Achievement of Milestones. (a) The University must deliver the Project so as to achieve the Milestones by the applicable Milestone Dates and meet all other applicable timeframes as set out in this Agreement.
(b) The University must provide written notice to the Collaborator on achievement of each Milestone.
(c) Where the University is unable to achieve a Milestone, it must provide notice to the Collaborator as soon as possible after becoming aware, including setting out the expected delay and steps being implemented to mitigate the delay to the Milestone Date.
(d) The University will not be responsible for any delay or failure to meet a Milestone if such failure or delay is due to delay or failure of the Collaborator to:
(i) carry out the tasks allocated to it for the Project under Schedule 1; or
(ii) provide the In-kind Contributions or Pre-existing IPR which are designated as the Collaborator's responsibility.
Achievement of Milestones. From and after the Closing Date and until the earliest of (i) payment, in full, by Purchaser of all Milestone Payments as required by this Agreement, (ii) Purchaser’s determination using commercially reasonable standards consistent with the exercise of prudent scientific and business judgment and consistent with those standards used by Purchaser for its other therapeutic products at a similar stage of development and with similar commercial potential, to terminate the development of the Product before the corresponding Milestone Event has occurred, in which event Purchaser shall provide notice to Seller within fifteen (15) days after any such determination, and (iii) the tenth (10th) anniversary of the Closing Date, Purchaser shall use its commercially reasonable and diligent efforts (as defined in Section 11.07(b)) to achieve each of the Milestone Events.
Achievement of Milestones. (a) The University must deliver the Services so as to achieve the Milestones by the applicable Milestone Dates and meet all other timeframes as specified in this Agreement.
(b) The University must provide written notice to the Client on achievement of each Milestone.
(c) Where the University is unable to achieve a Milestone, it must provide notice to the Client as soon as possible after becoming aware, including setting out the expected delay and steps being implemented to mitigate the delay to the Milestone Date.
(d) The University will not be responsible for any delay or failure to meet a Milestone if such failure or delay is due to delay or failure of the Client to provide the Materials or assistance in accordance with clause 15.4.
Achievement of Milestones. 6.1 Each party shall have the relevant rights, and shall comply with the provisions, set out in schedule 3 (Milestones and Deliverables) in relation to the achievement of Milestones.
Achievement of Milestones. (a) In the event that Orbital fails to achieve any Category A Milestone in accordance with the Category A Milestone Achievement Criteria on or before the scheduled completion date shown in Exhibit C, ORBCOMM Global shall be relieved of its obligation to pay the applicable amounts specified for such Category A Milestone until such time as Orbital achieves such Category A Milestone in accordance with the Category A Milestone Achievement Criteria or obtains a waiver in writing from ORBCOMM Global for such achievement. The invoicing and payment procedure referred to Section 4.1 shall then apply mutatis mutandis. This, together with any additional rights and remedies ORBCOMM Global may have under Article 12 - Termination, shall constitute ORBCOMM Global's exclusive right and remedy for Orbital's failure to achieve any or all such Category A Milestones. Orbital's failure to timely complete any milestone shall not relieve ORBCOMM Global from its obligation to pay for other achieved milestones.
(b) If ORBCOMM Global concludes that the milestone event for which any invoices have been submitted has not been successfully completed in accordance with the requirements of this Agreement or that any condition established by this Agreement as prerequisite to payment has not been fulfilled, it shall provide Orbital written exceptions within ten (10) business days after receipt of the invoice, specifying in detail the non-conformance. The applicable payments shall be made within five (5) business days after ORBCOMM Global's receipt of Orbital's response, in writing, addressing in detail each of ORBCOMM Global's exceptions and, in the event of any Category A Milestone, demonstrating to the reasonable satisfaction of ORBCOMM Global that the milestone requirements have been successfully completed; provided, however, if, with respect to any such Category A Milestone, ORBCOMM Global reasonably concludes that Orbital's response to ORBCOMM Global's exceptions to be non-responsive and so notifies Orbital as provided in Subsection 4.3(c) below, ORBCOMM Global may, at its sole discretion, defer any unpaid amount of the relevant Category A Milestone payment until the resolution of the matter as described in Subsection 4.3(c) below.
(c) In the event ORBCOMM Global concludes that Orbital has been non-responsive to ORBCOMM Global's exception to a Category A Milestone, ORBCOMM Global shall notify Orbital thereof in writing (the "EXCEPTION NOTIFICATION") within ten (10) business days after...
Achievement of Milestones. Argo shall exercise (and cause its Affiliates, including Merger Sub, to exercise) best efforts, including devoting adequate resources and personnel, to achieve the Milestones set forth in Section 2.04(a)(ii) within the Milestone Period, and to have a sufficient number of Ordinary Shares authorized for issuance at the time a Milestone is achieved or a payment is otherwise due.
Achievement of Milestones. Upon achievement of a Milestone, Omeros shall notify SMRI as set forth in Section 3.7.2 below. SMRI and Omeros shall meet promptly, in person or by teleconference, in order to determine whether SMRI will make and Omeros will accept a further equity investment plus associated grant funding with respect to such Milestone up to the amounts set forth in Section 2.2.2 as may be mutually agreed. SMRI shall make any agreed upon further payments of further equity investment plus associated grant funding to Omeros within thirty (30) days of determination of the JPAC that a Milestone has been satisfied and achieved. It is the intent of the Parties that the total equity investment(s) made by SMRI under this Agreement equal 34-35% of the total funding (including equity investments plus Grant Funds) provided by SMRI to Omeros under this Agreement.
Achievement of Milestones. The Company shall have achieved the Milestones as determined in accordance with Section 2.4.”
Achievement of Milestones. Each Regulatory Milestone and each Commercial Milestone (collectively, “Milestones”) shall be payable a maximum of one time regardless of the number of times such Milestone is achieved under this Agreement. All milestone payments made to Everest pursuant to Sections 6.2 and 6.3 shall be non-refundable and shall not be creditable against any other amount due to Everest pursuant to this Agreement. The maximum amount payable by Immunomedics by Everest under Sections 6.2 and 6.3 is one hundred seventy-five million U.S. Dollars (US$175,000,000). No amounts shall be owed to Everest by Immunomedics under (i) Section 6.1(c) if the milestone event therein is not achieved within eighteen (18) months of the Termination Effective Date and (ii) Section 6.2 or Section 6.3 with respect to any Development Milestone Event or Commercial Milestone Event first achieved on or after the fifteenth (15th) year anniversary of the Termination Effective Date. WITHOUT LIMITING THE FOREGOING, THE PARTIES AGREE THAT THE REGULATORY MILESTONE EVENTS AND COMMERCIALIZATION MILESTONE EVENTS SET FORTH IN THIS AGREEMENT ARE MERELY INTENDED TO DEFINE THE REGULATORY MILESTONE PAYMENTS AND COMMERCIALIZATION MILESTONE PAYMENTS IF SUCH REGULATORY MILESTONE EVENTS AND COMMERCIALIZATION MILESTONE EVENTS ARE ACHIEVED. NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, THAT IMMUNOMEDICS WILL BE ABLE TO SUCCESSFULLY DEVELOP OR COMMERCIALIZE THE LICENSED PRODUCT IN THE TERRITORY OR, IF COMMERCIALIZED, THAT ANY PARTICULAR SALES LEVEL OF THE LICENSED PRODUCT WILL BE ACHIEVED OR THAT ANY LEVEL OF EFFORT WILL BE MADE IN THE DEVELOPMENT OR COMMERCIALIZATION OF THE LICENSED PRODUCT IN THE TERRITORY.
