Maintenance of Exclusivity Sample Clauses

Maintenance of Exclusivity. Beginning with Calendar Year 2011, if NeoGenomics’ Service Revenue in a Calendar Year equals or exceeds seventy-five percent (75%) of the Service Revenue forecasted in the Annual Forecast for such Calendar Year, then NeoGenomics will retain the right to purchase the Exclusive Products from Abbott on an exclusive basis pursuant to Section 3.2.
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Maintenance of Exclusivity. Licensor represents and warrants to Licensee that it has not, and covenants to Licensee that during the term of this Agreement, it will not, grant any other license with respect to the Technology or for sale, use or manufacturing of the Products or for use of the Trademark in the Territories.
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Maintenance of Exclusivity. To maintain the exclusivity of its License under this Agreement, Dance, either directly or through an Affiliate, successor, assign or Sublicensee (including any Commercialization Partner), shall use Commercially Reasonable Efforts to achieve the milestones set forth below for the Drug Product. It is understood and agreed that even after Dance secures the financing that is required under Section 3.7.3(a) below, Dance will be required to secure additional financing from time to time during the term hereof in order to meet its obligations under this Agreement, (a) Secure adequate financing (including payments from any Affiliates or Commercialization Partners) to fund preclinical development of the Drug Product up to submission of an IND (or its foreign equivalent in the EU) to the FDA or EMA, as the case may be, within [*] months of the Effective Date. (b) Initiate a Phase 1 Clinical Trial within [*] of the Effective Date. (c) Initiate a registration Clinical Trial within [*] of the Effective Date. (d) Begin commercial sales of any Drug Product by the end of the [*] year after the Effective Date.
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Maintenance of Exclusivity. (a) [*] (b) [*]
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Maintenance of Exclusivity. (a) For Peripheral Products, the exclusivity granted hereunder shall subsist for as long as the Licensee has made Commercially Reasonable Efforts to gain Market Authorization and to commercially launch the Peripheral Products, and thereafter continues to make Commercially Reasonable Efforts to Commercialize the Peripheral Products in the Territory. If Licensee fails to gain Market Authorization within [***] of closing the Tranche 1 Investment or after Market Authorization, fails to make Commercially Reasonable efforts to Commercialize the Peripheral Products in the Territory, except for the circumstance when clinical trials are required for the Peripheral Products by Regulatory Authority (in which case the [***] will be extended through twenty-four months following the end of such clinical trials), or if Licensee fails to make Commercially Reasonable Efforts to Commercialize the Peripheral Products after obtaining Market Authorization from the Regulatory Authority, the license granted herein will become a non-exclusive license, unless an extension of exclusivity is mutually agreed to by the Parties. For avoidance of doubt, if the Licensee can demonstrate both of the following, it shall be deemed to be fulfilling its obligation of "making Commercially Reasonable Efforts to Commercialize the Products": (1) The Licensee promotes the Peripheral Products at significant exhibitions in the Territory that promote similar products at least [***] on a yearly basis after obtaining the Market Authorization; and (2) the Licensee contacts a reasonable (given the nature of the Peripheral Products) selection of physicians and hospitals on a monthly basis for Peripheral Products after Market Authorization is obtained. CONFIDENTIAL License and Distribution Agreement between Axxxxxx and Zylox (b) For Coronary Products, the exclusivity granted hereunder shall subsist for as long as the Licensee has made Commercially Reasonable Efforts to gain Market Authorization and commercially launch the Coronary Products, and thereafter continues to make Commercially Reasonable Efforts to Commercialize the Coronary Products in the Territory following Regulatory Approval of such Coronary Products issued by the FDA, or the Licensee executes a sublicense to a Third Party which is not a subsidiary of the Licensee within 12 months after the Licensor obtains the Regulatory Approval of such Coronary Products issued by the FDA, which Third Party shall be a well-established and reputable firm in t...
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Maintenance of Exclusivity. In order for AF to maintain its exclusive license under Section 3.1(i) to the Patented Products, the following minimum annual sales targets must be met by AF: (a) First Marketing Year of Net Sales of Products must be equal to or greater than $1,000,000. (b) All subsequent Marketing Years of Net Sales of Products must be at least $3,500,000. (i) to the Patented Products shall become nonexclusive and EFCO may grant a license to the Patented Products to third parties; provided, however, that AF shall retain its license rights, subject to the payment of royalties to EFCO, as described in this Agreement, but on a nonexclusive basis, but shall no longer be obligated under Articles 6 or 7.
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Maintenance of Exclusivity. Assignor represents and warrants to Assignee that it has not attempted, and covenants to Assignee that during the term of this Agreement, it will not attempt, to grant any license or any other rights or permissions under the Patent Rights or the Technology for the sale, use or manufacturing of any product embodying the invention or the Technology anywhere in the world.
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Maintenance of Exclusivity. Following the expiration of the -------------------------- initial one year exclusivity period, ATL shall continue to have the world-wide and exclusive right to make, use and sell each Product in accordance with this Agreement for so long as the number of each Product sold by ATL in subsequent twelve month periods meets an agreed upon minimum unit sales number. The parties shall meet annually to set the minimum unit sales number for each Product for the purpose of exclusivity, which number will be agreed upon by the parties in good faith negotiations by a date not later than two months after the end of the preceding sales year. In such negotiations ATL shall have the right to require that the unit sales number be [*] and Vital Images shall have the right to insist that the unit sales number [*].
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Maintenance of Exclusivity 
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Related to Maintenance of Exclusivity

  • Maintenance of Licenses The Owner Trustee will obtain and maintain any licenses that the Administrator informs the Owner Trustee are required to be obtained or maintained by the Owner Trustee under the laws of any State in connection with the Owner Trustee’s duties and obligations under the Transaction Documents.

  • Patent Maintenance All annuity and maintenance fees that are necessary in order to keep the Patents in force as of the Effective Date have been paid by Seller, and no payment of annuities or fees, or papers to be filed in patent offices, are required to be made within the three-month period after the Effective Date.

  • Maintenance of Patents 11 5.5. Prosecution of Patent Application................................. 11 5.6.

  • Supply and Maintenance of Equipment It is the responsibility of the Employer to furnish and maintain all equipment, machinery and supplies required by employees in the performance of their duties. Employees shall not suffer any loss in salary in the event that they cannot carry out their normal duties by reason of the Employer failing to properly maintain equipment, machinery or supplies or by reason of power failures or other circumstances not attributable to the employees.

  • Prosecution and Maintenance of Patents (a) Subject to any Adolor third party agreements, Adolor shall prepare, file prosecute and maintain in the Territory and at its own costs, upon consultation with Santen, the Adolor Patents and any jointly owned patents. Adolor shall notify Santen of the status of all patent filings (including, without limitation, the grant of any Adolor Patents) and, upon the request of Santen, shall provide advance copies of any papers relating to the filing, prosecution, or maintenance of such Adolor Patents. For Adolor Patents and patent applications, and for jointly owned patents and patent applications, Santen shall reimburse Adolor for one-half of any and all costs for the filing, prosecution, or maintenance of such patents and patent applications incurred by Adolor. Adolor shall submit an invoice for reimbursement of such patent costs to Santen and Santen shall pay such invoice within thirty (30) days of submission by Adolor. Santen shall have the right to audit the patent costs subject to reimbursement once per year. Such audit rights shall expire twenty- four (24) months after an invoice is submitted by Adolor for payment. (b) Subject to Section 8.04 (b), all amounts for patent applications paid by Santen under Section 8.02 (a) for each country of the Territory shall be creditable on a country-by-country basis against future Royalties payable to Adolor by Santen for each such country; provided, however, that no more than **% of the Royalties payable for any period in such country shall be paid by crediting amounts paid by Santen under Section 8.02(a), and further **=Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. provided that Santen may carry forward all amounts paid under Section 8.02(a) for crediting against future Royalties in such country under this Section 8.02(b) until such amounts are exhausted.

  • Prosecution and Maintenance of Patent Rights (a) At the initiative of ProPhase or Licensor, the Parties shall consult in good faith with each other regarding the filing, prosecution, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filings, to be made to such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022. (b) If, at any time during the Term, the Parties may mutually agree that it is undesirable, as to one or more countries, to file, prosecute or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed Patent or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

  • Maintenance of Existence (a) Preserve, renew and maintain in full force and effect its legal existence under the Laws of the jurisdiction of its organization or incorporation and (b) take all reasonable action to maintain all rights, privileges (including its good standing), permits, licenses and franchises necessary or desirable in the normal conduct of its business, except (i) in each case of clauses (a) (other than with respect to the Borrower) and (b), to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect or (ii) in each case, pursuant to a transaction permitted by Section 7.04 or Section 7.05.

  • Maintenance of Intellectual Property The Company will, and will cause each of its Subsidiaries to, take all reasonable action necessary or advisable to maintain all of the Intellectual Property Rights of the Company and/or any of its Subsidiaries that are necessary or material to the conduct of its business in full force and effect.

  • Maintenance of Goods Such Grantor will do all things necessary to maintain, preserve, protect and keep its Inventory and the Equipment in good repair and working and saleable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s business and except for ordinary wear and tear in respect of the Equipment.

  • Conduct of Business and Maintenance of Existence (a) Continue to engage in its principal line of business as now conducted by it, (b) preserve, renew and keep in full force and effect its corporate existence and (c) take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the normal conduct of its principal line of business, except, in any such case, as otherwise permitted pursuant to subsection 6.5 or to the extent that failure to do so would not have a Material Adverse Effect.

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