Novartis Obligations. During the Non-Competition Period, Novartis shall not, and shall ensure that its Affiliates do not, either alone or in conjunction with a Third Party, directly or indirectly, market, sell or promote, or license any Third Party to market, sell or promote, any Competing Product anywhere in the world. Notwithstanding the foregoing, if Novartis or any of its Affiliates seeks, either alone or in conjunction with a Third Party, to, directly or indirectly, market, sell or promote, or license any Third Party to market, sell or promote, any Competing Product anywhere in the world (the "Competing Product Opportunity"), Novartis shall first provide written notice thereof to Idenix (the "Competing Product Opportunity Notice"), whereupon the provisions of Section 7.1(b) shall apply:
Novartis Obligations. (a) Novartis will commence the Evaluation Studies promptly after Novartis’ receipt of the amounts of Evaluation Materials specified in Exhibit C as necessary to commence such studies and will use Commercially Reasonable Efforts to complete the Evaluation Studies during the Option Term.
Novartis Obligations. (a) Novartis shall use commercially reasonable efforts to perform such activities designated as Novartis activities in each Development Plan within the time periods, specifically set forth therefor in such Development Plan.
Novartis Obligations. 10.1.1 Novartis shall provide to Endo all data or other information reasonably requested by Endo concerning the manufacturing of Products in order to assist Endo in complying with the reporting requirements described in Section 10.2 below. Novartis shall do so at no cost to Endo; provided that in the event such request is with respect to an investigation, outside the ordinary course of business, or otherwise inconsistent with Endo's past practice, and in complying therewith Novartis would incur extraordinary expenses, Novartis shall inform Endo of such costs and, upon Endo's consent thereof, shall provide such data or information at Endo's expense. Notwithstanding the foregoing, if an investigation which is the subject of the preceding sentence reveals that Novartis was at fault in the matter under investigation, then Endo shall not be required to pay the resulting expenses. Novartis shall retain all records of the processing and manufacture of the Product in accordance with all applicable regulatory requirements.
Novartis Obligations. (a) Ideaya acknowledges that the Ongoing Clinical Trial of LXS196 is being conducted by Novartis as of the Effective Date, and that such clinical trial will continue to be conducted by Novartis following the Effective Date. No Investigational New Drug Applications (“IND”) or Clinical Trial Applications (“CTA”) (i.e., sponsorship of the Regulatory Filings themselves) for the Ongoing Clinical Trials will be transferred to Ideaya. Copies of all Regulatory Filings (including INDs and CTAs) relating to LXS196 and/or Products incorporating LXS196 and all associated documents, correspondence, communications, etc. with respect to such Regulatory Filings in Novartis’ Control are included in the list of documents set forth in Exhibit E-2 in electronic form (where available, and otherwise in hard copy form) and will be transferred to Ideaya as provided in Section 4. Subject to the limitation in Section 2.4, Ideaya will have the right to use the data and information in such Regulatory Filings for all lawful purposes. Novartis shall, and hereby does, grant to Ideaya a right of reference to and use of the Regulatory Filings in the United States in connection with seeking and maintaining Regulatory Approval relating to the Compound and/or Products, will provide letter of authorization with respect to Regulatory Filings relating to the Compound and/or Products outside the United States, and will provide all required documentation and support to enable Ideaya to exercise the foregoing rights.
Novartis Obligations. 4.1 Novartis shall perform its obligations hereunder as principal. Except as provided in this Schedule 5, it shall not otherwise dispose of the Products within the Territory, and shall not sell the Products within the Territory on behalf of, or in the name of, Cephalon.
Novartis Obligations. 2.2.1 Novartis will cooperate with QLT in good faith to effect a smooth transition in accordance with the Transition Plan during the Pre-Transition Period. As soon as reasonably practicable after the Restatement Date, but in no case later than the Transition Effective Date, Novartis will transfer to QLT copies of all available sales records and customer lists for the Visudyne Product in the QLT Territory acquired or maintained by Novartis, including identification of customers and/or quantities of Visudyne Product sold to such customers. Upon and after the Transition Effective Date, Novartis shall, to the extent reasonably practicable and in a timely manner, comply with any reasonable written request from QLT for further information with regard to such sales records and customer lists.
Novartis Obligations. Novartis will:
Novartis Obligations. Novartis shall use all reasonable endeavours to ensure that all data, information and material provided to the Vendor is sufficient and accurate for the Vendor’s performance of this Agreement. In case the Vendor needs any additional data, information and/or material to perform this Agreement, the Vendor shall give reasonably and sufficiently clear instructions to Novartis within a reasonable timeframe in advance and in any event shall not delay any of the Vendor’s performance obligations.
