Determination that Milestone Events Have Occurred. AstraZeneca shall provide Targacept with prompt written notice upon each occurrence of a milestone event set forth in Section 6.5.1. In the event that, notwithstanding the fact that AstraZeneca has not given such a notice, Targacept believes any such milestone event has occurred, it shall so notify AstraZeneca in writing and shall provide to AstraZeneca data, documentation or other information that supports its belief. Any dispute under this Section 6.5.4 that relates to whether or not a milestone event has occurred shall be referred to the ESC to be resolved in accordance with Section 2.1.5.
Determination that Milestone Events Have Occurred. Lumena shall notify Sanofi promptly of the achievement of each development milestone event under Section 3.3(a). In the event that, notwithstanding the fact that Lumena has not provided Sanofi such a notice, Sanofi believes that any such milestone event has been achieved, it shall so notify Lumena in writing and the Parties shall promptly meet and discuss in good faith whether such milestone event has been achieved. Any dispute under this Section 3.3(b) regarding whether or not a milestone event has been achieved shall be subject to resolution in accordance with Section 11.3.
Determination that Milestone Events Have Occurred. ELAN shall provide ARCHEMIX with prompt written notice upon each occurrence of a milestone event set forth in Section 5.3.1. In the event that, notwithstanding the fact that ELAN has not given such a notice, ARCHEMIX believes any such milestone event has occurred, it shall so notify ELAN in writing and shall provide to ELAN data, documentation or other information that supports its belief. Any dispute under this Section 5.3.3 that relates to whether or not a milestone event has occurred shall be referred to the JMC to be resolved as an Excepted Decision.
Determination that Milestone Events Have Occurred. X4 shall notify Genzyme promptly of the achievement of each Milestone Event. In the event that, notwithstanding the fact that X4 has not provided Genzyme such a notice, Genzyme believes that any such Milestone Event has been achieved, it shall so notify X4 in writing and the Parties shall promptly meet and discuss in good faith whether such Milestone Event has been achieved. Any dispute under this Section 6.4.3 regarding whether or not a Milestone Event has been achieved shall be subject to resolution in accordance with Section 13.5.
Determination that Milestone Events Have Occurred. In the event that, notwithstanding the fact that Licensee has not provided Sanofi notice of achievement of a particular Milestone Event as provided above, Sanofi believes that any such Milestone Event has been achieved by Licensee or its Affiliates or Sublicensees with respect to a Licensed Product, then it shall so notify Licensee in writing and the Parties shall promptly meet and discuss in good faith whether such Milestone Event has been achieved. The achievement of any Milestone Event by an Affiliate of Licensee shall trigger the corresponding Milestone Payment as if such Milestone Event had been achieved by Licensee. With respect to the Commercial Milestone Events in Section 6.2.2 (Commercial Milestones), in the event that Commercial Milestone Event B is first achieved before the Commercial Milestone Event A is first achieved, or in the event that Commercial Milestone Event C is first achieved before Commercial Milestone Event B then such earlier Commercial Milestone Payment shall be paid, and such Commercial Milestone Event shall be deemed to have been achieved, when such latter Milestone Event (B or C as applicable) is achieved. Any dispute under this Section 6.2.3 (Determination that Milestone Events Have Occurred) regarding whether or not a Milestone Event has been achieved shall be subject to resolution in accordance with Section 13.5 (Dispute Resolution).
Determination that Milestone Events Have Occurred. I-MAB shall notify Ferring promptly of the achievement of each Milestone Event. In the event that, notwithstanding the fact that I-MAB has not provided Ferring with such a notice, Ferring believes that any such Milestone Event has been achieved, it shall so notify I-MAB in writing and the Parties shall promptly meet and discuss in good faith whether such Milestone Event has been achieved. Any dispute under this Section 7.2.3 regarding whether or not a Milestone Event has been achieved shall be subject to resolution in accordance with Sections 21 and 23.
Determination that Milestone Events Have Occurred. The achievement of any Milestone Event by an Affiliate or Sublicensee of Licensee shall trigger the corresponding Milestone Payment as if such Milestone Event had been achieved by Licensee. In the event that, notwithstanding the fact that Licensee has not provided Sanofi notice of achievement of a particular Milestone Event as provided in section 6.2.1 or 6.2.2 above, [***]. Any dispute under this Section 6.2.3 regarding whether or not a Milestone Event has been achieved shall be subject to resolution in accordance with Section 13.5 (Dispute Resolution).
Determination that Milestone Events Have Occurred. DS shall provide ARQULE with written notice within ten (10) days of each occurrence of a milestone event set forth above. In the event that, notwithstanding the fact that DS has not given such a notice, ARQULE believes any such milestone event has occurred, it shall so notify DS in writing and shall provide to DS data, documentation or other information that supports its belief. Any dispute under this Section that relates to whether or not a milestone event has occurred shall be referred to the JEC to be resolved in accordance with Section 2.1.5 of the Agreement.
Determination that Milestone Events Have Occurred. Mirum shall notify Shire promptly of the achievement of each development milestone event under Section 4.3(a) and 4.3(b). If, notwithstanding the fact that Mirum has not provided Shire such a notice, Shire believes that any such milestone event has been achieved, it may so notify Mirum in writing and the Parties shall promptly meet and discuss in good faith whether such milestone event has been achieved. Any dispute under this Section 4.3(c) regarding whether or not a milestone event has been achieved shall be subject to resolution in accordance with Section 11.3. If, at the time a milestone event is accomplished by Mirum or any of its Affiliates or any of their respective sublicensees, any prior milestone event(s) have not been accomplished and the milestone payments for such prior milestone event(s) have not been paid for a given Licensed Product and given country or jurisdiction (and, in the case of SBP625 Licensed Product, a given Indication), as applicable, the milestone payment(s) for such prior milestone event(s) shall then also be due and payable within […***…].
Determination that Milestone Events Have Occurred. In the event that Licensee does not provide Sanofi notice of achievement of a particular Milestone Event as provided in Section 6.2.1 (Development and Regulatory Milestones) or Section 6.2.2 (Sales Milestones) (such notice a “Milestone Notice”) and Sanofi reasonably believes, in good faith, that such Milestone Event has been achieved by Licensee, its Affiliates or Sublicensees with respect to a Licensed Product, then Sanofi shall so notify Licensee in writing within [***] days after the date on which Sanofi reasonably believes, in good faith, that the applicable Milestone Notice was due and the Parties shall promptly meet and discuss in good faith whether such Milestone Event has been achieved. The achievement of any Milestone Event by an Affiliate of Licensee shall trigger the corresponding Milestone Payment as if such Milestone Event had been achieved by Licensee. If it is determined that the applicable Milestone Notice was due then Licensee shall pay Sanofi the non-refundable, non-creditable payment as provided in Section 6.2.1 (Development and Regulatory Milestones) or Section 6.2.2 (Sales Milestones), as applicable, within [***] calendar days after receipt of an invoice therefor from Sanofi. Any dispute under this Section 6.2 (Milestones) regarding whether or not a Milestone Event has been achieved shall be subject to resolution in accordance with Section 13.6 (Dispute Resolution).
