BY HOLOGIC Sample Clauses

BY HOLOGIC. If within ninety (90) days of the Effective Date, Hologic determines that a material technical deficiency exists in the NTx Assay Technology or Critical Reagents which is likely to prevent Serex or Hologic from completing development of an NTx Meter Strip which meets the Product Specifications described in ATTACHMENT 7.2.4 within the time period set out in SECTION 12.2(A) above, Hologic shall provide a notice thereof to Ostex which describes in detail said purported deficiency and the impact thereof on the specifications and/or time frame for development. Upon receipt of such notice, Ostex shall conduct a though review of the subject matter of said notice, provide to Hologic a detailed report of how Ostex plans to resolve the issues raised and to meet the relevant specifications and/or time frame, and meet with Hologic to review said report. If Ostex fails to provide said report within fifteen (15) business days following receipt of such notice, Hologic may within ten business days following the final due date of such report, terminate this Agreement upon written notice without liability of any sort.
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BY HOLOGIC. Except as specifically permitted by this Agreement, Hologic shall not assign, sublicense, delegate, or in any other manner transfer any of its rights, privileges, obligations or duties under this Agreement to any non-Affiliate third party without the prior written consent of Ostex, which consent may be withheld in Ostex's sole and absolute discretion, provided that this provision shall not apply to any merger, consolidation, or sale of substantially all of the assets of Hologic, or any third-party acquisition of a majority of the business interests or voting shares of Hologic, provided that the surviving party shall within a reasonable period following the final closing of such transaction, expressly agree in writing to be bound by this agreement. Any attempt by Hologic to assign, sublicense, delegate or otherwise transfer any right, privilege, obligation or duty under this Agreement other than in accordance with this SECTION 17 shall be void and shall, at the option of Ostex, be cause for immediate termination of this Agreement and all licenses granted hereunder. Transfers of any rights hereunder by Hologic to an Affiliate shall be permitted only after the delivery to Ostex of reasonable evidence that such Affiliate has agreed in writing to be bound by the terms of this Agreement.
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