Follow-On Products. The foregoing provisions of this Section 6.4 (including Exhibit 6.4.4) shall apply, mutatis mutandis, to Follow-On Products; provided, however, that except with respect to the royalties payable pursuant to Section 6.4.2 and the payments described in Exhibit 6.4.4, the amounts payable by Kolltan under this Section 6.4 with respect to Follow-On Products shall be [**] percent ([**]%) of the corresponding amounts payable by Kolltan under this Section 6.4 with respect to Licensed Products.
Follow-On Products. If notwithstanding Demonstration of Clinical POC for […***…] Licensed GT Product or […***…] Backup Product, Bayer requests, at any time prior to Bayer’s submission of the first MAA for a Licensed GT Product, that an additional GT Product also be identified and made the subject of an additional POC Trial, the Parties shall discuss in good faith such request, and if mutually agreed, shall either modify the then-current Research Plan and Research Budget to include such activities or (if no Research Plain remains in place) agree a new Research Plan and Research Budget, and […***…], and as necessary the Parties shall extend the Research Term reinstate a Research Term to accommodate such activities, and any such additional GT Product as to which such an additional POC Trial is conducted would be deemed also a Licensed GT Product and subject to Bayer’s license grants set forth in Section 5.1.
Follow-On Products. For a period of ****** from September 26, 2007, Sublicensee will have a right of first negotiation to any Follow-on Products which Sublicensor develops or otherwise obtains rights to as follows: (i) Following completion of the first Phase II clinical study of such Follow-on Product, Sublicensor shall describe the Follow-on Product in writing in reasonable detail, and such description shall be protected as Proprietary Information under this Agreement (a “Confidential Disclosure”); (ii) Sublicensor shall provide the Confidential Disclosure to Sublicensee; and (iii) during the period commencing upon Sublicensee’s receipt of the Confidential Disclosure and expiring ****** days thereafter (the “Discussion Period”), the parties shall discuss in good faith a license and commercialization agreement with respect to the Follow-on Product in the Sublicense Territory. If the parties do not reach agreement during the Discussion Period, then the Right of First Negotiation shall expire, and Sublicensor shall be free to exploit the Follow-on Product on its own, or to market the Follow-on Product to others, on terms no less favorable to Sublicensor than the final terms offered by Sublicensor. In the event Sublicensor receives an offer from any Third Party to license or commercialize the Follow-on Products (an “Outside Offer”), Sublicensor shall promptly so notify to Sublicensee before accepting or rejecting such Third Party offer.
Follow-On Products. (a) Subject to the terms of this Agreement, ***.
(b) If prior to the time at which a milestone payment pursuant to Section 9.3.4(a) is to be made with respect to a subsequent Licensed Product, the first Licensed Product has been substituted by a subsequent Licensed Product or development of the first Licensed Product has been discontinued, then the achievement by such subsequent Licensed Product of a milestone event to the extent the corresponding milestone payment under Section 9.3.2 has not been made with respect to such substituted or discontinued first Licensed Product, shall be deemed to be achievement of the corresponding milestone event under Section 9.3.2 by the first Licensed Product entitling MacroGenics to the corresponding milestone payment under Section 9.3.2.
Follow-On Products. At any time during the Co-Co Agreement Term, either Party may propose to the other Party, through the JRC, to designate a Follow-On Product as an additional Shared Product under this Agreement. The JSC, taking into consideration the recommendations of the JRC and in consultation with the JDC, shall discuss and determine whether to designate such Follow-On Product as an additional Shared Product under this Agreement. Effective as of any such determination by the JSC, such Follow-On Product shall be deemed a Shared Product for all purposes under this Agreement. Notwithstanding anything to the contrary in this Agreement, any decision to designate a Follow-On Product as an additional Shared Product under this Agreement shall be made only by mutual agreement of the Parties through the JSC, and shall not be subject to any Third Party dispute resolution.
Follow-On Products. If Schering develops [***], or seeks approval of [***] and such additional [***] then for such Product (“Follow-on Product”) the following milestones shall apply, the milestone payments otherwise to be made under the terms and conditions set forth in Section 5.2.1. Valentis shall be entitled [***]. [***] US$[***] [***] US$[***] [***] US$[***] [***] US$[***] TOTAL US$[***]
Follow-On Products. If Cumberland obtains approval from the FDA to market and sell a product containing N-acetylcysteine for prevention or mitigation of hepatic injury due to acetaminophen that differs from the Products in pharmaceutical form and/or strength (a “Follow-On Product”), Perrigo shall have the right to request that Cumberland enter into good faith negotiations regarding an arrangement in which Perrigo would be granted the right to sell an authorized generic version of such Follow-On Product following any patent expiration or expiration of FDA exclusivity. Perrigo may request such right to negotiations by providing Cumberland with a written request no later than thirty (30) days after the FDA’s approval of the Follow-On Product. If Perrigo provides Cumberland with such written request within such thirty (30) day period, Cumberland agrees to engage in such good faith, non-exclusive negotiations with Perrigo for a period of sixty (60) days from its receipt of such written request. For avoidance of doubt, neither Perrigo nor Cumberland shall be obligated to enter into any arrangement with respect to an authorized generic version of a Follow-On Product.
Follow-On Products. At any time during the Co-Co Agreement Term, either Party may propose to the other Party, through the JRC, to designate a Follow-On Product as an additional Shared Product under this Agreement. The JSC, taking into consideration the recommendations of the JRC and in consultation with the JDC, shall discuss and determine whether to designate such Follow-On Product as an additional Shared Product under this Agreement. Effective as of any such determination by the JSC, such Follow-On Product shall be deemed a Shared Product for all purposes under this Agreement. Notwithstanding anything to the contrary in this Agreement, any decision to designate a Follow-On Product as an additional Shared Product under this Agreement shall be made only by mutual agreement of the Parties through the JSC, and shall not be subject to any Third Party dispute resolution. [***] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would cause competitive harm if publicly disclosed.
Follow-On Products. (a) Subject to the terms of this Agreement, ***
(b) If prior to the time at which a milestone payment pursuant to Section 9.3.4(a) is to be made with respect to a subsequent Licensed Product, the first Licensed Product has been substituted by a subsequent Licensed Product in the same Licensed Program or development of the first Licensed Product in the same Licensed Program has been discontinued, then the achievement by such subsequent Licensed Product of a milestone event to the extent the corresponding milestone payment under Section 9.3.2 has not been made with respect to such *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. substituted or discontinued first Licensed Product, shall be deemed to be achievement of the corresponding milestone event under Section 9.3.2 by the first Licensed Product entitling MacroGenics to the corresponding milestone payment under Section 9.3.2.
Follow-On Products
