Common use of Assignment of Regulatory Filings and Regulatory Approvals Clause in Contracts

Assignment of Regulatory Filings and Regulatory Approvals. Acucela shall assign and transfer, or cause to be assigned and transferred, to Otsuka all Regulatory Filings and Regulatory Approvals for each Collaboration Product made or owned by Acucela and its Affiliates in the Shared Territory, and shall take such actions and execute such other instruments, assignments and documents as may be necessary to effect the transfer of rights under such Regulatory Filings and Regulatory Approvals to Otsuka (or, if not so assignable or not solely related to Collaboration Products, Acucela shall take all reasonable actions to make available to Otsuka the benefits of such Regulatory Filings and Regulatory Approvals). Acucela shall require each of its Sublicensees and any other Third Party that holds Regulatory Filing or Regulatory Approvals under authority from Acucela hereunder related to a Collaboration Product in the Shared Territory to transfer any such Regulatory Filings and Regulatory Approvals to Otsuka if this Agreement terminates pursuant to this Section 15.5.4 (or, if not so assignable or not solely related to Collaboration Products, Acucela shall take all reasonable actions to make available to Otsuka the benefits of such Regulatory Filings and Regulatory Approvals). In each case, unless otherwise prohibited by any applicable Laws, the foregoing assignment (or availability) shall be made within thirty (30) days after the effective date of termination of this Agreement pursuant to this Section 15.5.4, and for clarity, Acucela’s rights under Section 8.7 with respect to all Regulatory Filings and Regulatory Approvals for Collaboration Products in the Shared Territory shall continue with respect to Acucela’s Sole Territory;

Assignment of Regulatory Filings and Regulatory Approvals. Acucela Otsuka shall assign and transfer, or cause to be assigned and transferred, to Otsuka Acucela all Regulatory Filings and Regulatory Approvals solely for each the Collaboration Product Products made or owned by Acucela Otsuka and its Affiliates in the Shared TerritoryAffiliates, and shall take such actions and execute such other instruments, assignments and documents as may be necessary to effect the transfer of rights under such Regulatory Filings and Regulatory Approvals to Otsuka Acucela (or, if not so assignable or not solely related to Collaboration Products, Acucela Otsuka shall take all reasonable actions to make available to Otsuka Acucela the benefits of such Regulatory Filings and Regulatory Approvals). Acucela Otsuka shall require each of its Sublicensees and any other Third Party that holds Regulatory Filing or Regulatory Approvals under authority from Acucela Otsuka hereunder solely related to a Collaboration Product in the Shared Territory Products to transfer any such Regulatory Filings and Regulatory Approvals to Otsuka Acucela if this Agreement terminates pursuant to this Section 15.5.4 15.5.3 (or, if not so assignable or not solely related to Collaboration Products, Acucela Otsuka shall take all reasonable actions to make available to Otsuka Acucela the benefits of such Regulatory Filings and Regulatory Approvals). In each case, unless otherwise prohibited by any applicable Laws, the foregoing assignment (or availability) shall be made within thirty (30) days after the effective date of termination of this Agreement pursuant to this Section 15.5.4, and for clarity, Acucela’s rights under Section 8.7 with respect to all Regulatory Filings and Regulatory Approvals for Collaboration Products in the Shared Territory shall continue with respect to Acucela’s Sole Territory;15.5.3.