Effect of Opt-Out. For purposes of clarity the following provisions will apply with respect to any New Licensed Product from and after the Section 5.11 Opt-out Effective Date:
(i) Responsibility and control over the Development of such New Licensed Product shall be entirely in the control of the Funding Party and the JDC shall have no decision-making authority with respect to such Development, provided that the Funding Party shall keep the JDC reasonably informed of the plan for Development of the New Licensed Product, the progress of Development activities, and, subject to the other terms of this Section 5.11, the results of such Development efforts;
(ii) Neither Party shall have any obligation under Article V hereof with respect to such New Licensed Product;
(iii) Any and all clinical data related to such New Licensed Product that is generated by the Funding Party or any of its Affiliates or Sublicensees from and after the Section 5.11 Opt-out Effective Date shall be specifically excluded from the definition of AVEO Collaboration Know-how and AVEO Know-how, in the event AVEO is the Funding Party or from the definition of Biogen Idec Collaboration Know-how in the event Biogen Idec is the Funding Party;
(iv) Neither the non-Funding Party nor any of its Affiliates or Sublicensees shall have the right to access any data related to such New Licensed Product generated solely by or on behalf of the Funding Party or any of its Affiliates or Sublicensees from and after the Section 5.11 Opt-out Effective Date, including to the extent contained in any INDs, BLAs or other submissions related to such New Licensed Product, or to include any such data, in any regulatory filings or submissions in such Party’s Territory or to cross-reference or otherwise make use of or use such data, except for any adverse event data required by Law to be disclosed by the non-Funding Party or any of its Affiliates or Sublicensees;
(v) If the Funding Party is not at such time responsible for Manufacturing under Article VII, the Funding Party shall be entitled to Manufacture such New Licensed Product for its needs, and shall have the right to deal directly with any Third Party contract manufacturer of the other Party to arrange for such Third Party contract manufacturer to Manufacture and supply such New Licensed Product to such Party and its Affiliates and Sublicensees for the purposes contemplated in this Section 5.11;
(vi) The provisions of Section 8.4 shall not be applicable with respect to such New Lice...
Effect of Opt-Out. Any person who falls within the definition of the DSL Settlement Class or ARL Settlement Class and who validly and timely requests exclusion from the Settlement shall not be a Settlement Class Member; shall not be bound by the Settlement Agreement; shall not be eligible to make a Claim for any benefit under the terms of the Settlement Agreement; and shall not be entitled to submit an Objection to the Settlement.
Effect of Opt-Out. For purposes of clarity, notwithstanding any of the foregoing in this Section 9.2, if either Party exercises its Opt-Out Right, and the other Party elects to continue Developing and Commercializing the Licensed Product(s), then (i) neither Party shall have any further rights or obligations to share in Profit and Commercialization Costs as set forth in clause (a) above, and (ii) the Party that is deemed the Commercializing Party with respect to such Licensed Product(s) under this Agreement shall be obligated to pay the other Party (A) event payments pursuant to Section 9.1 upon achievement by the Commercializing Party or its Related Parties of the relevant events with respect to such Licensed Product(s), and (B) royalties pursuant to Section 9.3 with respect to Net Sales of such Licensed Product(s) by such Commercializing Party or its Related Parties.
Effect of Opt-Out. In the event BioNTech exercises its Opt-Out right, or a Deemed Opt-Out occurs pursuant to Section 8.5.3, the following provisions shall apply upon the Opt-Out Commencement Date in respect of Development of the Manufacturing Process and Technology Platform and Manufacture of Collaboration Product.
Effect of Opt-Out. BioNTech’s rights and obligations under this Section 6.5, including its Co-Promotion Option and any Co-Promotion Agreement, shall terminate immediately upon exercise of BioNTech’s Opt-Out.
Effect of Opt-Out. Notwithstanding any of the foregoing in this Section 10.4, if either Party exercises its Opt-Out Right, then the Continuing Party shall have the first right to initiate an infringement or other appropriate suit anywhere in the world against any Third Party who at any time has infringed, or is suspected of infringing, any Patent Rights, or of using without proper authorization any Know-How, comprising Alnylam Collaboration IP, Roche Collaboration IP or Joint Collaboration IP, as the case may be, that constitute Product Specific Patent Rights or Product Specific Know-How. The Party that is not the Continuing Party shall have the right to request that the Continuing Party initiate action as described above in clause (ii). [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.
Effect of Opt-Out. If a timely and valid opt-out request is made by a person(s) in the Settlement Class, then the Agreement and any determinations and judgments concerning it will not bind the excluded person(s).
Effect of Opt-Out. All individuals within the Settlement Class who timely exclude themselves from the Settlement Class will not be eligible to receive any of the benefits of the Settlement but will not be bound by any further orders or judgments in the Action, and will preserve their ability to independently pursue, at their own expense, any claims they may have against TransUnion.
Effect of Opt-Out. Any person or entity who falls within the definition of the AdWords Settlement Class and who previously opted-out in response to Litigation Notice or who validly and timely requests exclusion from the Settlement in response to Settlement Notice shall not be an AdWords Class Member; shall not be bound by the Settlement Agreement; shall not be eligible to make a Claim for any benefit under the terms of the Settlement Agreement; and shall not be entitled to submit an Objection to the Settlement.
Effect of Opt-Out. If Maxygen elects to opt-out of further sharing of Collaboration Costs pursuant to Section 4.7, the PCT shall be dissolved but shall be replaced with a Product Liaison Team as described in Section 2.7.
