Expansion of Territory. At any time during the Term, should Biocept desire to sell, transfer, assign or license the Assay or any Collaboration Assay to one or more Third Parties on an exclusive basis for any country or other area outside of the Territory, it shall first provide written notice thereof to Clarient.
Expansion of Territory. One or more countries may be added to the Territory from time to time after the Effective Date by mutual written agreement of the parties hereto, conditional upon the satisfactory completion of the necessary due diligence in such country and the satisfaction of Biomatrix with the proposed arrangements for the registration, promotion, marketing, sale and distribution of the Agreement Product and any Improved Agreement Product(s) by the Distributor in such country. Biomatrix agrees to discuss the appointment of Distributor or one of its subdistributors prior to appointing a third party distributor of the Agreement Product in any additional country.
Expansion of Territory. Astellas shall have a right of first negotiation with respect to a license for the Licensed Compound and Product for [**]. Ironwood shall not initiate or pursue any discussions or negotiations with any Third Party regarding such a license in such territories unless Ironwood (i) has first offered to Astellas the right to negotiate such a license, and (ii) if Astellas notifies Ironwood in writing within [**] of receipt of the notice described in clause (i) of this Section that it desires to negotiate the terms of such a license, negotiated the terms and conditions of such license with Astellas in good faith for a period of [**]. If, at the end of such [**] period, the Parties are unable to reach agreement on the terms of such a license or if Astellas has not timely notified Ironwood that it desires to negotiate such a license in accordance with this Section, then Ironwood shall be free to enter into such a license with any Third Party without any further obligation to Astellas under this Section 2.8 with respect to such license.
Expansion of Territory. The parties shall discuss in good faith expanding the Territory to include each other country and/or territory in which UltraViolet is or becomes commercially available; provided that in such event, (a) the UV Included Programs and Non-UV Included Programs (and the Authorized Versions thereof), Licensed Languages, Availability Dates, Distributor Prices and Annual Minimum Fee (if any) may vary by country and/or territory (and the references to Territory for purposes of DVD and Blu-ray Disc availability in reference to Availability Dates in Section 5 below shall mean the particular applicable country or territory), (b) Licensee’s reporting hereunder shall be separate by country and territory, (c) Licensor shall not require any additional Annual Minimum Guarantee upon the expansion of the Territory to include the United Kingdom, the Republic of Ireland, Australia, New Zealand, France, Germany, Switzerland and/or Austria, (d) Section 9.3 shall be amended to address payment terms outside the Initial Territory, but in no event shall Licensee recoup the Annual Minimum Fee set forth in this Agreement for the U.S. Territory out of Distributor Prices arising out of transactions outside the U.S. Territory and (e) different countries or territories may be added to the Territory, and the Licensed Service may thereafter commence making Included Programs available therein, at different times.
Expansion of Territory. The term Territory shall be amended to include Canada and Mexico if Distributor meets the Minimum Sales Milestones for Year 1 as more fully described in Section 4 below. For the purpose of preserving DISTRIBUTOR’S rights in such an expanded Territory, Supplier shall not take any action that would frustrate or limit those rights, including, without limitation, directly or indirectly granting any distribution, licensing or similar rights to any third party for the Products in Canada or Mexico prior to the conclusion of Year 1 (and any applicable cure period).
Expansion of Territory. Xxxxxxx shall give Pfizer reasonable prior notice in the event that it desires to pursue marketing and sales activities for the Product in countries or geographic regions outside of the Territory. The Parties will then determine the preparatory work that may be required (if any) and upon agreement, Pfizer shall provide Xxxxxxx with all necessary additional technical/developmental and regulatory support, including, for example, regulatory support for Xxxxxxx’x supplemental regulatory filings, packaging and product development, labeling, and relevant Regulatory Authority inspections. Any additional technical/developmental and regulatory support for such other countries or geographic regions shall be considered a change in Project scope and the Parties will agree to the reasonable incremental costs of such additional support in accordance with Section 3.3(a). Any additional pre-approval inspections of the Facility that may be required by relevant Regulatory Authorities as a result shall be reimbursed in accordance with Section 7.5(b). If Xxxxxxx chooses to engage Pfizer to manufacture the Product for marketing and sale outside of the Territory, such batches which are produced shall be applied to any and all of Xxxxxxx’x Minimum Purchase Requirement as defined in Section 6.8. Except as provided herein, nothing contained in this Section 3.3(b) shall grant any right to Pfizer, or obligate Xxxxxxx in any way to engage Pfizer to manufacture the Product for sale outside of the Territory.
Expansion of Territory. At its discretion and upon written notice to Tanabe, Lynx during the term of the Agreement may decide to add to the definition of "Territory" any one or more of the countries of Hong Kong, Singapore or China, which shall be effective upon written acceptance by Tanabe. Such decision may be premised on, among other things, Lynx's determination that Tanabe's competitive position in such country or countries would not be unduly restricted and that expanding the defined Territory would not jeopardize Lynx's ability to execute other license agreements covering Licensed Compounds elsewhere in the world. In the event Lynx agrees to add any such country to the Territory, Tanabe also may request to add any such country to the definition of "Exclusive Territory". If Lynx in its discretion is willing to make such country exclusive under this Agreement, Lynx will in that case make a proposal to Tanabe regarding any fees or milestone payments required to convert such country to exclusivity, which proposal Tanabe may accept or decline.
Expansion of Territory. CVDI will promptly advise Dade in writing of opportunities for extension of Dade's distribution rights into any country in which CVDI desires to expand or any country where existing rights lapse or are subject to competitive bid where Dade has a distribution network in place. CVDI agrees not to enter into any contract for distribution rights in such other country until the earlier of the receipt of a proposal from Dade regarding such country or the expiration of the ninety (90) day period following Dade's receipt of written notification pursuant to this sub-section. In- considering the award of any expansion territory, the parties hereto agree to consider the relationship of CVDI and Dade and Dade's performance hereunder as a criteria in making any such award. Nothing in this subsection shall limit the rights of CVDI to solicit, review or negotiate with any party at any time with respect to areas outside the Territory as the same may exist from time to time. 3.
Expansion of Territory. The parties acknowledge that they may in the future determine that is in their mutual benefit to expand the Territory to include other regions or states. Such expansion may only occur if the parties agree in writing, which agreement will be subject to each party's sole and absolute discretion. The foregoing does not give Redhook any rights if Xxxxxx elects to distribute the Product through other distributors.
Expansion of Territory. Pharmanetics will promptly advise Bayer in writing of opportunities for extension of Bayer's distribution rights into any country outside the Territory in which Pharmanetics desires to expand or any country where existing rights lapse or are subject to competitive bid or in any country in which Pharmanetics currently has a distribution agreement, in each case where Bayer has a distribution network in place. Pharmanetics agrees not to enter into any contract for distribution rights in such other country until the earlier of the receipt of a proposal from Bayer regarding such country or the expiration of the ninety (90) day period following Bayer's receipt of written notification pursuant to this sub-section. In considering the award of any expansion territory, the parties hereto agree to consider the relationship of Pharmanetics and Bayer and Bayer's performance hereunder as a criteria in making any such award. Nothing in this sub-section shall limit the rights of Pharmanetics to solicit, review or negotiate with any party at any time with respect to areas outside the Territory as the same may exist from time to time. Notwithstanding the foregoing, if Pharmanetics determines to enter into any agreement or significant negotiations with a third party granting distribution rights to such party with respect to (i) Specialty Products in the United States or Canada or (ii) Products in the Home Market, Pharmanetics will promptly advise Bayer in writing prior to entering into any such negotiations or agreement granting any such distribution rights to a third party. Pharmanetics agrees not to enter into a distribution agreement for (i) Specialty Products in the United States or Canada or (ii) Products in the Home Market until the earlier of the receipt of a proposal from Bayer regarding such rights or the expiration of the ninety (90) day period following Bayer's receipt of written notification pursuant to this sub-section. In considering the award of any such rights, Pharmanetics agrees to consider the relationship of Pharmanetics and Bayer and Bayer's performance hereunder as a criteria in granting such distribution rights. Nothing in this Sub-section shall limit the rights of Pharmanetics to solicit, review or negotiate with any party at any time with respect to such distribution rights. The provisions of this subparagraph relating to Bayer's opportunity to gain distribution rights in the Home Market shall not be available to Bayer if Bayer determines to enter an...
