Common use of Certain Changes in Control Clause in Contracts

Certain Changes in Control. (a) Notwithstanding any other provision of this Agreement to the contrary, except as set forth in Section 8.3(b), this Agreement shall automatically terminate, without further action by the parties, in the event of (i) a transaction or series of related transactions in which [XXX] is a party and which results in a Change of Control of CAT, or (ii) a transaction or series of related transactions in which CAT is a party and which results in a Change in Control of a person or entity described in clause (i) above; provided, that this Section 8.3(a) shall not apply if CAT shall make to XOMA a cash payment of [XXX] Dollars (US$[XXX]) within five (5) business days following consummation of such transaction or series of related transactions.

Appears in 2 contracts

Samples: Product Sublicense Agreement, Product Sublicense Agreement (Immune Pharmaceuticals Inc)

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Certain Changes in Control. (a) Notwithstanding any other provision of this Agreement to the contrary, except as set forth in Section 8.3(b), this Agreement shall automatically terminate, without further action by the parties, in the event of (i) a transaction or series of related transactions in which [XXX***] is a party and which results in a Change of Control of CAT, or (ii) a transaction or series of related transactions in which CAT is a party and which results in a Change in Control of a person or entity described in clause (i) above; provided, that this Section 8.3(a) shall not apply if CAT shall make to XOMA a cash payment of [XXX***] Dollars (US$[XXX]) within five (5) business days following consummation of such transaction or series of related transactions.

Appears in 1 contract

Samples: Collaboration and Licence Agreement (Cambridge Antibody Technology Group PLC)

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Certain Changes in Control. (a) Notwithstanding any other provision of this Agreement to the contrary, except as set forth in Section 8.3(b), this Agreement shall automatically terminate, without further action by the parties, in the event of (i) a transaction or series of related transactions in which [XXX*] is a party and which results in a Change of Control of CAT, or (ii) a transaction or series of related transactions in which CAT is a party and which results in a Change in Control of a person or entity described in clause (i) above; provided, that this Section 8.3(a) shall not apply if CAT shall make to XOMA a cash payment of [XXX*] Dollars (US$[XXX*]) within five (5) business days following consummation of such transaction or series of related transactions.

Appears in 1 contract

Samples: License Agreement (Xoma LTD /De/)

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