Other Product Option Sample Clauses

Other Product Option. Oscient shall have an exclusive option in the Territory to co-promote Other Products under terms and conditions to be negotiated in good faith by the Parties (the “Other Product Option”). In the event that Auxilium develops or in-licenses an Other Product prior to Phase II, Auxilium shall provide Oscient with the last Phase II proof of concept data before initiation of Phase III studies for said Other Product and its target product profile (the “Other Product Materials”) and shall promptly provide to Oscient any other diligence materials reasonably requested by Oscient. In the event that Auxilium in-licenses or acquires an Other Product at a later stage than Phase II, then Auxilium will provide to Oscient all information on such Other Product as is available upon consummation of the transaction pursuant to which Auxilium in-licenses or acquires said Other Product and such information will be included in the Other Product Materials. Within thirty (30) days after Auxilium has provided Oscient with Other Product Materials, Oscient shall notify Auxilium in writing whether it wishes to exercise the Other Product Option. Upon Auxilium’s receipt of such notice, the Parties shall have a period of forty-five (45) days within which to negotiate in good faith the terms and conditions of an appropriate co-promotion agreement, which will contain, among other things, an up-front payment. If a co-promotion agreement for said Other Product has not been executed within seventy-five (75) days after Oscient has received the data described above, Auxilium shall be free to discuss and conclude a co-promotion or similar agreement for said Other Product with Third Parties; provided that, Auxilium shall provide Oscient, within 30 days of providing information to Third Parties interested in such Other Product that was not previously disclosed to Oscient, any such information provided to such Third Parties. Notwithstanding the above, Auxilium may provide Third Parties with any new information generated on the Other Product after Oscient failed to exercise the Other Product Option. Such Third Party agreement shall not be subject to Oscient’s matching rights.
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Other Product Option 
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Related to Other Product Option

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • Combination Product The term “

  • Other Products If you ask, we will provide you with information on any other home equity products we offer.

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

  • Other Products and Services As our customer, you have access to a suite of financial products and services availed by ourselves, our affiliates and strategic partners designed to help you address and achieve your financial needs and goals. You agree that you can obtain information about such Products and Services via our website xxx.xxxxxxxx.xxx.xx and you further agree that we can from time to time communicate information in relation to such Products or Services to you specifically or generally to all cardmembers via such communication mode as we consider appropriate.

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Licensed Product The term “Licensed Product” shall mean any product (a) the manufacture, use, importation, sale or offer for sale of which would, in the absence of the license granted by this Agreement, infringe a Valid Claim of any of the Licensed Patent Rights, or (b) that is comprised of, utilizes or incorporates Licensed Biological Materials, or (c) that is discovered, developed or made using a Licensed Process.

  • Recipient Products Updated Project Schedule (if applicable) • Updated List of Match Funds (if applicable) • Updated List of Permits (if applicable) • Kick-off Meeting Agenda

  • Single Source Selection Services for tasks in circumstances which meet the requirements of paragraph 3.10 of the Consultant Guidelines for Single Source Selection, may, with the Association's prior agreement, be procured in accordance with the provisions of paragraphs 3.9 through 3.13 of the Consultant Guidelines.

  • Eligible Products For the purpose of this Campaign, any MICHELIN passenger car, SUV, or Commercial Light Truck tyre models are individually referred to as “Eligible Product”.

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