Bayer Termination At Will Sample Clauses

Bayer Termination At Will. Bayer shall have the right to terminate this Agreement with immediate effect in its entirety upon written notice to Trius given within 30 days after: (i) determination regarding the Trius 112 Trial and/or the Trius 113 Trial that such trial has not been completed successfully (primary FDA efficacy endpoint and safety outcome as described for the Trius 112 Trial in Section 5.2(a) above), or (ii) becoming aware of any material toxicity and/or material drug safety event or issue concerning Compound and/or Product. Bayer shall also have the right to terminate this Agreement […***…]. 41. *** Confidential Treatment Requested Furthermore, Bayer shall have the right to terminate this Agreement in its entirety, or on a country-by-country basis in the Bayer Territory, for any reason or no reason: (i) prior to the second anniversary of the Effective Date, upon at least six (6) months’ prior written notice to Trius, and (ii) after the second anniversary of the Effective Date, upon at least ninety (90) days’ prior written notice to Trius. In the event of Bayer’s termination of this Agreement in its entirety or in any country pursuant to this Section 10.2(c) prior to completion of all Global Development Plan activities, Bayer shall be responsible for applicable fees and costs that are incurred in accordance with the Global Development Plan during the applicable notice period.