Common use of License Option Clause in Contracts

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 ***”

Appears in 1 contract

Samples: Material Transfer, Option and Research License Agreement

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License Option. D.4.a. a. Aegis hereby grants to Lightlake Opiant an exclusive option (the “Lightlake Opiant 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 Opiant may exercise such Lightlake Opiant Option with respect to the Compounds by written notice to Aegis within 90 days of the completion of the Study for the Compounds. Lightlake Opiant may also separately exercise such Lightlake Opiant 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 terms and conditions to be negotiated in good faith by the terms set forth in Attachment B Parties 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 Opiant 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 InventionCONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. 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 LightlakeTHE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. Confidential Treatment Requested by Lightlake Therapeutics Inc. IRS Employer Identification No. 00-0000000 Confidential treatment requested with respect to certain portions hereof denoted with OMISSIONS ARE DESIGNATED AS “*** REDACTED ***”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

Appears in 1 contract

Samples: Material Transfer, Option and Research License Agreement (Opiant Pharmaceuticals, Inc.)

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 ***REDACTED***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 ***REDACTED***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.. IRS Employer Identification No. 40-0000000 Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED 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 ***REDACTED***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 ***”.

Appears in 1 contract

Samples: Material Transfer, Option and Research License Agreement (Lightlake Therapeutics Inc.)

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. Inc.IRS Employer Identification No. 0046-0000000 Confidential 4744124Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”

Appears in 1 contract

Samples: Material Transfer, Option and Research License Agreement (Lightlake Therapeutics Inc.)

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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 ***REDACTED***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 ***REDACTED***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 ***REDACTED***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 ***”.

Appears in 1 contract

Samples: Material Transfer, Option and Research License Agreement (Lightlake Therapeutics Inc.)

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