Authorized Generics. In the event Forest, either by itself or through its Affiliates or Sublicensees, Commercializes one (1) or more products that are Authorized Generics with respect to a Product, then Forest shall pay to Adamas royalties on the Net Sales of such Authorized Generics in an amount [*].
Authorized Generics. If a Third Party generic of a Product enters the Territory, Mission shall have the right to sell, distribute, and supply its own generic version of the Product, provided that such Product does not use the Trademark (or any other mark confusingly similar thereto) and provided […***…]
(d) Amended Exhibit B: […***…]
Authorized Generics. 6.5.1. The license granted by AstraZeneca to Impax pursuant to Section 6.1.1 shall include the exclusive (even as to AstraZeneca and its Affiliates) right to Commercialize in the Field in the Territory an Impax Generic Version of each Existing Product mode of administration and dosage strength in reliance on AstraZeneca’s NDA with respect to such Existing Product, subject to the terms and conditions of this Section 6.5 and the other terms and conditions of this Agreement. Any such Impax Generic Version shall be identical to the corresponding branded Existing Product, except that the Impax Generic Version shall not be sold under the Product Trademarks (and Product Labels and Inserts with respect to any Impax Generic Versions shall be modified accordingly).
6.5.2. Impax covenants to AstraZeneca that [***]:
(i) in the case of all Impax Generic Versions, Impax may, [***] (a) notify potential customers that it will have the right to sell such Impax Generic Version as of the applicable Generic Launch Date, (b) engage in discussions with or enter into arrangements with customers relating to such Impax Generic Version [***] in accordance with Applicable Law and in accordance with other procedures approved in advance by AstraZeneca, such approval with respect to procedures not to be unreasonably conditioned, withheld or delayed;
(ii) in the case of all Impax Generic Versions, Impax may, [***], [***] Product of such Impax Generic Version [***] owned by Impax or any of its Affiliates or by one or more [***] pursuant to the terms of a [***] Agreement to be entered into between AstraZeneca and Impax, and a further Third Party [***] Agreement to be entered into between Impax and one or more [***] for such Impax Generic Version, in each case in the form of agreement to be agreed upon by the Parties in good faith pursuant to Section 6.5.3;
(iii) in the case of any Impax Generic Version with respect to a Licensed Product consisting of any [***], in addition to the Impax rights pursuant to clauses (i) and (ii), Impax shall have the right, [***] (a) to [***] pursuant to the terms of a [***] Agreement to be entered into between AstraZeneca and Impax, and a further Third Party [***] Agreement to be entered into between Impax and [***] for such Impax Generic Version, in each case in the form of agreement to be agreed upon by the Parties in good faith pursuant to Section 6.5.3; and (b) to take such other reasonable [***] as are consistent with the terms of this Agreement and App...
Authorized Generics. The Parties acknowledge that it may become in the Parties’ mutual interest to create an authorized generic of the Product either during or after the Royalty Term for such Product in the Collaborator Territory. If and when [ * ] believes that creating such an authorized generic for commercialization in the Collaborator Territory would be mutually beneficial to the Parties, [ * ] shall notify [ * ] and the Parties shall discuss whether to create such an authorized generic for commercialization in the Collaborator Territory. In the event that the Parties determine to create an authorized generic version of the Product, the Parties shall negotiate the commercially reasonable terms and conditions of manufacturing and commercializing such authorized generic in the Collaborator Territory and either amend this Agreement or enter into a separate agreement with respect thereto, as appropriate.
Authorized Generics. If a Third Party generic of a Product (“Third Party Generic Product”) enters the Territory, Mission shall have the right to sell, distribute, and supply its own generic version of the Product (“Mission Generic Product”) under the following terms:
18.1 Such Mission Generic Product shall not use the Trademark (or any other xxxx confusingly similar thereto) and shall not incorporate Project Know-How unless the Third Party Generic Product is a generic of the 300 mg enteric coated tablet of Product.
18.2 In the event Mission elects to commercialize a Mission Generic Product incorporating or using Project Know-How, Retrophin may terminate this Agreement. 237476157 v1
18.3 At least [***] days prior to Mission or Mission’s affiliates selling, distributing or supplying any Mission Generic Product, Mission shall give written notice to Retrophin of such intention and, upon Retrophin’s election, the Parties shall negotiate in good faith a mutually acceptable agreement with respect to Retrophin’s acquisition of rights to the Mission Generic Products.
18.4 Prior to granting any right to sell, distribute or supply any Mission Generic Product to a Third Party, Mission shall give written notice to Retrophin of such intention as provided in Section 18.3 and Retrophin shall have [***] days from its receipt of such notice to provide written notice to Mission (the “Retrophin Notice”) that Retrophin wishes to negotiate such right. The Retrophin Notice shall include the terms and conditions under which Retrophin wishes to obtain such rights, including detailed financial terms. If Retrophin delivers a Retrophin Notice to Mission within such [***]-day period, then Retrophin and Mission shall negotiate in good faith a mutually acceptable agreement with respect to Retrophin’s acquisition of rights to the Mission Generic Products; provided that, if the Parties do not enter into such an agreement on mutually acceptable terms within [***] days after the date of the Retrophin Notice or such longer period as agreed to in writing by the Parties, then Mission shall have no further obligation to Retrophin to negotiate such an agreement and Mission thereafter shall be free to grant such rights with respect to the Mission Generic Product to a Third Party (i) on principal financial terms that are, in the aggregate, equal to or more favorable to Mission than the terms last offered in writing to Mission by Retrophin or (ii) on any other terms as long as Mission first gives Retrophin a [***]-day ...
Authorized Generics. If, in any country in the Territory during the Royalty Term for a Licensed Product, one or more Authorized Generic Versions of such Licensed Product are sold lawfully, then for the purposes of calculating the royalties due under Section 5.3.1, (a) sales from AstraZeneca or its Affiliates or its or their Sublicensees to the Distributor of such Authorized Generic Versions of the Licensed Product shall not be included in “Net Sales,” and (b) such Distributor’s sales of Authorized Generic Versions of Licensed Products to Third Parties shall be included in “Net Sales,” except that such sales shall be (x) adjusted for deductions from such sales as are permitted to the Distributor in calculating its payments to AstraZeneca and its Affiliates and its and their Sublicensees and (y) reduced by that portion of such sales as are permitted to be retained by such Distributor.
Authorized Generics. Brand MAC Drugs;
Authorized Generics. 24,1 Upon the request of Purepac, the parties will, commencing at least **** prior to such time as **** will be available for generic manufacture and sale under the FDA Act (as such term is defined in the Stock and Asset Purchase Agreement signed by the Parties of even date herewith), or earlier, upon the filing by a third party of an abbreviated new drug application to the FDA (as such term is defined in the Stock and Asset Purchase Agreement signed by the Parties of even date herewith) for approval of the manufacture and/or sale of **** under Section 505(j)(A)(vii)(IV) of the FDA Act, enter into good faith negotiations for the license by Alpharma to Purepac of such rights as would be necessary for Purepac to be the exclusive authorized generic manufacturer and seller of ****.
Authorized Generics. The Parties acknowledge that it may become in the Parties’ mutual interest to create an authorized generic of the Product either during or after the Royalty Term for such Product in the Collaborator Territory. If and when [ * ] believes that creating such an authorized generic for commercialization in the Collaborator Territory would be mutually beneficial to the Parties, [ * ] shall notify [ * ] and the Parties shall discuss whether to create such an authorized generic for commercialization in the Collaborator Territory. In the [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. event that the Parties determine to create an authorized generic version of the Product, the Parties shall negotiate the commercially reasonable terms and conditions of manufacturing and commercializing such authorized generic in the Collaborator Territory and either amend this Agreement or enter into a separate agreement with respect thereto, as appropriate.
Authorized Generics. In the event that a Third Party launches an AB Rated Generic in the Territory, Distributor may sell an Authorized Generic for use in the Field in the Territory, provided that Distributor pays Can-Xxxx [...] of Net Profits in the Territory and no other payments other than Transfer Price payments (to the extent Can-Xxxx is supplying the Authorized Generic) will be due to Can-Xxxx with respect to such sales.
