Additional CoDev Options Sample Clauses

Additional CoDev Options. In the event that PIRS has exercised a PIRS CoDev Option with respect to a Collaboration Product, then SGEN shall have the obligation to issue an Option Notice for any Collaboration Product(s) (including, for avoidance of doubt, Additional Collaboration Products) that has the [***] as the CoDev Product at the time that such Collaboration Product reaches the [***], but only if such Collaboration Product is being (or is intended to be) Developed in [***] with respect to the corresponding CoDev Product. The process for the issuance of such Option Notice shall be as set forth in Section 4.4.2.2. In the event that PIRS exercises a PIRS CoDev Option for a Collaboration Product as contemplated under this Section 4.3.6.2, the resulting CoDev Product shall be treated the same as the first CoDev Product under this Agreement. If PIRS does not exercise a PIRS CoDev Option for a Collaboration Product as set forth above, such Collaboration Product shall become an Exclusive Product. For the avoidance of doubt, SGEN shall have no obligation to issue an Option Notice for (i) any Collaboration Product that does not include the [***] as a CoDev Product, or (ii) any Collaboration Product that includes the [***] as a CoDev Product but is not being Developed in [***] (with (ii) being a “[***] CoDev Product”). For the purpose of this Agreement, “[***]” or “[***]” shall mean that [***] being or planned to be evaluated in a Pivotal Clinical Study for such CoDev Product and such Collaboration Product, as determined in good faith by the Parties at the time of the (potential) Option Notice for such Collaboration Product, overlap in at Portions of the exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. CONFIDENTIAL TREATMENT REQUESTED least [***] (including, for avoidance of doubt, different [***] within the same Indication). For any [***] CoDev Product, SGEN shall not Initiate a Pivotal Clinical Study in [***] that would have represented a Development in [***] with respect to the corresponding CoDev Product until the earlier of (i) [***] years after the Initiation of the first Pivotal Clinical Study for the [***] CoDev Product or (ii) termination of the clinical Development of the corresponding CoDev Product in the [***] that would have represented a Development...
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Related to Additional CoDev Options

  • Uniform Commercial Code Terms All terms used herein and defined in the Uniform Commercial Code as adopted in the State of New York from time to time (the “Uniform Commercial Code”) shall have the meaning given therein unless otherwise defined herein. Without limiting the foregoing, the terms “accounts”, “chattel paper”, “commercial tort claims”, “instruments”, “general intangibles”, “goods”, “payment intangibles”, “proceeds”, “supporting obligations”, “securities”, “investment property”, “documents”, “deposit accounts”, “software”, “letter of credit rights”, “inventory”, “equipment” and “fixtures”, as and when used in the description of Collateral shall have the meanings given to such terms in Articles 8 or 9 of the Uniform Commercial Code. To the extent the definition of any category or type of collateral is expanded by any amendment, modification or revision to the Uniform Commercial Code, such expanded definition will apply automatically as of the date of such amendment, modification or revision.

  • Acknowledgment and Consent to Bail-In of Affected Financial Institutions Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

  • Additional Collateral; Further Assurances (a) Subject to applicable law, the Borrowers and each other Loan Party shall cause each Domestic Subsidiary (other than any Excluded Subsidiary) formed or acquired after the date of this Agreement to become a Loan Party on or prior to the date that is the later of (i) 30 days following the date of such formation or acquisition and (ii) the earlier of the date of the required delivery of the next Compliance Certificate following such creation or acquisition and the date which is 45 days after the end of the most recently ended Fiscal Quarter (or such later date as may be acceptable to the Administrative Agent in its discretion), by executing a Joinder Agreement in substantially the form attached as Exhibit J hereto (the “Joinder Agreement”) and a Security Agreement Joinder Agreement. Upon execution and delivery thereof, each such Person (i) shall automatically become a Loan Guarantor hereunder and thereupon shall have all of the rights, benefits, duties, and obligations in such capacity under the Loan Documents and (ii) will simultaneously therewith deliver a completed Perfection Certificate and simultaneously therewith or as soon as practicable thereafter (and in any event within 45 days thereafter (as may be extended at the discretion of the Administration Agent)) take such actions as may be required in accordance with the terms hereof or of the applicable Collateral Documents to grant Liens to the Administrative Agent, for the benefit of itself and the Lenders and each other Secured Party, in each case to the extent required by the terms thereof, in any property (subject to the limitations with respect to Capital Stock set forth in paragraph (b) of this Section 5.12, the limitations with respect to real property set forth in paragraph (d) of this Section 5.12, and any other limitations set forth in the Pledge and Security Agreement) of such Loan Party which constitutes Collateral (including any Material Real Estate Assets), on such terms as may be required pursuant to the terms of the Collateral Documents and in such priority as may be required pursuant to the terms of the Subordination Agreement, and with respect to Material Real Estate Assets, take such actions described in paragraph (d) of this Section.

  • Uniform Commercial Code The Uniform Commercial Code (Florida Statutes, Chapter 672) shall prevail as the basis for contractual obligations between the Contractor and the County for any terms and conditions not specifically stated in this Invitation for Bids.

  • Acknowledgement and Consent to Bail-In of Affected Financial Institutions Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

  • Amendments; Waivers; No Additional Consideration No provision of this Agreement may be waived or amended except in a written instrument signed by the Company, Parent and the Shareholders. No waiver of any default with respect to any provision, condition or requirement of this Agreement shall be deemed to be a continuing waiver in the future or a waiver of any subsequent default or a waiver of any other provision, condition or requirement hereof, nor shall any delay or omission of any Party to exercise any right hereunder in any manner impair the exercise of any such right.

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