Not-Available Targets Sample Clauses

Not-Available Targets. In the event that a Requested Target is determined to be not-Available by the Receiving Party, the Parties shall have the alternating right, as described below, to require the other Party to make such Target Available and to receive the exclusive license rights described under Section 6.3 below. The first time a Requesting Party under Section 2.5.6 above is informed by the Receiving Party that a Requested Target is not-Available, Biogen Idec shall have the right for thirty (30) days, but not the obligation, to require Sunesis (irrespective of whether Sunesis is the Requesting or Receiving Party) to make the Target Available as an Other Biogen Idec Target and to require Sunesis to grant Biogen Idec the exclusive license rights described in Section 6.3. In the event that Biogen Idec does not elect during such thirty (30) days to require Sunesis to make the Target Available as an Other Biogen Idec Target, then Sunesis shall have the right, but not the obligation, for thirty (30) days to require Biogen Idec to make the Target Available as a Sunesis Target and to require Biogen Idec to grant Sunesis the exclusive license rights described in Section 6.3. In the event that Biogen Idec exercises its right described above to require Sunesis to make a Requested Target Available as an Other Biogen Idec Target and to require Sunesis to grant Biogen Idec the exclusive license rights described in Section 6.3, then the next time a Requested Target is determined to be not-Available then Sunesis shall have the first right to require Biogen Idec to make such Target Available as a Sunesis Target on the same terms and conditions described above. The rights described above shall alternate every time one Party requires the other Party under this Section 2.5.7 to grant the exclusive license rights described in Section 6.3. Notwithstanding the foregoing, this Section 2.5.7 shall not apply in the event that the [*]Target is a Requested Target that is determined to be not-Available. As used in this Section 2.5.7, a Party exercising an option to “require the other Party to make a Target Available” shall mean that the exercising Party is designating such Target as an Other Biogen Idec Target or Sunesis Target, as applicable, notwithstanding the fact that such Target would otherwise not be Available. For clarity, the fact that a Party that is “required to make a Target Available” shall not mean that such Party is restricted from research, development or commercialization of compounds ...
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Related to Not-Available Targets

  • Minimum Consolidated Net Worth The Borrower will not permit its Consolidated Net Worth at any time to be less than the sum of (i) $250,000,000 plus (ii) thirty percent (30%) of the sum of the Consolidated Net Income of the Borrower (with any consolidated net loss during any fiscal quarter counting as zero) for each fiscal quarter of the Borrower commencing with the fiscal quarter of the Borrower ending June 30, 1997.

  • Minimum Consolidated EBITDA The Borrower will not permit Modified Consolidated EBITDA, for any Test Period ending at the end of any fiscal quarter of the Borrower set forth below, to be less than the amount set forth opposite such fiscal quarter: Fiscal Quarter Amount September 30, 1997 $36,000,000 December 31, 1997 $36,000,000 March 31, 1998 $36,000,000 June 30, 1998 $37,000,000 September 30, 1998 $37,000,000 December 31, 1998 $38,000,000 March 31, 1999 $38,000,000 June 30, 1999 $39,000,000 September 30, 1999 $40,000,000 December 31, 1999 $41,000,000 March 31, 2000 $41,000,000 June 30, 2000 $42,000,000 September 30, 2000 $43,000,000 December 31, 2000 $44,000,000 March 31, 2001 $44,000,000 June 30, 2001 $45,000,000 September 30, 2001 $46,000,000 December 31, 2001 $47,000,000 March 31, 2002 $47,000,000

  • Certain Available Information The Securities Administrator shall maintain at its Corporate Trust Office and shall make available free of charge during normal business hours for review by any Holder of a Certificate or any Person identified to the Securities Administrator as a prospective transferee of a Certificate, originals or copies of the following items: (i) in the case of a Holder or prospective transferee of a Class C Certificate, a Class P Certificate or a Residual Interest, any related private placement memorandum or other disclosure document relating to such Certificates, if any, in the form most recently provided to the Securities Administrator; and (ii) in all cases, (A) this Agreement and any amendments hereof entered into pursuant to Section 11.01, (B) all monthly statements required to be delivered to Certificateholders of the relevant Class pursuant to Section 4.02 since the Closing Date, and all other notices, reports, statements and written communications delivered to the Certificateholders of the relevant Class pursuant to this Agreement since the Closing Date, (C) all certifications delivered by a Responsible Officer of the Securities Administrator since the Closing Date pursuant to Section 10.01(h), (D) any and all Officers’ Certificates delivered to the Trustee by the Servicer since the Closing Date to evidence the Servicer’s determination that any P&I Advance was, or if made, would be a Nonrecoverable P&I Advance or Nonrecoverable Servicing Advance, respectively, and (E) any and all Officers’ Certificates delivered to the Securities Administrator by the Servicer since the Closing Date pursuant to Section 4.04(a). Copies and mailing of any and all of the foregoing items will be available from the Securities Administrator upon request at the expense of the person requesting the same.

  • Minimum Consolidated Tangible Net Worth Borrower shall not permit Consolidated Tangible Net Worth to be less than $600,000,000 plus eighty-five percent (85%) of the Net Proceeds of any Equity Issuance received after the Agreement Execution Date.

  • Applicable Taxes In the event the Corporation determines that it is required to withhold state or federal income taxes, Social Security taxes, or any other applicable taxes as a result of the payment of the Shares, the Corporation will satisfy such withholding requirements by withholding of Shares otherwise payable upon the settlement of the Award, which Shares will have a Fair Market Value (determined as of the date when taxes would otherwise be withheld in cash) not in excess of the legally required minimum amount of tax withholding.

  • Maximum Consolidated Leverage Ratio The Consolidated Leverage Ratio at any time may not exceed 0.75 to 1.00; and

  • Minimum Consolidated Fixed Charge Coverage Ratio The Consolidated Fixed Charge Coverage Ratio shall not be less than 1.50 to 1.00, determined based on information for the most recent fiscal quarter annualized.

  • End of Fiscal Years; Fiscal Quarters The Borrower will cause (i) its and each of its Domestic Subsidiaries’ fiscal years to end on December 31 of each calendar year and (ii) its and each of its Domestic Subsidiaries’ fiscal quarters to end on March 31, June 30, September 30 and December 31 of each calendar year.

  • Minimum Customer Support Requirements for TIPS Sales Vendor shall provide timely and commercially reasonable support for TIPS Sales or as agreed to in the applicable Supplemental Agreement.

  • Minimum Consolidated Interest Coverage Ratio Permit the Consolidated Interest Coverage Ratio as of the end of any fiscal quarter of the Borrower to be less than 3.25 to 1.00.

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