Common use of License in a Bankruptcy Event Clause in Contracts

License in a Bankruptcy Event. In the event of a Bankruptcy Event with regard to Corium, Corium will use reasonable commercial efforts to continue to supply Xxxx with the Products on substantially similar terms and conditions as Xxxx received prior to Corium’s Bankruptcy Event. In the event that (a) Corium becomes the debtor in a case under Chapter 7 of Title 11, U.S. Code (the “Bankruptcy Code”) or (b) Corium both (i) becomes the debtor in a case under Chapter 11 of the Bankruptcy Code and (ii) is unable to meet Xxxx’x forecasted demand for Products for a period of sixty (60) continuous days, then in case of either (a) or (b), Corium hereby grants to Xxxx a non-exclusive, non-transferable, non-sublicensable (except as permitted pursuant to Section 7.4(c)), license to Corium’s Know-How to make the Products solely to the extent necessary to enable Xxxx to continue Commercialization of the Products in the Territory in accordance with this Agreement. In exchange for any license rights granted pursuant to this Section 6.2, Xxxx will pay Corium a royalty of [*]on its Net Sales of the [*] and the [*] Products. For the avoidance of doubt, Xxxx will not have a license to use Corium’s Know-How to make, have made, sell, use, or otherwise exploit any other products. Xxxx shall be responsible for all costs, including all costs incurred by Corium, to transfer any Corium Know-How to Xxxx to enable Xxxx to exercise the license described in this Section 6.2. Xxxx covenants and agrees that it will forebear from exercising any of the rights granted under this Section 6.2 unless and until the conditions described clauses (a) or (b)(i) and (b)(ii) of this Section 6.2 have been met.

License in a Bankruptcy Event. In the event of a Bankruptcy Event with regard to Corium, Corium will use reasonable commercial efforts to continue to supply Xxxx with the Products Product on substantially similar terms and conditions as Xxxx received prior to Corium’s Bankruptcy Event. In the event that (a) Corium becomes the debtor in a case under Chapter 7 of Title 11, U.S. Code (the “Bankruptcy Code”) [*]or (b) Corium both (i) becomes the debtor in a case under Chapter 11 of the Bankruptcy Code and (ii) is unable to meet Xxxx’x forecasted demand for Products for a period of sixty (60) continuous days[*], then in case of either (a) or (b), Corium hereby grants to Xxxx a non-exclusive, non-transferable, non-sublicensable (except as permitted pursuant to Section 7.4(c6.4(c)), license to Corium’s Technical Information and Know-How owned or controlled by Corium to make the Products Product solely to the extent necessary to enable Xxxx to continue Commercialization of the Products Product in the Territory in accordance with this Agreement. In exchange for any license rights granted pursuant to this Section 6.25.2, and in lieu of the payments set forth in Sections 9.1 and 9.2, Xxxx will pay Corium a royalty of [*]] on its Net Sales of the [*] and the [*] ProductsProduct. For the avoidance of doubt, Xxxx will not have a license to use Corium’s Know-How to make, have made, sell, use, or otherwise exploit any other products. Xxxx shall be responsible for all costs, including all costs incurred by Corium, to transfer any Corium Know-How to Xxxx to enable Xxxx to exercise the license described in this Section 6.25.2. Xxxx covenants and agrees that it will forebear from exercising any of the rights granted under this Section 6.2 5.2 unless and until the conditions described clauses (a) or (b)(i) and (b)(ii) of this Section 6.2 5.2 have been met.

License in a Bankruptcy Event. In the event of a Bankruptcy Event with regard to Corium, Corium will use reasonable commercial efforts to continue to supply Xxxx with the Products Product on substantially similar terms and conditions as Xxxx received prior to Corium’s Bankruptcy Event. In the event that (a) Corium becomes the debtor in a case under Chapter 7 of Title 11, U.S. Code (the “Bankruptcy Code”) or (b) Corium both (i) becomes the debtor in a case under Chapter 11 of the Bankruptcy Code and (ii) is unable to meet Xxxx’x forecasted demand for Products Product for a period of sixty (60) continuous days, then in case of either (a) or (b), Corium hereby grants to Xxxx a non-exclusive, non-transferable, non-sublicensable (except as permitted pursuant to Section 7.4(c6.4(c)), license to Corium’s Technical Information and Know-How owned or controlled by Corium to make the Products Product solely to the extent necessary to enable Xxxx to continue Commercialization of the Products Product in the Territory in accordance with this Agreement. In exchange for any license rights granted pursuant to this Section 6.25.2, and in lieu of the payments set forth in Sections 9.1 and 9.2, Xxxx will pay Corium a royalty of [*]] on its Net Sales of the [*] and the [*] ProductsProduct. For the avoidance of doubt, Xxxx will not have a license to use Corium’s Know-How to make, have made, sell, use, or otherwise exploit any other products. Xxxx shall be responsible for all costs, including all costs incurred by Corium, to transfer any Corium Know-How to Xxxx to enable Xxxx to exercise the license described in this Section 6.25.2. Xxxx covenants and agrees that it will forebear from exercising any of the rights granted under this Section 6.2 5.2 unless and until the conditions described clauses (a) or (b)(i) and (b)(ii) of this Section 6.2 5.2 have been met.

License in a Bankruptcy Event. In the event of a Bankruptcy Event with regard to Corium, Corium will use reasonable commercial efforts to continue to supply Xxxx with the Products on substantially similar terms and conditions as Xxxx received prior to Corium’s Bankruptcy Event. In the event that (a) Corium becomes the debtor in a case under Chapter 7 of Title 11, U.S. Code (the “Bankruptcy Code”) or (b) Corium both (i) becomes the debtor in a case under Chapter 11 of the Bankruptcy Code and (ii) is unable to meet Xxxx’x forecasted demand for Products for a period of sixty (60) continuous days, then *Confidential Treatment Requested. in case of either (a) or (b), Corium hereby grants to Xxxx a non-exclusive, non-transferable, non-sublicensable (except as permitted pursuant to Section 7.4(c)), license to Corium’s Know-How to make the Products solely to the extent necessary to enable Xxxx to continue Commercialization of the Products in the Territory in accordance with this Agreement. In exchange for any license rights granted pursuant to this Section 6.2, Xxxx will pay Corium a royalty of [*]on its Net Sales of the [*] and the [*] Products. For the avoidance of doubt, Xxxx will not have a license to use Corium’s Know-How to make, have made, sell, use, or otherwise exploit any other products. Xxxx shall be responsible for all costs, including all costs incurred by Corium, to transfer any Corium Know-How to Xxxx to enable Xxxx to exercise the license described in this Section 6.2. Xxxx covenants and agrees that it will forebear from exercising any of the rights granted under this Section 6.2 unless and until the conditions described clauses (a) or (b)(i) and (b)(ii) of this Section 6.2 have been met.