Access to Third Person Rights. If at any time during the term of this Agreement access to a Third Person's intellectual property rights becomes necessary, advantageous or reasonably useful to make, use, sell, offer for sale and/or import a Product in the Field ("Third Person Rights"), Lumara or Antares shall have the right to acquire access to such Third Person Rights via a license or otherwise as described in this Section 8.2(d). Any decision to access such Third Person Rights will be discussed by the Joint Project Team. To the extent such Third Person Rights are solely related to the Drug, Lumara may acquire access to such Third Person Rights and shall be responsible for any acquisition cost to be paid to such Third Person (i.e., all consideration paid in connection with such acquisition including, without limitation, signing-fees, milestone payments and royalties) ("Access Costs") relating to such access. To the extent such Third Person Rights are unrelated to the Drug incorporated in the Product but is otherwise related to the Product, Antares will have the first right, but not the obligation, to acquire access for Lumara to such Third Person Rights, in which case Antares shall be responsible for any related Access Costs. If Antares fails to acquire access to such Third Person Rights within a reasonable period of time following discussion by the Joint Project Team (but not to exceed ninety (90) days), Lumara will have the right, but not the obligation, to acquire such TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED access, in which case Lumara shall be responsible for any related Access Costs, provided, however, that Lumara may credit any such Access Costs incurred against any royalties or other payments otherwise payable to Antares under this Agreement.
Access to Third Person Rights. If, after the Effective Date, access to a Third Person’s intellectual property rights becomes necessary, advantageous or reasonably useful to make, use, sell, offer for sale and/or import Product in the Field (“Third Person Rights”), Lilly shall have the right to acquire access to such Third Person Rights via license or otherwise. Any decision to access such Third Person Rights will be discussed by the Joint Coordination Team. Upon acquisition of such Third Person Rights, fifty percent (50%) of the acquisition cost paid by Lilly (i.e., 50% of all consideration paid by Lilly in connection with such acquisition including, without limitation, signing-fees, milestone payments and royalties) for access to Third Person Rights, via license or otherwise, shall be credited against future royalties owed to Antares by Lilly under this Agreement, such credit to be applied at the rate of fifty percent (50%) of future royalties due Antares by Lilly until the credit is fully utilized. Any access to such Third Person Rights shall be shared by the Parties (i.e., joint access).
Access to Third Person Rights. If, after the Effective Date, access to a Third Person's intellectual property rights becomes necessary or, in the mutual opinion of Generex and Lilly, advantageous or reasonably useful to make, use, sell, offer to sell and/or import a particular Product in the Field in a particular country ("Third Person Rights"), Lilly shall have the right to acquire access to the Third Person Rights via license or otherwise. Upon such acquisition the following circumstances shall apply * * * *
Access to Third Person Rights. If, after the Effective Date, access to a Third Person's intellectual property rights becomes necessary or, in the mutual opinion of Generex and Lilly, advantageous or reasonably useful to make, use, sell, offer to sell and/or import a particular Product in the Field in a particular country ("Third Person Rights"), Lilly shall have the right to acquire access to the Third Person Rights via license or otherwise. Upon such acquisition the following circumstances shall apply provided that such Third Person Rights relate to buccal delivery of Product and not to the Compound, per se:
1. Acquisition Cost. [**] percent ( [**] %) of the acquisition cost paid by Lilly (i.e., [**] % of all consideration paid by Lilly in connection with such acquisition including, without limitation up-front payments, milestones payments and royalties) for access to Third Person Rights via license or otherwise shall be credited against future royalties owed to Generex by Lilly in respect of activities in the subject country or countries for that particular Product under this Agreement.
