Grant by Warner Sample Clauses

Grant by Warner. Warner hereby grants and agrees to grant to Onyx exclusive, worldwide (except for Japan) licenses under the Warner Patents solely to make, have made, use and sell (with the right to sublicense) each compound designated as an Onyx Lead Compound or as an Onyx Product. Such licenses with respect to an Onyx Lead Compound are co-exclusive between Onyx and Warner. Such licenses with respect to an Onyx Product are exclusive even as to Warner.
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Grant by Warner. Subject to the terms and conditions of this --------------- Agreement, Warner hereby grants and agrees to grant to GenVec an exclusive (except as to Warner) license under the Background Technology and Collaboration Technology owned or Controlled by Warner to the extent necessary for GenVec to (a) use, offer for sale and promote any Collaboration Product in the Co- Promotion Countries, if the Parties enter into a Co-Promotion Agreement pursuant to Article 9, and (b) manufacture or have manufactured Bulk Products, pursuant to the terms of Article 11. GenVec may not sublicense any of its rights granted under this Section 5.2 without the prior written consent of Warner.
Grant by Warner. Warner hereby grants and agrees to grant to LeukoSite under the Patent Rights of Warner and under Warner Collaboration Technology and Warner Background Technology (i) exclusive, worldwide licenses to the limited extent necessary to make, have made, use and sell (with the right to sublicense) each LeukoSite Product and (ii) co-exclusive licenses (non-sublicensable and shared only with Warner) to the limited extent necessary to use and sell each Warner-LeukoSite Product in the Designated Co-Promotion Countries pursuant to the terms of this Agreement. (a) Warner agrees that Warner will not use or grant rights to use Warner compounds identified as MCP-1 Inhibitors using the screens referred to in Section 1.1 for an MCP-1 Inhibitor and will not use or grant rights to use LeukoSite Background Technology or LeukoSite Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities under the Stage 2 Research Plan, and/or (iv) activities with respect to development, marketing, sale, manufacture or use of a Warner Product and/or a Warner-LeukoSite Product for which payments are to be made to LeukoSite under this Agreement. (b) LeukoSite agrees that LeukoSite will not use or grant rights to use Warner compounds identified as MCP-1 Inhibitors using the screens referred to in Section 1.1 as an MCP-1 Inhibitor and will not use or grant rights to use Warner Background Technology or Warner Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities licensed under the Stage 2 Research Plan, (iv) activities licensed to LeukoSite pursuant to Section 1.4(a) and/or (v) activities with respect to development, marketing, sale, manufacture or use of a LeukoSite Product for which payments are to be made to Warner under this Agreement.
Grant by Warner. 13 6.3 Royalties Payable by Warner. . . . . . . . . . . . . . . .13 6.4 Royalties Payable by Onyx. . . . . . . . . . . . . . . . .14 6.5
Grant by Warner. Warner hereby grants and agrees to grant to LeukoSite under the Patent Rights of Warner and under Warner Collaboration Technology and Warner Background Technology exclusive, worldwide licenses to make, have made, use, sell, have sold, offer to sell or import (with the right to sublicense) each LeukoSite Product. Notwithstanding the foregoing, no rights under the Patent Rights of Warner, Warner Collaboration Technology or Warner Background Technology are granted to LeukoSite to make, have made, use, sell, have sold, offer to sell or import any monoclonal antibody or any fragment, subunit, derivative or variant thereof or DNA encoding such product for human therapeutic or prophylactic use.
Grant by Warner. Subject to the terms and conditions of this Agreement, Warner hereby grants and agrees to grant to CoCensys an exclusive (except as to Warner) license under the Patent Rights, Background Technology and Collaboration Technology owned or Controlled by Warner to the extent necessary for CoCensys to (a) participate in Preclinical Development and Development as set forth in Section 5, and (b) use and promote any Collaboration Product in the Co-Promotion Country pursuant to the terms of Section 7, once it has exercised the Re-engagement Option with respect to such Collaboration Product. CoCensys may not sublicense any of its rights granted under this Section 6.2 without the prior written consent of Warner, not to be unreasonably withheld.
Grant by Warner. Subject to the terms and conditions of this Agreement, Warner hereby grants and agrees to grant to Sequana the following licenses: 4.2.1 an exclusive (except as to Warner) license, with the right to sublicense under Warner's interest in the Background Technology, Collaboration Technology, Patent Rights and Know-How to the extent necessary, for Sequana to use, offer for sale, sell and promote any Other Product in the co-promotion countries, if the Parties enter into a Co-Promotion Agreement pursuant to Section 8.2; 4.2.2 an exclusive (even as to Warner) worldwide license, with the right to sublicense, under Warner's interest in Background Technology. Collaboration Technology Patent Rights and Know-How to make, have made, use, import, offer for sale and sell Diagnostic Products. 4.2.3 a non-exclusive, royalty-free, worldwide license, with the right to sublicense, under Warner's interest in any improvements or enhancements made by Warner to the Sequana Technology for all purposes.
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Grant by Warner. Warner hereby grants to Synaptic, a nonexclusive, worldwide, royalty-free license to use solely for the purposes of carrying out its obligations under this Agreement, all Warner Project Technology and all Warner Patent Rights.

Related to Grant by Warner

  • Vesting and Exercise of Option The Option shall vest and become exercisable during its term in accordance with the following provisions:

  • Grant of Stock Options This non-qualified Stock Option is granted under and pursuant to the Plan and is subject to each and all of the provisions thereof.

  • Exercise of Nonqualified Stock Option If the Option does not qualify as an ISO, there may be a regular federal and California income tax liability upon the exercise of the Option. Participant will be treated as having received compensation income (taxable at ordinary income tax rates) equal to the excess, if any, of the Fair Market Value of the Shares on the date of exercise over the Exercise Price. If Participant is a current or former employee of the Company, the Company may be required to withhold from Participant’s compensation or collect from Participant and pay to the applicable taxing authorities an amount equal to a percentage of this compensation income at the time of exercise.

  • Grant of Stock Units Pursuant to the terms and conditions set forth in this Stock Award Agreement (including Section 1 above) and the Plan, the Administrator hereby grants to the Awardee named in Section 1, on the Grant Date set forth in Section 1, the number of Stock Units set forth in Section 1.

  • Grant of Company Reacquisition Right Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant’s Service terminates for any reason or no reason, with or without cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination, Vested Units (“Unvested Units”), and the Participant shall not be entitled to any payment therefor (the “Company Reacquisition Right”).

  • Vesting of Stock Options All unvested stock options held by Executive, if any, shall vest immediately upon a Change of Control Termination as defined in Section 6.1.

  • Exercise of Stock Options If stock options granted in connection with a Stock Incentive Plan are exercised: (1) Crescent Equities shall, as soon as practicable after such exercise, contribute to the capital of the Partnership an amount equal to the exercise price paid to Crescent Equities by the exercising party; (2) Crescent Equities shall, as of the date on which the purchase of the REIT Shares is consummated by such exercising party, be deemed to have contributed to the Partnership as Contributed Funds pursuant to Section 4.2.A(2) hereof an amount equal to the fair market value (computed using the "closing price" (as such term is defined in the definition of "Value" in Article I hereof) as of the date on which such purchase of REIT Shares is consummated by such exercising party) of the REIT Shares delivered by Crescent Equities to such exercising party; and (3) the General Partner's Partnership Interest shall remain unchanged, and the Partnership Interests of Crescent Equities and the other Limited Partners shall be adjusted as set forth in Section 4.2, based on the amount deemed to be contributed, determined pursuant to Section 4.6.B(2); provided that, for purposes of calculating the "Deemed Value of the Partnership" and the "Deemed Partnership Interest Value" under Section 4.2, the "Value" of a REIT Share shall be the "closing price" (as such term is defined in the definition of the term "Value" in Article I hereof) of a REIT Share as of the date on which the purchase of REIT Shares is consummated by the exercising party.

  • Nonqualified Stock Options If the Shares are held for more than twelve (12) months after the date of purchase of the Shares pursuant to the exercise of an NQSO, any gain realized on disposition of the Shares will be treated as long term capital gain.

  • Grant and Exercise of Option Provided that (i) no Default has occurred and is then continuing (ii) the creditworthiness of Tenant is then reasonably acceptable to Landlord and (iii) Tenant originally named herein or a Permitted Transferee remains in possession of the Leased Premises throughout the term immediately preceding the Extension Term (as defined below), Tenant shall have the option to extend the Lease Term for two (2) additional periods of five (5) years each (the "Extension Term(s)"). Each Extension Term shall be upon the same terms and conditions contained in the Lease except (x) this provision giving two (2) extension options shall be amended to reflect the remaining options to extend, if any, and (y) any improvement allowances or other concessions applicable to the Leased Premises under the Lease shall not apply to the Extension Term, and (z) the Minimum Annual Rent shall be adjusted as set forth below (the "Rent Adjustment"). Tenant shall exercise each option by delivering to Landlord, no later than twelve (12) months prior to the expiration of the preceding term, written notice of Tenant's desire to extend the Lease Term. Tenant's failure to timely exercise such option shall be deemed a waiver of such option and any succeeding option. Landlord shall notify Tenant of the amount of the Rent Adjustment no later than one hundred eighty (180) days prior to the commencement of the Extension Term. Tenant shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within thirty (30) days after receipt thereof. If Tenant exercises its option to extend in accordance with the terms hereof, Landlord and Tenant shall execute an amendment to the Lease reflecting the terms and conditions of the Extension Term within thirty (30) days after Tenant's acceptance (or deemed acceptance) of the Rent Adjustment.

  • Stock Plan Each stock option granted under any stock option plan of the Company (each, a “Stock Plan”) was granted with a per share exercise price no less than the fair market value per Common Share on the grant date of such option, and no such grant involved any “back-dating,” “forward-dating” or similar practice with respect to the effective date of such grant; each such option (i) was granted in compliance with applicable law and with the applicable Stock Plan(s), (ii) was duly approved by the board of directors (or a duly authorized committee thereof) of the Company or such Subsidiary, as applicable, and (iii) has been properly accounted for in the Company’s consolidated financial statements and disclosed, to the extent required, in the Company’s filings or submissions with the Commission and the Canadian Qualifying Authorities.

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