Common use of Failure to Commercialize Clause in Contracts

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.

Appears in 3 contracts

Samples: License Agreement (Homology Medicines, Inc.), License Agreement (Homology Medicines, Inc.), License Agreement (Homology Medicines, Inc.)

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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. HMI | Co-Exclusive License | A B4573824.12 -17- 7/20/2016 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.

Appears in 1 contract

Samples: License Agreement

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