Common use of Exception for Business Combination Clause in Contracts

Exception for Business Combination. (i) Notwithstanding Sections [***], if a Business Combination occurs with respect to Moderna or its parent Affiliate with a Third Party, and the Third Party (or any of such Third Party’s Affiliates or any successors or assigns of such Third Party or such Third Party’s Affiliates, other than Moderna and its Affiliates as of the Business Combination) has as of the Business Combination, or later has, a program (or rights thereto) that would otherwise violate any of [***] “Moderna Business Combination Program”), then [***]; provided that [***]. In addition, upon any such Business Combination of Moderna or its parent Affiliate, the following shall apply:

Appears in 4 contracts

Samples: Vaccine Collaboration and License Agreement, Vaccine Collaboration and License Agreement, Vaccine Collaboration and License Agreement (Moderna, Inc.)

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Exception for Business Combination. (i) Notwithstanding Sections [***], if a Business Combination occurs with respect to Moderna or its parent Affiliate with a Third Party, and the Third Party (or any of such Third Party’s Affiliates or any successors or assigns of such Third Party or such Third Party’s Affiliates, other than Moderna and its Affiliates as of the Business Combination) has as of the Business Combination, or later has, a program (or rights thereto) that would otherwise violate any of [***] Moderna Business Combination Program”), then [***]; provided that [***]. In addition, upon any such Business Combination of Moderna or its parent Affiliate, the following shall apply:

Appears in 1 contract

Samples: Vaccine Collaboration and License Agreement

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