine whether such NVS Conversion (i) would trigger a Potential Group Determination, as defined in the Organizational Documents, or (ii) would create a Regulatory Problem.
As of the Effective Date, NVS has selected [***] as its first Ophthalmic Target under this Agreement.
If, at the time of HMI’s receipt of such notice, the proposed ophthalmic target is an Occupied Target, then NVS may select another proposed target (and another if such other proposed target is an Occupied Target and so on) until such time that NVS selects an ophthalmic target that is not an Occupied Target, at which point such proposed ophthalmic target will be added as an Ophthalmic Target under this Agreement.
NVS will delay any such proposed publication or presentation for a reasonable period (not to exceed [***] after HMI receives such proposed publication or presentation) to permit HMI to make filings for patent protection and will otherwise remove Confidential Information of HMI identified by HMI in such publication or presentation.
Schedule 4.5 (Third Party License Terms) sets forth certain obligations under (a) the COH License that apply to certain COH Patent Rights and (b) the Caltech License that apply to certain Caltech Patent Rights, and NVS will comply with those terms applicable to sublicensees under such licenses that have been [***] disclosed to NVS by HMI.
HMI will designate one of its JSC members as one of the co-chairpersons of the JSC and NVS will designate one of its members as the other co-chairperson of the JSC.
NVS will notify HMI within [***] after achievement of each Development Milestone Event.