Effect of Failure to Satisfy Diligence Obligations Sample Clauses

Effect of Failure to Satisfy Diligence Obligations. With respect to each Program Target that has not become a Released Target for which Schering-Plough fails to timely satisfy its diligence obligations under Section 9.1 above, at the option of Lexicon, as its sole and exclusive remedy therefor, subject to Sections 3.7.2, 15.2 and 16.7 hereof, such Program Target shall become a Reverted Target and (a) the licenses granted under Section 8.2.1 with respect to any Collaboration Product(s) acting through such Program Target shall terminate and such Collaboration Product(s) shall become Reverted Product(s) subject to the licenses granted under Section 8.2.2, (b) Schering-Plough shall deliver to Lexicon copies of all data, information, registrations and applications therefor relating to Collaboration Product(s) acting through such Program Target, to the extent not previously provided, and (c) Lexicon shall have the right, within the period of [**] following Schering-Plough’s delivery of such copies, to obtain an assignment and transfer to Lexicon of all regulatory filings and submissions and Regulatory Approvals relating to such Collaboration Product(s) by delivering written notice thereof to Schering-Plough.
Sample 1
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Effect of Failure to Satisfy Diligence Obligations. If all of HenKan and/or its sublicensees fail to comply with the development and commercialization obligations described in Section 3.1 with respect to the Product and fails to remedy such failure within sixty (60) days after written notice of such failure by CombinatoRx, CombinatoRx shall have the right to terminate this Agreement pursuant to Section 14.2.3 hereof.
Sample 1
Effect of Failure to Satisfy Diligence Obligations. 6.2.1 With respect to each Selected Target for which the Product Licensee fails to satisfy its Product diligence obligations under Section 6.1 above, at the option of the other party as its sole and exclusive remedy therefor, (a) the commercial licenses granted under Section 4.2 with respect to such Product(s) and related Selected Target shall terminate and (b) the Product Licensee shall deliver to the other party [**]; provided, however, that Product Licensee's exclusive rights under Section 4.1 and 4.2 shall not terminate as set forth above and Product Licensee shall not be required to deliver [**] unless (i) Product Licensee is given [**] days' prior written notice by Product Licensor of Product Licensor's intent to terminate such licenses, stating the reasons and justification for such termination and recommending steps which Product Licensee should take, and (ii) Product Licensee, or any Sublicensee, has not used Diligent Efforts during such [**] period to pursue the research and/or development of, and/or to obtain Regulatory Approvals for, Products with respect to such Selected Target. The Product Licensor shall have the right, within the period of [**] days following the Product Licensee's delivery of [**], to obtain [**] by delivering written notice thereof to the Product Licensee, subject to the obligation (A) to [**] and (B) to [**]..
Sample 1
Effect of Failure to Satisfy Diligence Obligations. (a) With respect to each Opt-out Target for which the Continuing Party fails to timely satisfy its diligence obligations under Section 10.3.5.1 above, at the option of the Opt-out Party as its sole and exclusive remedy therefor, subject to Sections 3.8.2 and 17.7 hereof, (i) the commercial licenses granted under Section 9.2 with respect to Opt-out Products acting through such Opt-out Target shall terminate, (ii) the Continuing Party shall deliver to the other party copies of all data, information, registrations and applications therefor relating to Opt-out Products acting through such Opt-out Target, and (iii) the Opt-out Party shall have the right, within the period of [**] following the Continuing Party's delivery of such copies, to obtain a commercial license under Section 9.2 for such Opt-out Products by delivering written notice thereof to the Continuing Party (in which case the Opt-out Party exercising such right shall become the Continuing Party with respect to such Opt-out Product).
Sample 1
Effect of Failure to Satisfy Diligence Obligations. 6.2.1 With respect to each Selected Target for which the Product Licensee fails to satisfy its Product diligence obligations under Section 6.1 above, at the option of the other party as its sole and exclusive remedy therefor, (a) the commercial licenses granted under Section 4.2 with respect to such Product(s) and related Selected Target shall terminate and [**]; provided, however, that Product Licensee's exclusive rights under Section 4.1 and 4.2 shall not terminate as set forth above [**] unless (i) Product Licensee is given [**] days' prior written notice by Product Licensor of Product Licensor's intent to terminate such licenses, stating the reasons and justification for such termination and recommending steps which Product Licensee should take, and (ii) Product Licensee, or any Sublicensee, has not used Diligent Efforts during such [**] period to pursue the research and/or development of, and/or to obtain Regulatory Approvals for, Products with respect to such Selected Target. The Product Licensor shall have the right, within the period of [**] days following the Product Licensee's [**] by delivering written notice thereof to the Product Licensee, subject to [**].
Sample 1
Effect of Failure to Satisfy Diligence Obligations. 6.2.1 With respect to each Selected Target for which the Product Licensee fails to satisfy its Product diligence obligations under Section 6.1 above, at the option of the other party as its sole and exclusive remedy therefor, (a) the commercial licenses granted under Section 4.2 with respect to such Product(s) and related Selected Target shall terminate and (b) the Product Licensee shall deliver to the other party copies of all data, information, registrations and applications therefor that are existing and available and reasonably necessary to enable the other party pursue the development and commercialization of such Product(s) and related Development Compounds acting through the Selected Target; provided, however, that Product Licensee’s exclusive rights under Section 4.1 and 4.2 shall not terminate as set forth above and Product Licensee shall not be required to deliver such copies unless (i) Product Licensee is given ninety (90) days’ prior written notice by Product Licensor of Product Licensor’s intent to terminate such licenses, stating the reasons and justification for such termination and recommending steps which Product Licensee should take, and (ii) Product Licensee, or any Sublicensee, has not used Diligent Efforts during such 90-day period to pursue the research and/or development of, and/or to obtain Regulatory Approvals for, Products with respect to such Selected Target. The Product Licensor shall have the right, within the period of one hundred twenty (120) days following the Product Licensee’s delivery of such copies, to obtain a commercial license under Section 4.1 and 4.2 for such Selected Target and Products and Development Compounds acting through such Selected Target by delivering written notice thereof to the Product Licensee, subject to the obligation (A) to pay milestone payment under Section 5.4 (for those milestone events achieved subsequent to such notice but, notwithstanding Section 5.4.3(c), not for those achieved prior thereto) and royalties under Section 5.5 at one-half the rate otherwise payable by such party under such Sections 5.4 and 5.5 and (B) to repay any Product development milestone payments received by such party from the original Product Licensee under Section 5.4 with respect to such Selected Target, with one-half of such repayment amount being payable at such time that Product Licensor delivers the 37 foregoing written notice, and one-half being payable upon the first to occur of NDA Approval or MAA Approval.
Sample 1

Related to Effect of Failure to Satisfy Diligence Obligations

  • Failure to Satisfy Conditions If the Secured Party or its Custodian fails to satisfy any conditions for holding Posted Collateral, then upon a demand made by the Pledgor, the Secured Party will, not later than five Local Business Days after the demand, Transfer or cause its Custodian to Transfer all Posted Collateral held by it to a Custodian that satisfies those conditions or to the Secured Party if it satisfies those conditions.

  • Failure to Satisfy Conditions Precedent If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in Article IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

  • Effect of Failure to Comply (1) Any Proposed Transfer not made in compliance with the requirements of this Agreement shall be null and void ab initio, shall not be recorded on the books of the Company or its transfer agent and shall not be recognized by the Company. Each party hereto acknowledges and agrees that any breach of this Agreement would result in substantial harm to the other parties hereto for which monetary damages alone could not adequately compensate. Therefore, the parties hereto unconditionally and irrevocably agree that any non-breaching party hereto shall be entitled to protective orders, injunctive relief and other remedies available at law or in equity (including, without limitation, seeking specific performance or the rescission of purchases, sales and other transfers of Capital Stock not made in strict compliance with this Agreement).

  • Failure to Fulfill Conditions In the event that either of the parties hereto determines that a condition to its respective obligations to consummate the transactions contemplated hereby cannot be fulfilled on or prior to the termination of this Agreement, it will promptly notify the other party.

  • Covenant to Satisfy Conditions Each party hereto agrees to use all reasonable efforts to insure that the conditions set forth in Article IV and Article V hereof are satisfied, insofar as such matters are within the control of such party.

  • Conditions to the Obligations of Each Party to Effect the Merger The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to Obligations of Each Party to Effect the Merger The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Acceleration Waivers Amendments and Remedies 8.1. Acceleration;

  • Conditions to Obligation of Each Party to Effect the Merger The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • Conditions to Each Party’s Obligation to Effect the Transactions The obligation of each Party to effect the Closing is subject to the satisfaction or waiver (by such Party) at or prior to the Closing of the following conditions:

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