ROFR Target definition

ROFR Target means (a) an Antigen that is or becomes the subject of Refusal Rights which a Party has granted or is contractually required to grant to a Third Party as a result of an agreement between such Party (or any of its Affiliates) and a Third Party that was entered into prior to the Effective Date (regardless of whether the Antigen(s) with respect to which the Third Party shall have Refusal Rights is selected by such Third Party prior to the Effective Date), without giving effect to any renewal, extension, revision, amendment or other modification to such agreement entered into after the Effective Date that provides to the Third Party (i) a right to designate an additional number of Antigens to which such Third Party shall have Refusal Rights; or (ii) that provides for any extension of time for such Third Party to exercise its Refusal Rights (other than any extension provided for in such agreement as it exists as of the Effective Date), or (b) an Antigen that Kirin has selected as an In-House Target prior to the Effective Date, as confirmed by the Shared Exclusive Antigen List; provided, however, that in the case of any Antigen selected by Kirin as an In-House Target prior to the Effective Date, such Antigen shall be a ROFR Target only for the period beginning on the Designation Date for such Antigen and ending on the [*] of such date, or such earlier date as such ROFR Rights are terminated in accordance with Section 4.3.3(e) hereof, at which time such ROFR Target shall remain a Kirin Reservation Target until the end of Reservation License Period or until Kirin abandons such Kirin Reservation Target pursuant to Section 5.4 hereof.
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Examples of ROFR Target in a sentence

  • With respect to each Antigen for which Medarex exercises its rights under a Reservation License, Medarex shall (a) add such Antigen to the Medarex Non-Exclusive Antigen List (or, if such Antigen is a ROFR Target, Medarex shall add such Antigen to the Shared Exclusive Antigen List or the Medarex Restricted Antigen List, as the case may be) pursuant to Section 2.3.2(b)(i) hereof, and (b) pay to Kirin the Reservation License Fee, if any, pursuant to Section 10.2 hereof.

  • In the event that Medarex desires to exercise or grant rights with respect to an Antigen pursuant to Section 4.1 hereof on behalf of a Third Party, or to exercise its rights under a Commercial License on behalf of a Medarex Partner or Medarex In-House Collaborator with respect to an Antigen and, pursuant to Section 3.2 hereof, has knowledge that such Antigen is a ROFR Target for which Kirin holds Refusal Rights, Medarex shall provide a written notice thereof to Kirin.

  • In the event that Kirin desires to exercise rights under a Commercial License with respect to an Antigen that is a ROFR Target with respect to which Kirin has granted Refusal Rights to a Third Party, Kirin shall notify the ROFR Party that a Person has requested rights with respect to the Antigen, and Kirin shall also promptly provide a copy of such notice to Medarex and indicate the type of Commercial License under which Kirin desires to exercise rights with respect to such Antigen.