Cross-License Agreement. The Cross-License Agreement prohibits Medarex from granting commercialization rights to the same Antibody Product, whether by license or sublicense, under certain Medarex Technology to more than one party in a territory. The Parties shall structure their respective commercialization rights in each country in the Territory, in accordance with this Section 3.3.5, so as to comply with the requirements of the Cross-License Agreement and shall use good faith efforts to ensure that any such structure preserves the intended economic benefits of the Collaboration to the Parties.
(a) So long as the Cross-License Agreement is in effect, if the Steering Committee desires to grant a sublicense with respect to commercialization of a Collaboration Product pursuant to Section 3.4, then the Steering Committee shall provide Medarex with written notice thereof, which shall set forth in reasonable detail the terms and conditions of such sublicense, the Medarex Technology and Collaboration Product involved, and the identity of the proposed sublicensee. Upon receipt of such notice, Medarex shall make a good faith determination as to whether such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement.
(b) To the extent that Medarex determines that such Medarex Technology is not subject to the sublicense restrictions contained in the Cross-License Agreement, Medarex shall so notify the Steering Committee in writing and the Collaboration thereafter shall have the right to grant such sublicense, subject to Section 3.4.
(c) To the extent that Medarex determines that all or part of such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement, Medarex shall so notify the Steering Committee in writing. The Parties shall then meet to discuss in good faith how to proceed in order to optimize the commercialization of the applicable Collaboration Product hereunder while complying with the requirements of the Cross-License Agreement.
Cross-License Agreement. The Cross-License Agreement shall have ----------------------- been duly executed and delivered by Buyer and shall be in full force and effect.
Cross-License Agreement. Simultaneously with the execution and delivery of this Agreement, Manheim, Inc., CDX and ATG are executing and delivering a Cross-License License Agreement in the form of Exhibit 3.1 attached hereto (the “Cross-License Agreement”).
Cross-License Agreement. The Cross-License Agreement prohibits Medarex from granting commercialization rights to the same Antibody Product, whether by license or sublicense, under certain Medarex Technology to more than one party in a territory. So long as the Cross-License Agreement is in effect, if Northwest desires to grant a sublicense with respect to commercialization of a Unilateral Product pursuant to Section 2.3, then Northwest shall provide Medarex with written notice thereof, which shall set forth in reasonable detail the terms and conditions of such sublicense, the Medarex Technology and Unilateral Product involved, and the identity of the proposed sublicensee. Upon receipt of such notice, Medarex shall make a good faith determination as to whether such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement.
(a) To the extent that Medarex determines that such Medarex Technology is not subject to the sublicense restrictions contained in the Cross-License Agreement, Medarex shall so notify Northwest in writing and Northwest thereafter shall have the right to grant such sublicense, subject to Section 2.3.
(b) To the extent that Medarex determines that all or part of such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement, Medarex shall so notify Northwest in writing. The Parties shall then meet to discuss in good faith how to proceed in order to optimize the commercialization of the applicable Unilateral Product hereunder while complying with the requirements of the Cross-License Agreement.
Cross-License Agreement. Buyer and Seller agree that the ----------------------- provisions of Section 4.5 of the Cross-License Agreement relating to the consequences of an action for patent infringement brought by Seller or any of its SUBSIDIARIES (as defined in the Cross-License Agreement) against Micron Electronics, Inc. ("MEI") and/or Micron Communications, Inc. ("MCC") shall remain applicable in the event such action is brought against any successor in interest to all or substantially all of the business and patents of MEI or MCC, as the case may be.
Cross-License Agreement. The Cross-License Agreement prohibits Medarex from granting commercialization rights to the same Antibody Product (as defined in the Cross-License Agreement), whether by license or sublicense, under certain Medarex Technology to more than one party in a territory. The Parties shall structure their respective Commercialization rights in each country in the Territory, in accordance with this Section 10.3.1(b), so as to comply with the requirements of the Cross-License Agreement and shall use good faith efforts to ensure that any such structure preserves the intended economic and other benefits of the Collaboration to the Parties and any benefits to be derived by BMS from any sublicense by it permitted hereunder.
(i) So long as the Cross-License Agreement is in effect, if BMS desires to grant a sublicense with respect to Commercialization of a Product pursuant to Section 10.4.1, then BMS shall provide Medarex with written notice thereof, which shall set forth in reasonable detail the terms and conditions of such sublicense, the Medarex Technology and Product involved and the identity of the proposed sublicensee. Upon receipt of such notice, Medarex shall make a good faith determination as to whether such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement.
(ii) To the extent that Medarex determines that such Medarex Technology is not subject to the sublicense restrictions contained in the Cross-License † [*****] REPRESENTS CONFIDENTIAL PORTION WHICH HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Agreement, Medarex shall so notify BMS in writing and BMS thereafter shall have the right to grant such sublicense, subject to Section 10.4.1.
(iii) To the extent that Medarex determines that all or part of such Medarex Technology is subject to the sublicense restrictions contained in the Cross-License Agreement, Medarex shall so notify BMS in writing. The Parties shall then meet to discuss in good faith how to proceed in order to optimize the Commercialization of the applicable Product hereunder while complying with the requirements of the Cross-License Agreement and preserving to the maximum extent possible the intended economic and other benefits of the Collaboration to the Parties.
Cross-License Agreement. The Company shall have executed and delivered to Chiron the Cross-License Agreement.
Cross-License Agreement. The Cross License Agreement dated as of January 1, 1994 between BioSepra and the Company as originally executed and delivered.
Cross-License Agreement. A cross license agreement shall be entered into between Seller in its own name and on behalf of its Affiliates concerned and Purchaser in its own name and on behalf of its Affiliates concerned substantially in the form as set out in Schedule 4.6.3 b).
Cross-License Agreement. At the Closing, each Shareholder, Parent and the Company shall execute and deliver the Cross License Agreement in the form of Exhibit H.
