Failure to Commercialize. If Licensee is not fulfilling its obligations under Section 7.1 with respect to the Field in any country, and Caltech so notifies Licensee in writing, Caltech and Licensee shall negotiate in good faith any additional efforts to be taken by Licensee. If the parties do not reach agreement within thirty (30) days of Caltech’s written notice, the parties shall submit the issue to arbitration as provided in Article 12.
Failure to Commercialize. If [***] ([***]) years after the Effective Date, Licensee is not fulfilling its obligations under Section 7.1 with respect to the Field in at least [***] within the Territory, and Caltech so notifies Licensee in writing, Caltech and Licensee shall negotiate in good faith any additional efforts to be taken by Licensee. If the Parties do not reach agreement within [***] ([***]) days of Caltech’s written notice, Caltech may notify Licensee in writing that the license granted under Section 2.1(a) will be converted to a non-exclusive license grant. Licensee hereby acknowledges that said notification shall constitute a conversion of Licensee’s co-exclusive rights under Section 2.1(a) to non-exclusive rights, and that Licensee shall no longer be obligated under Sections 7.1 or 7.2. Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. Confidential Treatment Requested by Homology Medicines, Inc.
Failure to Commercialize. If Licensee is not fulfilling its obligations under Section 7.1 with respect to the Field in ***, and Caltech so notifies Licensee in writing, Caltech and Licensee shall negotiate in good faith any additional efforts to be taken by Licensee. If the Parties do not reach agreement within *** (***) days of Caltech’s written notice, Caltech may terminate this Agreement pursuant to Article 10. *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Failure to Commercialize. If this Agreement is terminated under Section 8.04(vi) for failure to commercialize the Product for the Indication, Inpharmakon shall have the exclusive option to purchase Horizon's rights to the Formulation and the NDA for the Product for the Indication, if applicable, and the exclusive right to use the data from the Clinical Trials, all for a price equal to Horizon's booked costs incurred to obtain the same. In that event, Inpharmakon shall have the right to proceed with a NDA for the Product for the Indication by itself or through others.
Failure to Commercialize. In the event that Allergan has not made a First Commercial Sale in a Major Market within twelve (12) months after Marketing Approval in such Major Market, unless the parties mutually agree not to market Product in such Major Market, then the license granted in Section 4.1 shall become non-exclusive in such country unless Allergan's failure to make such a First Commercial Sale results from Ista's failure to supply Product.
Failure to Commercialize. If there is a delay in achieving a development objective set forth in a development plan subject to section 4.B, then Company may nonetheless establish that it is using best commercially reasonable efforts if Company submits to University evidence:
Failure to Commercialize. If Licensee is not fulfilling its obligations under Section 7.1 with respect to the Field in any country, and Caltech so notifies Licensee in writing, Caltech and Licensee shall negotiate in good faith any additional efforts to be taken by Licensee.
Failure to Commercialize. If Licensee is not fulfilling its obligations under Section 7.1 with respect to a Licensed Product in the Field, and Caltech so notifies Licensee in writing, Caltech and Licensee shall discuss additional efforts to be taken by Licensee. Licensee may remedy any failure to use commercially reasonable efforts by implementing the agreed-upon actions or at Licensee’s option, with Caltech’s consent, agreeing to pay Caltech increased annual minimums in lieu of the minimums provided in the first sentence of Section 5.6 as follows: an annual minimum royalty of [***] on the [***] anniversaries of the Effective Date; [***] on the [***] anniversaries of the Effective Date; and [***] on the [***] anniversary of the Effective Date and each anniversary thereof. If Licensee has not cured, or is not using reasonable efforts to cure, within [***] days of Caltech’s notice, then Caltech shall have the right to terminate pursuant to Section 10.
Failure to Commercialize. Without limiting its rights under Section 16.1(a) and subject at all times to Applied’s material compliance with its obligations to fulfil Purchase Orders in accordance with Section 8.2, such that Advanz has sufficient Product to Commercialize in accordance with the Commercialization Plan for the duration of the relevant period:
Failure to Commercialize. Cytogen may terminate this Agreement at ------------------------ any time upon Faulding's failure to use diligent efforts to move ahead with its obligations to market, sell and distribute Products under Section 5.1 hereof and upon the continuation of such failure for more than ninety (90) days after delivery of written notice to Faulding of such failure, except where such failure of Faulding is a result of the failure of Cytogen to meet its obligations as defined in this Agreement or due to circumstances beyond the reasonable control of Faulding pursuant to Section 11.7 hereof.
