Common use of General Diligence Clause in Contracts

General Diligence. Licensee, following execution of this Agreement, will use Commercially Reasonable Efforts to proceed with the development, manufacture and Sale of Licensed Products [***] in the Territory. Without limiting the following, unless otherwise agreed by the Parties in a writing that specifically references these obligations, Licensee shall: (a) [***]; (b) [***]; and (c) [***]; provided that, if Licensee’s failure to meet the applicable diligence obligation under Section 5.1(b) to Section 5.1(c) is the result of (i) Institute’s failure to perform its obligations in accordance with (A) the Research Agreement and the Development Plan (including any timelines set forth therein), or (B) any Manufacturing Agreement entered into by the Parties, or (ii) additional development activities (including any changes to manufacturing process or activities) required by the FDA in order to obtain regulatory approval for a Licensed Product, then in each case the target timeframe to meet the diligence requirements set forth in Section 5.1(b) to Section 5.1(c), as applicable, shall be [***], to complete the required activities. The Parties agree and acknowledge that Licensee has met its diligence obligation as set forth in Section 5.1(a).

General Diligence. Licensee, following execution of this Agreement, will use Commercially Reasonable Efforts to proceed with the development, manufacture and Sale of Licensed Products [***[ * ] in the Territory. Without limiting the following, unless otherwise agreed by the Parties in a writing that specifically references these obligations, Licensee shall: (a) [***[ * ]; (b) [***[ * ]; (c) [ * ]; and (cd) [***[ * ]; provided that, if Licensee’s failure to meet the applicable diligence obligation under Section 5.1(b) to Section 5.1(c5.1(d) is the result of (i) Institute’s failure to perform its obligations in accordance with (A) the Research Agreement and the Development Plan (including any timelines set forth therein), or (B) any Manufacturing Agreement entered into by the Parties, or (ii) additional development activities (including any changes to manufacturing process or activities) required by the FDA in order to obtain regulatory approval for a Licensed Product, then in each case the target timeframe to meet the diligence requirements set forth in Section 5.1(b) to Section 5.1(c5.1(d), as applicable, shall be [***[ * ], to complete the required activities. The Parties agree and acknowledge that Licensee has met its diligence obligation as set forth in Section 5.1(a).

General Diligence. Licensee, following execution of this Agreement, will use Commercially Reasonable Efforts to proceed with the development, manufacture and Sale of Licensed Products in the [***] in the Territory. Without limiting the following, unless otherwise agreed by the Parties in a writing that specifically references these obligations, Licensee shall: (a) [***]; (b) [***]; and (c) [***]; provided that, if Licensee’s failure to meet the applicable diligence obligation under Section 5.1(b) to Section 5.1(c) is the result of (i) Institute’s failure to perform its obligations in accordance with (A) the Research Agreement and the Development Plan (including any timelines set forth therein), or (B) any Manufacturing Agreement entered into by the Parties, or (ii) additional development activities (including any changes to manufacturing process or activities) required by the FDA in order to obtain regulatory approval for a Licensed Product, then in each case the target timeframe to meet the diligence requirements set forth in Section 5.1(b) to Section 5.1(c), as applicable, shall be [***], to complete the required activities. The Parties agree and acknowledge that Licensee has met its diligence obligation as set forth in Section 5.1(a).

General Diligence. Licensee, following execution of this Agreement, will use Commercially Reasonable Efforts to proceed with the development, manufacture and Sale of Licensed Products [***[ * ] in the Territory. Without limiting the following, unless otherwise agreed by the Parties in a writing that specifically references these obligations, Licensee shall: (a) [***[ * ]; (b) [***[ * ]; (c) [ * ]; and (cd) [***[ * ] within [ * ] after [ * ] needed to obtain [ * ]; provided that, if Licensee’s failure to meet the applicable diligence obligation under Section 5.1(b5.1(a) to Section 5.1(c5.1(d) is the result of (i) Institute’s failure to perform its obligations in accordance with (A) the Research Agreement and the Development Plan (including any timelines set forth therein), or (B) any Manufacturing Agreement entered into by the Parties, or (ii) additional development activities (including any changes to manufacturing process or activities) required by the FDA in order to obtain regulatory approval for a Licensed Product, then in each case the target timeframe to meet the diligence requirements set forth in Section 5.1(b5.1(a) to Section 5.1(c5.1(d), as applicable, shall be [***[ * ], to complete the required activities. The Parties agree and acknowledge that Licensee has met its diligence obligation as set forth in Section 5.1(a).