Common use of Pfizer Option to Negotiate Clause in Contracts

Pfizer Option to Negotiate. If Pfizer determines, in its sole discretion, that, in order for Pfizer, its Affiliates or Sublicensees to engage in the Licensed Activities, it is necessary or useful to obtain a license under one or more Patent Rights or other Intellectual Property Rights Controlled by a Third Party (collectively, “Third Party IP Rights”), then Pfizer will have the sole right, but not the obligation, to negotiate and enter into a license or other agreement with such Third Party. The amounts payable under any such license or agreement with a Third Party will reduce Pfizer’s royalty obligations under this Agreement as and to the extent provided in Section 3.5.3(a) or as otherwise agreed between the Parties.

Pfizer Option to Negotiate. If Pfizer determines, in its sole discretion, that, in order for Pfizer, its Affiliates or Sublicensees to engage in the Licensed Activities, it is necessary or useful desirable to obtain a license under one or more Patent Rights or other Intellectual Property Rights Controlled by a Third Party (collectively, “Third Party IP Rights”), then Pfizer will have the sole right, but not the obligation, to negotiate and enter into a license or other agreement with such Third Party. The All amounts payable under any such license or agreement with a Third Party will reduce Pfizer’s royalty obligations under this Agreement as and to the extent provided in Section 3.5.3(a) or as otherwise agreed between the Parties3.4.4(a).

Pfizer Option to Negotiate. If Pfizer determines, in its sole discretion, that, in order for Pfizer, its Affiliates or Sublicensees to engage in the Licensed ActivitiesDevelopment, Manufacture, Commercialization or use of any Compound or Product or the exercise of any other right or conduct of any other activities by Pfizer as contemplated by this Agreement, it is necessary or useful [***] to obtain a license under one or more Patent Rights or other Intellectual Property Rights Controlled by a Third Party (collectively, “Third Party IP Rights”), then Pfizer will have the sole right, but not the obligation, to negotiate and enter into a license or other an agreement with such Third PartyParty for the license under such Third Party IP Rights, which would be an Additional Third Party License. The amounts Amounts payable under any such license or agreement with a Additional Third Party License will reduce Pfizer’s royalty obligations under this Agreement as and to the extent provided in Section 3.5.3(a) or as otherwise agreed between the Parties).

Pfizer Option to Negotiate. If Pfizer determines, in its sole discretion, that, in order for Pfizer, its Affiliates or Sublicensees to engage in the Licensed Activities, it is necessary or useful desirable to obtain a license under one or more Patent Rights or other Intellectual Property Rights intellectual property rights Controlled by a Third Party (collectively, “Third Party IP Rights”), then Pfizer will shall have the sole right, but not the obligation, to negotiate and enter into a license or other agreement with such Third Party. The All amounts payable under any such license or agreement with a Third Party will shall reduce Pfizer’s royalty obligations under this Agreement as and to the extent provided in Section 3.5.3(a) or as otherwise agreed between the Parties3.6.3(a).