Assignment by Genentech; Acquisitions Clause Samples
The "Assignment by Genentech; Acquisitions" clause governs Genentech's ability to transfer its rights and obligations under the agreement, particularly in the context of corporate acquisitions or changes in control. Typically, this clause allows Genentech to assign the contract to a successor entity if it undergoes a merger, acquisition, or similar transaction, often without requiring the other party's consent. This provision ensures that the agreement remains effective and enforceable even if Genentech's ownership or corporate structure changes, thereby providing continuity and reducing the risk of disruption due to corporate transactions.
Assignment by Genentech; Acquisitions. In the case of a Change of Control of Genentech, Genentech shall notify Syndax promptly upon completing such Change of Control if the acquiring party (i) has an *** to research, develop or commercialize an *** (for purposes of this Section, any or all of which such *** are ***”) or is (ii) is working with another party on ***, where such work includes ***. Genentech, including its acquiring party, shall (i) adopt reasonable procedures to prevent any use of Confidential Information of Syndax in any *** and (ii) provide *** to *** as soon as legally practicable. The foregoing obligations shall also apply if Genentech or a Genentech Affiliate acquires a Third Party that has, or is working with another party on, ***. For the purposes of this Section, “***” means *** that ***.
Assignment by Genentech; Acquisitions. In the case of a Change of Control of Genentech, Genentech shall notify Corvus promptly upon completing such Change of Control if the acquiring party [***] or is (ii) [***] (directly or indirectly) or the like. Genentech, including its acquiring party, shall [***]. The foregoing obligations shall also apply if Genentech or a Genentech Affiliate [***].
Assignment by Genentech; Acquisitions. In the case of a Change of Control of Genentech, Genentech shall notify BioLineRx promptly in writing upon completing such Change of Control if the Acquiring Party (i) has [*] (for purposes of this Section 16.4, any or all of which [*] or (ii) is working with another party on a [*] where such work includes [*]. Genentech, including its Acquiring Party, shall (i) adopt reasonable procedures to prevent any use of Confidential Information of BioLineRx in any [*] and (ii) provide written notice to BioLineRx describing such procedures as soon as legally practicable. The foregoing obligations shall also apply if Genentech or a Genentech Affiliate acquires a Third Party that has, or is working with another party on, a [*]. For the purposes of this Section 16.4,the term [*]