License Option. For any Invention in which UNIVERSITY has an ownership interest, UNIVERSITY grants to COMPANY a first option to negotiate a license on reasonable commercial terms. The option period will be six months, beginning on the date the UNIVERSITY discloses the Invention to COMPANY.
License Option. (a) So long as the provisions of Section 2.5(b) are complied with and AFFIMED and, as applicable, any AFFIMED Collaborator, is not otherwise in breach of any material provision of this Agreement, upon ***** prior written notice, on an Immunoglobulin by Immunoglobulin basis, XOMA hereby agrees to grant (the “Option”) a worldwide, non-exclusive, nontransferable license to AFFIMED, on its own behalf and on behalf of an AFFIMED Collaborator, under the XOMA Patent Rights and the XOMA Know-How in the AFFIMED Field to:
(i) make or have made (in a prokaryote and without use of a discistronic construct), use, sell, offer to sell, import and otherwise commercialize those Licensed Immunoglobulins discovered, isolated or optimized under the Research License and as to which AFFIMED or the AFFIMED Collaborator pays the amounts, including royalties on Net Sales, due under Article 3; and/or
(ii) to make in E. Coli, solely on its own behalf, clinical and commercial supplies of any Immunoglobulin discovered or isolated exclusively by AFFIMED or by AFFIMED on behalf of an AFFIMED Collaborator and as to which AFFIMED pays the amounts, including royalties on Net Sales, due under Article 3. XOMA shall not be obligated to grant the license provided for in this Section 2.5(a) unless the other provisions of this Agreement, including Section 2.5(b), are complied with.
(b) For each Licensed Immunoglobulin as to which AFFIMED wishes to obtain a license pursuant to Section 2.5(a), AFFIMED shall provide to XOMA a written notice which identifies the specific Immunoglobulin for which AFFIMED seeks such a license, the target to which such Immunoglobulin binds, a designation as to whether such Immunoglobulin was discovered or isolated pursuant to the Research License, a written certification that AFFIMED or as applicable an AFFIMED Collaborator, for each Licensed Immunoglobulin, has complied with all of the provisions of this Agreement and a notification as to whether AFFIMED seeks a license pursuant to Section 2.5(a)(i), Section 2.5(a)(ii) or both. Upon receipt of such written notice, XOMA shall, pursuant to its then most current standard non-economic terms, grant the applicable license, unless (i) such Immunoglobulin or target is the subject of an exclusive license granted by XOMA to a Third Party or (ii) XOMA has contemporaneous written proof of a bona fide development program with respect to any Immunoglobulin binding to the same target as the Immunoglobulin as to which the request for...
License Option. D.4.a. Aegis hereby grants to Lightlake an exclusive option (the “Lightlake Option”), to obtain an exclusive (even as to Aegis), worldwide, royalty-bearing license (with the right to grant sublicenses through multiple tiers) under Aegis’s interests in the Technology and any Joint Invention (including under any resulting patents) (the “Subject Invention”) to the Technology to research, develop, make, have made, use, sell, offer for sale, and import products containing the Compound or an Additional Compound in the Field (the “License Agreement”). Lightlake may exercise such Lightlake Option with respect to the Compounds by written notice to Aegis within 90 days of the completion of the Study for the Compounds. Lightlake may also separately exercise such Lightlake Option with respect to the Additional Compounds by written notice to Aegis within 90 days the completion of the Study for the Additional Compounds. The License Agreement shall include the terms set forth in Attachment B and shall supersede any restrictions on use of the Technology contained in this Agreement. The parties shall use commercially reasonable efforts and shall work in good faith to negotiate and execute the definitive License Agreement during the 120 day periods following exercise of the Lightlake Option with respect to the Compound and the Additional Compounds (the “Negotiation Periods”). Such Negotiation Periods may be extended by mutual agreement of the Parties.
D.4.b. If such option or license is not concluded within the Negotiation Period, except as set forth below, neither party will have any further obligations to the other with respect to such Subject Invention. In the event that the parties are unable to finalize the License Agreement despite good faith negotiations in accordance with Section D.4.a during the Term, then Aegis shall be free to offer exclusive or non-exclusive licenses to the Joint Invention provided that for a period of twelve (12) months after the termination of the negotiations, Aegis shall not offer such a license to any third party under financial terms materially different from those offered to Lightlake without first offering those same terms to Lightlake. Confidential Treatment Requested by Lightlake Therapeutics Inc. IRS Employer Identification No. 00-0000000 Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”
License Option. In consideration for the payment by PII to RBX of the sum of [*] pursuant to the terms of a certain Letter Agreement between the Parties dated August 2, 2006, the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by RBX, subject to and upon the terms and conditions of this Agreement, RBX hereby grants to PII an exclusive option to acquire an exclusive, royalty bearing license and sublicense rights to the RBX Intellectual Property in the Field in the Territory, all as set forth in Article I and Articles III through XII of this Agreement (the “Option”).
License Option. AmEx shall have the right, exercisable at any time on or before [*] after the Effective Date, to acquire a license (the "License") to use the current version of XMS for its internal data processing operations on the terms and subject to the conditions set forth in Section 4.2 and in the Volume License Agreement, subject to such modifications thereto as may be agreed through good faith negotiations of the Parties. The License will permit use of XMS by a maximum of [*] North America-based Authorized Users.
License Option. Cubist shall use Commercially Reasonable Efforts to obtain the written agreement of each Other Licensee granting to Cubist an option to acquire a nonexclusive license to access, reference, interpret, disclose, tabulate, analyze or otherwise use all Other Licensee Data for the purpose of supporting Drug Approval Applications in any country within the Territory. Cubist shall also use Commercially Reasonable Efforts to obtain the written agreement of such Other Licensee that Cubist shall have the right to grant to Chiron a sublicense to any such nonexclusive license such that Chiron can access, reference, interpret, disclose, tabulate, analyze or otherwise use all the Other Licensee Data of such Other Licensee for the purpose of supporting Drug Approval Applications in any country within the Territory. In the event that any such nonexclusive license may be sublicensed to Chiron and that Chiron requests that Cubist exercise any such option to acquire such nonexclusive license, then Chiron shall pay for any and all of the costs of exercising such option to the extent attributable to the grant of the sublicense to Chiron.
License Option. If, during the term of the Agreement, Lumena determines to seek a third party sublicensee of Lumena’s rights to commercialize the Compound or Licensed Products (together with or without research and development rights) (“Commercial License”), Lumena will notify Pfizer in writing and provide Pfizer with a summary of all clinical data obtained from any clinical trials conducted by or on behalf of Lumena on such Compound[s] or Licensed Products (“Data Package”), and any other information reasonably requested by Pfizer, in order to allow Pfizer to determine whether it wishes to negotiate with Lumena for such a Commercial License. Pfizer will have a period of […***…] after receipt of the Data Package (“Notice Period”) to notify Lumena in writing of its interest in negotiating for a Commercial License (“Notice”) and thereafter Pfizer will have the exclusive right to negotiate with Lumena for a period of […***…] (“Negotiation Period”) in good faith, the terms of a Commercial License. If Pfizer fails to provide Notice to Lumena within the Notice Period, or the parties fail to enter into a Commercial License within the Negotiation Period, Lumena will be free to enter into a Commercial License with any Third Party, provided however that if Lumena does not enter into a Commercial License with a Third Party or is not continuing in good faith negotiations with a Third Party for a Commercial License, within […***…] following the expiration of the Notice Period (if Pfizer failed to provide Notice), or the Negotiation Period (if Pfizer provided Notice), then upon Lumena determining again to seek a Commercial License with a Third Party to the Compound or Licensed Products, Lumena will provide Pfizer with a further Data Package and Pfizer will have a further exclusive period of […***…] to negotiate in good faith with Lumena, the terms of Commercial License to the Compound or Licensed Products. If the parties do not enter into such a Commercial License during this […***…] period, Lumena will have no further obligations to negotiate with Pfizer and Lumena will be free to enter into any license or sublicense agreement with any Third Party for the Compound or Licensed Products without further obligation to Pfizer.
License Option. To the extent legally able, the University hereby grants Company a first right to obtain a non-exclusive or exclusive (at the election of Company in its sole discretion), royalty-bearing, perpetual and transferable worldwide license, with the right to grant sublicenses through multiple tiers, to University’s interest in any University Invention or in any Joint Invention (“Option”). Company shall advise University in writing within [***] of any disclosure made to the Company pursuant to Section 10(d)(i) of a University Invention or Joint Invention whether or not it wishes to exercise the Option. During such Option period, in the event University does not intend to file a patent for protection of the University Invention, then upon Company’s request, University agrees to file patent application(s) of such University Invention provided that Company shall bear all costs for such filing and reimburse University for its reasonable costs related thereto. The Parties will have [***] from the date of election to negotiate and conclude an exclusive license agreement (as may be extended as set forth in this Section 10(e), the “Negotiation Period”). Such period may be further extended by mutual written agreement of the parties. Such license shall contain reasonable terms and shall require diligent performance by Company for the timely commercial development and early marketing of such inventions, and include Company’s continuing obligation to pay patent costs. If the license has not been concluded within the period described above, rights to the University Inventions and Joint Inventions disclosed hereunder shall be disposed of in accordance with University policies, with no further obligation to Company; provided that University will not enter into an agreement with a third party regarding the sale or license of such University Inventions on terms that are materially more favorable to the third party than those terms last offered to Company for one year after the negotiations between Company and University are terminated. For clarity, during and before the Negotiation Period described above, with respect to a particular University Invention, to the extent legally able, University shall not grant to any third party any rights in or otherwise encumber such University Invention in any manner that would prevent University from granting to Company an exclusive license as contemplated hereunder.
License Option. For each RNA Target in the Isis DS-Target Pool (as further described below) Alnylam grants Isis an option to obtain (on a Reserved DS-Target-by-Reserved DS-Target basis), subject to the terms and conditions of this Agreement, including, but not limited to, the restrictions set forth in Section 6.5, a non-exclusive license under, subject to the terms of Section 11.8, Alnylam Current Motif and Mechanism Patents, Alnylam Current Chemistry Patents and Alnylam’s rights in Joint Patents, to research, develop, make, have made, use, import, offer for sale and sell Double Stranded RNA Products that are Isis Products.
(a) This option will expire on a Reserved DS-Target-by-Reserved DS-Target basis if Isis has not paid Alnylam the option fee set forth in Section 8.1 below before the earlier of (i) [***] with respect to such Reserved DS-Target, (ii) the [***] anniversary of the date such Reserved DS-Target [***] or the [***] anniversary of the date such Reserved DS-Target [***] with a Third Party and Isis is contractually able to revoke such Third Party’s rights or (iii) the date Isis [***] with respect to such Reserved DS-Target.
(b) For any Reserved DS-Target for which Isis obtains a license from Alnylam under this Section 6.2, Isis will use Commercially Reasonable Efforts (either on its own or in an Antisense Drug Discovery Program or Development Collaboration) to develop and commercialize Double Stranded RNA Products that modulate such Reserved DS-Target.
License Option. For each Gene Target in the Isis Target Pool (as further described below) Alnylam grants Isis an exclusive option to obtain (on a Reserved Target-by-Reserved Target basis), subject to the terms and conditions of this Agreement, including, but not limited to, the restrictions set forth in Section 6.5, a license under (i) Alnylam Current Motif and Mechanism Patents and Alnylam Current Chemistry Patents and (ii) subject to the terms of Section 11.8,
