LICENSEE PERFORMANCE. 6.1 NURSERY, or its sublicensees or agents, shall expend reasonable efforts and resources to protect, propagate and market the Licensed Variety for the purpose of offering Licensed Products for sale. NURSERY shall offer Licensed Products for sale in the United States within (#) years of the Effective Date, and NURSERY shall offer Licensed Products for sale in Licensed Territory Two within (#) years of the Effective Date unless these periods are extended by mutual agreement of the parties.
6.2 Prior to the sale of Licensed Products in, or the export of harvested material of the Licensed Variety to, any country outside the United States that is included in Licensed Territory Two, NURSERY, or its sublicensees or agents, shall apply for plant breeder’s rights for the Licensed Variety in that country. NURSERY shall ensure compliance with all official requirements necessary for certification of the Licensed Variety in that country.
6.3 For the purpose of maintaining the reputation and market standing of the Licensed Variety, NURSERY, and its sublicensees and agents, shall exercise due diligence and make reasonable efforts to adhere to standards prevalent in the commercial (type of fruit, tree, vine or ornamental plant) nursery industry. Such diligence and efforts include, but are not limited to, the marking provisions under Article IX of this Agreement.
6.4 NURSERY shall notify USDA in writing within fifteen (15) days after the first commercial sale of Licensed Products by NURSERY.
6.5 Licensed Products sold or otherwise disposed of in the United States by NURSERY, or its sublicensees, shall be manufactured substantially in the United States. For the purposes of this Agreement, manufactured shall mean grown.
6.6 After the first sale of Licensed Products in the United States, NURSERY shall keep Licensed Products reasonably available to the United States public during the term of this Agreement.
LICENSEE PERFORMANCE. 6.1 COMPANY shall expend reasonable efforts and resources to carry out the development and marketing plan submitted with COMPANY’s application for a license and to bring the Licensed Patent to the point of practical application as defined in Title 37 of the Code of Federal Regulations, Section 404.3(d). COMPANY shall offer Licensed Products for sale within
6.2 COMPANY shall notify USDA in writing within fifteen (15) days after the first commercial sale of a Licensed Product by COMPANY.
6.3 Licensed Products sold or otherwise disposed of in the United States by COMPANY shall be manufactured substantially in the United States.
6.4 After the first sale of Licensed Products in the United States, COMPANY shall keep Licensed Products reasonably available to the United States public during the term of this Agreement. [Additional diligence requirements may be negotiated as needed, based upon COMPANY’s business plan submitted to USDA pursuant to 35 U.S.C. 209 (f).]
LICENSEE PERFORMANCE. Licensee shall use Commercially Reasonable Efforts to implement, conduct and complete the Development activities set forth in the Development Plan in accordance with the timelines and budget set forth therein. Licensee shall undertake its Development activities related to the Licensed Asset and Products in the Field in the Licensed Territory in accordance with Applicable Laws, GCP, GLP and GMP, in all material respects.
LICENSEE PERFORMANCE. COMPANY shall offer Licensed Products for sale within (#) year(s) of the Effective Date of this Agreement unless this period is extended by mutual agreement of the parties.
LICENSEE PERFORMANCE. 7.1 Throughout the term Licensee shall perform and shall cause its Affiliates and Sublicensees at all times to perform all of their respective duties and obligations as required hereunder and under the Development Plan and Licensee shall expend and shall cause its Affiliates and Sublicensees where and to the extent appropriate to expend reasonable efforts and resources to carry out the development and marketing of the inventions, described and claimed in the Licensed Patent Technology.
7.2 After bringing the inventions, described and claimed in the Licensed Patent Technology, to the Point of Practical Application in the Licensed Territory, Licensee agrees and shall cause its Affiliates and Sublicensees to agree to keep Licensed Products available to the public during the term of this Agreement. Licensee shall promptly report discontinuance of the making of the benefits of the inventions reasonably accessible to the public.
7.3 A failure by Licensee or its Affiliate(s) and Sublicensees to comply with the terms of this Article VII or this Agreement shall be cause for modification or termination of this Agreement in accordance with the provisions of Article XI below.
LICENSEE PERFORMANCE. 6.1 HEPALIFE shall expend reasonable efforts and resources to carry out the development and marketing plan submitted with HEPALIFE’s application for a license and to bring the Licensed Patents to the point of practical application as defined in Title 37 of the Code of Federal Regulations, Section 404.3(d). HEPALIFE shall submit appropriate applications for regulatory approval for the Licensed Products to the Food and Drug Administration (“FDA”) within five (5) years of the Effective Date of the Agreement and HEPALIFE shall offer Licensed Products for sale in the U.S. within one (1) year of receiving regulatory approval from FDA, unless this period is extended by mutual agreement of the parties. USDA shall not unreasonably withhold approval of any request by HEPALIFE to extend this period if such request is supported by evidence of reasonable efforts by HEPALIFE to bring the Licensed Patents to practical application, including any reasonable and diligent application for regulatory approvals required by any U.S. Government agency.
6.2 HEPALIFE shall enter into an agreement with one or more Financial Partners to secure the additional funding necessary to accomplish the milestones identified in HEPALIFE’s license application within five (5) years of the Effective Date of this Agreement. This period may be extended for an additional one (1) year period upon written request by HEPALIFE. No further extensions shall be granted by USDA, except under extraordinary circumstances and by mutual agreement of the parties.
6.3 HEPALIFE shall acquire or lease suitable production facilities or enter into an agreement with Manufacturing or Distribution Partner(s) within one (1) year from receiving regulatory approval from FDA unless this period is extended by mutual agreement of the parties. USDA shall not unreasonably withhold approval of any request by HEPALIFE to extend this period if such request is supported by evidence of reasonable efforts by HEPALIFE to execute such an agreement.
6.4 HEPALIFE shall notify USDA in writing within fifteen (15) days after the first commercial sale of Licensed Products I and Licensed Products II by HEPALIFE, or its sublicensees.
6.5 Licensed Materials used in Licensed Products sold or otherwise disposed of in the United States by HEPALIFE, or its sublicensees, shall be manufactured substantially in the United States.
6.6 After bringing the Licensed Patents to the point of practical application in the United States, HEPALIFE shall keep Lic...
LICENSEE PERFORMANCE. 7.1 LICENSEE shall expend reasonable efforts and resources to carry out the development and marketing of the INVENTION and to bring the products, methods and processes described and claimed in the LICENSED PATENT APPLICATION to the POINT OF PRACTICAL APPLICATION for said purposes.
7.2 After bringing the products, methods and processes described and claimed in the LICENSED PATENT APPLICATION to the POINT OF PRACTICAL APPLICATION as an INVENTION in the LICENSED AREA, LICENSEE agrees to make ROYALTY- BASED PRODUCTS marketed and usable as an INVENTION available to the public on reasonable terms during the term of this AGREEMENT. LICENSEE shall promptly report any discontinuance of its making the ROYALTY-BASED PRODUCTS reasonably accessible to the public.
7.3 Failure to comply with the terms of this Article VII shall be cause for modification or termination of this AGREEMENT in accordance with the provisions of Article X below.
LICENSEE PERFORMANCE. 6.1 COMPANY shall expend reasonable efforts and resources to carry out the development and marketing plan submitted with COMPANY’s application for a license and to bring the Licensed Patent to the point of practical application as defined in Title 37 of the Code of Federal Regulations, Section 404.3(d). COMPANY shall offer Licensed Products for sale within _____ (#) year(s) of the Effective Date of this Agreement unless this period is extended by mutual agreement of the parties. USDA shall not unreasonably withhold approval of any request by COMPANY to extend this period if such request is supported by evidence of reasonable efforts by COMPANY to bring the Licensed Patent to practical application, including any reasonable and diligent application for regulatory approvals required by any U.S. Government agency.
6.2 COMPANY shall notify USDA in writing within fifteen (15) days after the first commercial sale of a Licensed Product by COMPANY.
6.3 Licensed Products sold or otherwise disposed of in the United States by COMPANY shall be manufactured substantially in the United States.
6.4 After the first sale of Licensed Products in the United States, COMPANY shall keep Licensed Products reasonably available to the United States public during the term of this Agreement. [Additional diligence requirements may be negotiated as needed, based upon COMPANY’s business plan submitted to USDA pursuant to 35 U.S.C. 209 (f).]
LICENSEE PERFORMANCE. Licensee shall both perform as required hereunder and under the Development Plan and expend reasonable efforts and resources to carry out the development and marketing of the inventions, described and claimed in the Licensed Patent Technology.
LICENSEE PERFORMANCE. 6.1 Licensee shall expend reasonable efforts to maintain the quality of Licensor products, which will be overseen and evaluated by on-site Licensor technicians at Licensee production “factotrees.”
6.2 Licensee shall not be evaluated or discredited for any inadequate work done by the Licensor technicians.
6.3 Failure to comply with the terms of this Article VI shall be cause for modification or termination of this agreement in accordance with the provisions of Article below.
