Before Option Exercise. During the Option Period with respect to a Research Program, Morphic will have the sole right, but not the obligation, to bring and control any legal action to enforce any Morphic Patents or Joint Patents that Cover, and any Morphic Know-How or Joint Know-How that relate to, any Compound or Product that is the subject of such Research Program against any Competitive Infringement in the Territory as it reasonably determines appropriate, and Morphic will consider in good faith the interests of Xxxxxxx in such enforcement of such Patents. Xxxxxxx will provide reasonable cooperation to Morphic in connection with such legal action in the Territory, including by promptly supplying or CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. executing all papers and instruments, or requiring its employees to supply or execute such papers and instruments, as may be necessary for purposes of initiating and pursuing such legal action in the Territory.
Before Option Exercise. Biogen Idec will be responsible for paying any Other Pre-Option Costs and any Additional Plan Costs resulting from Biogen-Initiated Changes. Isis will permit Biogen Idec to review, negotiate (with Isis) and approve the Additional Plan Costs before implementing any Biogen-Initiated Changes. Isis and Biogen Idec will update the applicable Development Plan with any such revised studies and Isis will invoice Biogen Idec for any such approved Additional Plan Costs. Biogen Idec will pay the invoices submitted pursuant to this Section 1.6.2(a) for such approved Additional Plan Costs within 45 days after receipt of the applicable invoice by Biogen Idec.
Before Option Exercise. Before Option exercise, subject to Section 7.2.3 and Section 7.2.4, at Isis’ expense, Isis will control and be responsible for all aspects of the Prosecution and Maintenance of all (x) Brain Shuttle Collaboration Patents solely-owned by Isis that are necessary or useful to Develop or Commercialize a Product eligible to be licensed to Roche under Section 4.1.1 and are not necessary or useful to develop or commercialize products that are not Products (each, an “Isis Product-Specific Brain Shuttle Collaboration Patent”), and (y) Isis Product-Specific Patents, and will use commercially reasonably efforts to Prosecute and Maintain such Patent Rights.
Before Option Exercise. Before Option exercise, (i) Xxxx will control and be responsible for all aspects of the Prosecution and Maintenance of Jointly-Owned Collaboration Patents Covering Isis Development Candidates, and (ii) Roche will control and be responsible for all aspects of the Prosecution and Maintenance of any Jointly-Owned Collaboration Patents Covering Brain Shuttle Development Candidates.
Before Option Exercise. Until GSK exercises its Option for the TTR Program, Isis will be responsible for Isis’ activities under the TTR Registration-Directed Program Documents and all costs and expenses associated therewith except as otherwise provided under Section 1.d. (Second Interim Analysis (Sample Re-Sizing Analysis) — DSMB Meeting), Section 2.b. (Development Costs Paid by GSK), Section 3. (Supply Chain Strategy) or Section 4.d. (Compensation for Activities Performed by Isis) of this Amendment.
Before Option Exercise. Until GSK exercises its Option for the GSK-5 Program in accordance with the Agreement (as amended by this Amendment No. 4), GSK will be responsible for and will use Commercially Reasonable Efforts to perform the activities allocated to GSK under the GSK-5 Development Plan, and shall be responsible for payment of all costs and expenses related to GSK's conduct of such activities. In addition, GSK will be responsible for External Costs above the Isis Natural History Study Cost Cap as set forth in Section 1.b of this Amendment No. 4, and for any Additional Costs resulting from Approved Changes. If Additional Costs result from Approved Changes (excluding changes to the Natural History Study), then Isis will deliver to GSK [***] an invoice for such portion of the Additional Costs that is allocated for the activities [***] [***], and GSK will pay each such invoice within [***] ([***]) days after GSK's receipt.
Before Option Exercise. Before Option exercise, Ionis will work exclusively within the collaboration described in the Agreement to conduct all discovery, research, development, manufacture or commercialization of an ASO that is designed to bind to the RNA that encodes Factor B in the Field. 5.1.2.
Before Option Exercise. Before Option exercise, subject to Section 10.2.3 and Section 10.2.4, at Ionis’ expense, Ionis will control and be responsible for Prosecuting and Maintaining the Ionis Product-Specific Patents.
Before Option Exercise. For any Competitive Infringement occurring after the Effective Date but before Option exercise, Ionis will have the first right, but not the obligation, to institute, prosecute, and control a Proceeding with respect thereto, by counsel of its own choice, and Roche will have the right to be represented in that action by counsel of its own choice at its own expense, however, Ionis will have the sole right to control such litigation. Ionis will provide Roche with prompt written notice of the commencement of any such Proceeding, and Ionis will keep Roche apprised of the progress of such Proceeding. If Ionis fails to initiate a Proceeding within a period of ninety (90) days after receipt of written notice of such Competitive Infringement (subject to a ninety (90)-day extension to conclude negotiations, which extension will apply only if Ionis has commenced good faith negotiations with an alleged infringer for elimination of such Competitive Infringement within such ninety (90)-day period), Roche will have the right to initiate and control a Proceeding with respect to such Competitive Infringement by counsel of its own choice; provided that Ionis will have the right to be represented in any such action by counsel of its own choice at its own expense. Notwithstanding the foregoing, Ionis will at all times have the sole right to institute, prosecute, and control any Proceeding under this Section 10.5.2 to the extent involving any Ionis Core Technology Patents or Ionis Manufacturing and Analytical Patents.
Before Option Exercise. Before Option exercise, Ionis will have the sole right, consistent with its practice with its other compounds and products, to issue press releases, publish, present or otherwise disclose the progress and results regarding IONIS-FB-LRx to the public; provided, that with respect to any proposed press release or other similar public communication by Ionis disclosing regulatory discussions, the efficacy or safety data or clinical results related to IONIS-FB-LRx, (i) Ionis will submit such proposed communication to Roche for review at least two (2) Business Days in advance of such proposed public disclosure, (ii) Roche will have the right to review and recommend changes to such communication, and (iii) Ionis will in good faith consider any changes that are timely recommended by Roche. 14.4.5.
