GSK'S PROOF OF PRINCIPLE OPTION Sample Clauses

GSK'S PROOF OF PRINCIPLE OPTION. Subject to the terms and conditions set forth herein, GSK shall have an option to acquire an exclusive (even as to Corixa), royalty-bearing, worldwide license or sublicense, as applicable, with the right to grant further sublicenses, under all of: (a) the intellectual property rights licensed by GSK to Corixa under Section 4.1 hereof and (b) Corixa's right, title and interest in and to any and all Corixa Program Inventions or Joint Program Inventions, to research, develop, make, have made, use, have used, sell, offer for sale, have sold, keep and import the Licensed Products described in the Proof of Principle Report within the applicable Licensed Product Field (the "Proof of Principle Option"). Each Proof of Principle Option shall commence upon receipt by GSK of the Proof of Principle Report for a Licensed Product. The terms of any license granted to GSK upon exercise of the Proof of Principle Option (the "Proof of Principle Option License") shall be in accordance with the terms set forth in this Section 3.1.2 and the terms set forth on Exhibit 3.1.2. Upon exercise of the Proof of Principle Option, GSK shall automatically have the rights provided in Section 3.2 of the Corixa Takeaway Agreement related to the development and commercialization of TDM Products for use in association with the Licensed Products described in the Proof of Principle Report. GSK shall exercise the Proof of Principle Option if at all, by giving written notice to Corixa of its desire to exercise such option within [*] days of receipt of the Proof of Principle Report to which the option relates. Such notice shall make specific reference to the Proof of Principle Report to which it is responsive. Corixa shall have certain co-promotion rights to the Product Fields that GSK licenses through the exercise of the Proof of Principle Option as set forth in Section 6.1.
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Related to GSK'S PROOF OF PRINCIPLE OPTION

  • Unconditional Right of Holders to Receive Principal, Premium and Interest and to Convert Notwithstanding any other provision in this Indenture, the Holder of any Security shall have the right, which is absolute and unconditional, to receive payment of the principal of and any premium and (subject to Section 307) interest on such Security on the respective Stated Maturities expressed in such Security (or, in the case of redemption, on the Redemption Date), and, if the terms of such Security so provide, to convert such Security in accordance with its terms, and to institute suit for the enforcement of any such payment and, if applicable, any such right to convert, and such rights shall not be impaired without the consent of such Holder.

  • Payment of Principal Premium, if any, and Interest; Interest on Overdue Principal; Principal, Premium, if any, and Interest Rights Preserved.

  • Proof of Execution of Instruments and of Holding of Securities; Record Date Subject to Sections 5.01 and 5.02, the execution of any instrument by a Securityholder or his agent or proxy may be proved in accordance with such reasonable rules and regulations as may be prescribed by the Trustee or in such manner as shall be satisfactory to the Trustee. The holding of Securities shall be proved by the Security register or by a certificate of the registrar thereof. The Issuer may set a record date for purposes of determining the identity of holders of Securities of any series entitled to vote or consent to any action referred to in Section 6.01, which record date may be set at any time or from time to time by notice to the Trustee, for any date or dates (in the case of any adjournment or reconsideration) not more than 60 days nor less than five days prior to the proposed date of such vote or consent, and thereafter, notwithstanding any other provisions hereof, only holders of Securities of such series of record on such record date shall be entitled to so vote or give such consent or revoke such vote or consent.

  • Prepayment of Principal Mandatory prepayments of principal, if any, of each Series of Notes shall be determined, allocated and distributed in accordance with the procedures set forth in the applicable Series Supplement, if not otherwise described herein.

  • Repayment of Principal Except as otherwise provided herein, the Company will repay the outstanding principal amount of this Note within fourteen (14) Business Days of the Offering Funding Date (the “Maturity Date”). This Note does not bear interest. At the option of the Lender, funds available for repayment of the loan may be held in a Company account, interest free, after the Maturity Date. Such funds shall not be used or otherwise pledged until such time as the Company and Lender have entered into another note.

  • Unconditional Right of Securityholders to Receive Principal, Premium and Interest Notwithstanding any other provisions in this Indenture, the Holder of any Security shall have the right, which is absolute and unconditional, to receive payment of the principal of (and premium, if any) and (subject to Section 3.07) interest on such Security on the respective Stated Maturities expressed in such Security (or, in the case of redemption or repayment, on the Redemption Date or Repayment Date, as the case may be) and to institute suit for the enforcement of any such payment, and such right shall not be impaired without the consent of such Holder.

  • Payment of Principal, Premium, if any, and Interest The Company covenants and agrees for the benefit of the Holders of the Securities that it will duly and punctually pay the principal of and any premium and interest (including any Additional Interest) on the Securities in accordance with the terms of the Securities and this Indenture.

  • Proof of Execution of Instruments and of Holding of Securities Subject to Sections 6.1 and 6.2, the execution of any instrument by a Securityholder or his agent or proxy may be proved in the following manner:

  • Unconditional Right of Holders to Receive Principal, Premium and Interest Notwithstanding any other provision in this Indenture, the Holder of any Security shall have the right, which is absolute and unconditional, to receive payment of the principal of and any premium and (subject to Section 307) interest on such Security on the respective Stated Maturities expressed in such Security (or, in the case of redemption, on the Redemption Date) and to institute suit for the enforcement of any such payment, and such rights shall not be impaired without the consent of such Holder.

  • Payment of Price The full exercise price for the portion of the Option being exercised shall be paid to the Company as provided below:

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