Development and Commercialization Plan. The expected Commercialization to be conducted by Ruthigen pursuant to this Article IV shall be set out in the Development and Commercialization Plan attached hereto as Schedule 3. Ruthigen may, from time to time, modify the Development and Commercialization Plan in its discretion. For so long as Ruthigen and Oculus are members of the same Consolidated Group, Ruthigen shall give Oculus prompt notice of any material deviation from the Development and Commercialization Plan and any material redefinition of Commercialization goals and strategy.
Development and Commercialization Plan. The Parties acknowledge and agree that Ruthigen’s Development and Commercialization shall not include any activities related to dermatological uses or uses related to the Indications. Any references to the OOS Option, the Indications or any product or service outside the definition of Invasive in the Development and Commercialization Plan are hereby deleted.
Development and Commercialization Plan. During the Term, the Licensee shall use good faith, reasonable commercial efforts to develop, manufacture, commercialize and market the Licensed Patents through a diligent program designed to accomplish the commercial exploitation of the same and to make the technology covered by or embedded in the Licensed Patents available to the general public in accordance with the procedures and practices that are usual and customary for similar technologies and industries utilizing those resources that would be employed by the Licensee of a product or compound of similar market potential at a similar stage in its development or product life as the Licensed Patents taking into account, without limitation, issues of safety and efficacy, product profile, intellectual property situation, regulatory environment and other relevant scientific and commercial factors). The Parties acknowledge that the Licensee has provided to UABRF the Development and Commercialization Plan set forth on attached Exhibit B which sets forth its current development and commercialization objectives. The Parties further acknowledge and agree that the Development and Commercialization Plan is, and the development and commercialization milestones, each set forth on attached Exhibits B and C, are reasonable.
Development and Commercialization Plan. The JSC will prepare a Development and Commercialization Plan for each Collaboration Product which will be attached hereto as Exhibit 1.38.
Development and Commercialization Plan. During the Term, the Licensee shall use good faith, reasonable commercial efforts to develop, manufacture, commercialize and market the Licensed Patents through a diligent program designed to accomplish the commercial exploitation of the same and to make the technology covered by or embedded in the Licensed Patents available to the general public in accordance with the procedures and practices that are usual and customary for similar technologies and industries. The Parties acknowledge that the Licensee has provided to UABRF the Development and Commercialization Plan set forth on attached Exhibit B which sets forth its current development and commercialization objectives. The Parties further acknowledge and agree that the Development and Commercialization Plan is, and the development and commercialization milestones set forth therein are, reasonable.
Development and Commercialization Plan. During the Term, the Licensee shall [***] to develop, manufacture, commercialize and market the Licensed Patents through a diligent program designed to accomplish the commercial exploitation of the technology in the Licensed Patents in accordance with the usual and customary practices for the pharmaceutical and cosmetics industry. The Parties acknowledge that the Licensee has developed a written disclosure setting forth its development and commercialization objectives (the “Plan”) as set forth in Exhibit “B” (“Exhibit B”). The Parties further acknowledge and agree that the Development and Commercialization Plan is intended to achieve [***] in Section 5.3 and to accomplish the commercialization of the Licensed Products. Accordingly, such Plan is a dynamic arrangement that sets forth prospective activities that may change over time in accordance with research results, market opportunities and business conditions. The Licensee shall consult with UABRF in the design and implementation of its Development and Commercialization Plan to ensure a clear understanding of its proposed activities. However, the Licensee shall have the sole responsibility and control over business objectives and activities.
Development and Commercialization Plan. Within [***] after the Effective Date, the Parties will mutually agree, through the JSC, on a strategic development and commercialization plan (the “Strategic Plan”). The Strategic Plan will initially cover the Development activities ProQR will perform and will be attached to the JSC minutes. As the Licensed Product moves closer to market, the Strategic Plan will be updated to outline key activities for obtaining Regulatory Approval for, and launch and Commercialization of the Licensed Product. The Strategic Plan will be updated at least annually or earlier if new data or information becomes available that changes the strategy for, or otherwise materially affects, the Licensed Product. ProQR will promptly provide Ionis with updates to the Strategic Plan.
Development and Commercialization Plan. Licensee shall use commercially reasonable efforts to bring the Licensed Products to market though a thorough, vigorous and diligent commercialization program, which program shall include but not be limited to the development, marketing, promotion, distribution and sale of Licensed Products. In partial satisfaction of such obligations, Licensee represents and warrants that it will invest in the development of the technology and market for Licensed Products by committing Licensee’s resources, at a minimum, to the following requirements:
Development and Commercialization Plan. The Parties agree to a development and commercialization plan with respect to each Product, as follows:
3.2.1. MR3 will implement bench-scale, prototype and pilot studies and develop commercial Products and processing systems in collaboration with PUROLITE.
3.2.2. The testing results will be provided to PUROLITE along with MR3's specifications and recommendations regarding resin improvements and modification, and new Product synthesis. PUROLITE will synthesize the Products based on MR3's specifications and data and will incorporate all possible improvements based on the Parties' joint development recommendations.
3.2.3. Each developed Product will be marketed under a trademark to be jointly owned by PUROLITE and MR3.
3.2.4. PUROLITE will provide reasonable samples of its existing resins or its modifications to MR3 free of charge on an "As Needed" basis.
3.2.5. PUROLITE and MR3 will jointly patent the new and modified Products based on MR3's tests and piloting work, and the Parties will have joint ownership of all intellectual property in the Products.
3.2.6. The Product resins will be marketed under PUROLITE's marketing program and applied by MR3 in its metals removal markets. The pricing of all Products will be set by PUROLITE, whether sold directly by PUROLITE, by MR3, or by third parties. The pricing of all MR3 turn-key systems shall be set by MR3.
3.2.7. PUROLITE agrees to pay MR3 a percentage of its gross receipts from the sale of any and all Products to a third party, payable monthly (within 30 days after PUROLITE has been paid by a third party). The percentage is determined by the selling price and margin as agreed by the Parties after determining the standard cost and selling price.
3.2.8. MR3 will be granted the right to purchase any of the Products from PUROLITE at an agreed upon price level. All costs will have to be determined in consideration of the price.
3.2.9. PUROLITE agrees to refer to MR3 all contacts, requests, leads, and the like, received by PUROLITE for the purchase or application of turn-key extraction or remediation systems which appear to benefit from the use of the Products.
Development and Commercialization Plan. (a) Within one hundred eighty (180) days after the Effective Date, NN shall prepare and provide to ZGEN an initial high-level long-range plan and high-level budget forecast to cover the development and commercialization of Products for a multi-year period of at least three years consistent with NN’s long-range project and financial planning (such long-range plan and high-level budget, as amended from time to time in accordance with this subsection (a), the “Long-Range Plan”). Thereafter, NN shall, on an annual basis, prepare and provide to ZGEN updates and amendments to the Long-Range Plan to cover a rolling, multi-year period of at least three (3) years. Following the formation of a JEC updates to the Long-Range Plan will be submitted to the JEC.
(b) Within one hundred eighty (180) days after the Effective Date, NN shall prepare and provide to ZGEN an initial plan and budget to cover in detail the development and commercialization of Products for the remainder of the current calendar year and the next full calendar year broken out by calendar quarter (such plan and budget, as amended from time to time in accordance with this subsection (b), the “Annual Plan”). Thereafter, NN shall, on an annual basis, prepare and provide to ZGEN an updated Annual Plan to cover the forthcoming calendar year. Following the formation of a JEC updated Annual Plans will be submitted to the JEC. NN may amend an Annual Plan previously provided to ZGEN or submitted to the JEC at any time following consultation with ZGEN or at the JEC, as the case may be.
(c) The goals of the Long-Range Plan are (i) the development of Products as required to obtain Regulatory Approval for one or more commercially significant indications as promptly as commercially and technically practicable, (ii) the acquisition of Regulatory Approval for Product in a manner sufficient to allow the commercialization of Product in those countries of the Territory that represent a commercially reasonable opportunity for NN based on the size of the potential market and other relevant factors, (iii) the identification, selection and development of additional Products if appropriate and (iv) allow ZGEN to monitor development and make an informed decision regarding an Election to Co-Fund and its participation in co-promotion in the USA. In addition the Long-Range Plan shall include a summary of marketing, sales, supply and post-approval clinical trial strategies for each Product in the Territory. Following an Election ...
