Activities Outside the Territory. Medeva agrees that it will not (i) seek approval, directly or indirectly, from the relevant regulatory authorities, to (A) qualify facilities to manufacture or finish the Product outside the Territory or (B) label or relabel the Product in a manner that would permit it to be marketed or sold outside the Territory, or (ii) sell or export the Product to any third party for use or resale outside the Territory, (iii) or sell the Product to any third party that it has reason to believe intends to resell or export the Product outside the Territory.
Activities Outside the Territory. Xanodyne agrees that neither it, nor any of its Affiliates, will: (a) file for Marketing Approval with respect to, market, distribute, promote or sell the Compound or any XenoPort Product anywhere in the world, except in the Territory, and, within the Territory, only in accordance with and under this Agreement; and (b) import to, or export from, the Territory the Compound and/or XenoPort Products except for the purposes of conducting development activities and/or manufacturing Compound and/or XenoPort Products, in each case, only in accordance with this Agreement. Xanodyne agrees that neither it, nor any of its Affiliates, will use or otherwise exploit XenoPort Patents and/or XenoPort Know-How, except as licensed in this Agreement.
Activities Outside the Territory. (a) GSK agrees that neither it, nor any of its Controlled Affiliates, will sell or provide the Compound or the Products to any Third Party if GSK or its relevant Controlled Affiliate knows, or has reason to believe, that the Compound and/or the Products, as the case may be, sold or provided to such Third Party would be sold or transferred, directly or indirectly, for use outside the Territory.
(b) XenoPort agrees that it and its Affiliates will not, and that it will use Commercially Reasonable Efforts to exercise its rights under any agreements with Astellas (including the Astellas Agreement) and any ROW Licensees to cause Astellas and such ROW Licensee(s) not to, sell or provide the Compound or the Product to any Third Party if XenoPort, its relevant Affiliate or Astellas or such ROW Licensee knows, or has reason to believe, that the Compound and/or the Products, as the case may be, sold or provided to such Third Party would be sold or transferred, directly or indirectly, for use in the Territory; provided, however, that nothing in this Agreement (including this Section 2.3(b)) shall be deemed [… * …]
(c) Subject to [… * …] with respect to [… * …], XenoPort agrees to keep GSK reasonably informed through the JDC of [… * …] directed to [… * …] to the extent XenoPort [… * …].
Activities Outside the Territory. Nycomed agrees that, to the extent permitted by applicable law, it will not (i) seek approval, directly or indirectly, from the relevant Regulatory Authorities, to (A) qualify facilities to *** CONFIDENTIAL TREATMENT REQUESTED. 28 manufacture or finish the Product outside the Territory or (B) label or relabel the Product in a manner that would permit it to be marketed or sold outside the Territory (other than in countries that are members of the EU), or (ii) sell or export the Product to any third party for use or resale outside the Territory (other than in countries that are members of the EU), or (iii) sell the Product to any third party that it has reason to believe intends to resell or export the Product outside the Territory (other than to countries that are members of the EU).
Activities Outside the Territory. XenoPort, or its Affiliates and/or other licensee(s), shall be responsible for launching and commercializing the XenoPort Products outside the Territory. XenoPort shall keep Xanodyne reasonably informed as to the progress of its, and/or (to the extent it is able to do so) its other licensees', launch and commercialization activities relating to the XenoPort Products outside the Territory, by way of updates to the JCC at its meeting and as otherwise reasonably requested by Xanodyne, but no more often than [**] other than at JCC meetings. It is understood and agreed that any and all commercialization efforts for the Compound and XenoPort Products outside the Territory shall be at the sole discretion and expense of XenoPort, its Affiliates or its other licensees.
Activities Outside the Territory. Endo acknowledges that DURECT retains all rights in and to the Product outside the Territory. Endo and its Affiliates shall not intentionally or knowingly, directly or indirectly, cause Product to be imported or transferred to countries outside the Territory for Commercialization outside the Territory. To the extent that Endo becomes aware that any Product is being exported or transferred from the Territory for Commercialization outside the Territory, Endo shall use reasonable commercial efforts to promptly xxxxx such activity.
Activities Outside the Territory. Neither Licensee nor its Affiliates will develop, file for Marketing Approval with respect to, use, make, have made, market, import, export, distribute, promote or sell the Compound and/or Product (nor assist or facilitate any Third Party in doing any of the foregoing) anywhere in the world, except in the Territory.
Activities Outside the Territory. Distributor shall not seek customers, establish branches or maintain distribution depots for the Products outside the Territory. Without limiting the foregoing, Distributor shall not sell the Products to any customer who Distributor knows or has reason to believe will sell or ship the Products outside the Territory.
Activities Outside the Territory. NYCOMED acknowledges that DURECT retains all rights in and to the Product outside the Territory. [* * *] * * * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
Activities Outside the Territory. API acknowledges that P&G has entered into an agreement with Ajinomoto Co., Inc., dated December 8, 1992 (the “Japan Agreement”), dealing with the marketing, promotion, sale and distribution of Risedronate within the country of Japan. A copy of that agreement, with certain financial terms redacted, has been delivered to API. The parties agree that P&G’s performance of its obligations under the Japan Agreement shall not be deemed to be in conflict with or violate any of the terms and conditions of the Collaboration Agreement Documents. P&G represents to API that after January 1, 2001, the parties shall be free to undertake the rights and obligations set forth in the Collaboration Agreement Documents in New Zealand and Australia.
