Additional Option Fee. Subject to Sections 5.5 and 5.6, Celgene will pay to Bluebird [***] (the “Additional Option Fee”) within [***] after the later to occur of (i) Bluebird’s written notice to Celgene that Bluebird will not exercise the option set forth above in Section 5.2, (ii) Bluebird does not deliver a Bluebird Option Notice to Celgene prior to the expiration of the [***] period following Celgene’s delivery of a Celgene Option Notice to Bluebird, and (iii) the Implementation Date, which Additional Option Fee will, except as otherwise set forth in Sections 4.1(e), 4.3 and 12.6 hereof, Section 10.6 of the License Agreement (if applicable) or Section 17.6 of the Co-Development, Co-Promote and Profit Share Agreement (if applicable), be non-refundable and non-creditable and not subject to set-off.
Appears in 3 contracts
Samples: Master Collaboration Agreement (Bluebird Bio, Inc.), Master Collaboration Agreement (Bluebird Bio, Inc.), Master Collaboration Agreement (Bluebird Bio, Inc.)
Additional Option Fee. Subject to Sections 5.5 and 5.6Section 5, Celgene Corp. will pay to Bluebird [***] ten million dollars ($10,000,000) (the “Additional Option Fee”) within [***] after the later to occur of (ia) Bluebird’s written notice to Celgene that that Bluebird will not exercise the option set forth above in Section 5.25.3, (iib) Bluebird does not deliver a Bluebird Option Notice to Celgene prior to the expiration of the applicable [***] period following Celgene’s delivery completion of a Celgene Option Notice the initial Phase 1 Study with respect to Bluebirdsuch Optioned Candidate, and (iiic) the Implementation Date, which Additional Option Fee will, except as otherwise set forth in Sections 4.1(e), 4.3 and 12.6 10.6 hereof, Section 10.6 of the License Agreement (if applicable) or Section 17.6 of the Co-Development, Co-Promote and Profit Share Agreement (if applicable), be non-refundable and non-creditable and not subject to set-off.
Appears in 2 contracts
Samples: Master Collaboration Agreement (2seventy Bio, Inc.), Master Collaboration Agreement (Bluebird Bio, Inc.)