Post-Option Exercise. On a Program-by-Program basis and after Celgene’s exercise of its Option with respect to such Program, Prosecution and Maintenance of the Jounce Patents for such Program that are Controlled by Jounce shall be conducted in accordance with the applicable Development & Commercialization Agreement for such Program.
Post-Option Exercise. Within [***] after the [***] (if any), the Parties will agree on a development material service agreement between the Parties pursuant to which MTEM would supply Development Material, for preclinical development supporting IND filing and Phase I Clinical Trial supply and thereafter until the completion of the Technology Transfer, provided however that MTEM will not be required to supply Development Material after the Phase 1 Clinical Trials. Such agreement will also include any mutually agreed Manufacturing process development and supply chain development activities for the applicable Licensed Product (the “Supply Agreement”). [***] will be provided for up to [***]. The Supply Agreement will set forth the terms and conditions applicable to such supply on the terms and conditions set forth herein and such other additional provisions as are usual and customary for inclusion in a supply agreement of this sort, which, for clarity, will supplement and will not materially expand, limit or change the terms and conditions set forth herein. If no Supply Agreement for the applicable SLT-A Fusion Protein or Licensed Product is in place within the time period specified above, then MTEM will supply SLT-A Fusion Proteins or Licensed Products, as applicable, on the terms set forth herein.
Post-Option Exercise. If this Agreement has been -------------------- terminated and Parent or any of its subsidiaries have purchased any Shares pursuant to any Shareholder Agreement: (a) Parent and Subsidiary shall for six months following such purchase use reasonable best efforts to consummate the Amalgamation on essentially the same terms and conditions provided herein, except that the conditions to Closing in Sections 7.1(d), 7.2 and 7.3 shall be deemed to be waived; and (b) if, despite the transaction contemplated by (a) above, the Amalgamation is not effected, Parent agrees that it and its affiliates shall not, for three (3) years following the purchase of Shares pursuant to any Shareholder Agreement, acquire Beneficial Ownership of any Shares at less than the Per Share Amount (as adjusted for stock splits and similar events); provided, however, that the restrictions of this Section 6.12(b) shall not apply to the acquisition of less than two percent of the outstanding Shares by pension plans or similar fiduciary entities of Parent.
Post-Option Exercise. Following the Amgen Option Effective Date, Amgen shall have the sole right, but not the obligation, to bring and control enforcement and defense of the Collaboration Patent Rights in the Territory, at its own cost and expense and using counsel of its choice, in consultation with CK and the Patent Subcommittee. CK shall reasonably cooperate, as requested by Amgen, with respect to such enforcement actions, and Amgen shall reimburse CK [***] costs incurred in connection therewith. Amgen shall keep CK informed of the progress of any such enforcement action. Without limiting the foregoing, Amgen shall keep CK advised of all material communications, actual and prospective filings or submissions regarding such action, and shall provide CK copies of and an opportunity to review and comment on any such communications, filings and submissions. Amgen shall not [***] without CK’s prior written consent, not to be unreasonably withheld or delayed. *** 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.
Post-Option Exercise. With respect to all Programs under this Collaboration following Celgene’s exercise of the Option and the execution by the Parties of a Co-Development and Co-Commercialization Agreement for such Program, on a Program-by-Program basis, OncoMed may elect to exercise its right to opt-out of the co-Development and co-Commercialization of the applicable Product Candidates for such Program pursuant to such Co-Development and Co-Commercialization Agreement by providing written notice to Celgene at any time following execution of such Co-Development and Co-Commercialization Agreement for any such Program. In the event OncoMed provides Celgene with such notice, then the Parties shall promptly, but in any event within [***] after the date of such notice, enter into a License Agreement in the form attached hereto as Exhibit A, and such Co-Development and Co-Commercialization Agreement then in effect between the Parties with respect to such Program shall terminate effective upon the effective date of such License Agreement for such Program, provided, the Parties shall comply with any provisions of the Co-Development and Co-Commercialization Agreement that survive termination thereof, as set forth therein. Upon execution of such License Agreement, the Co-Co Target shall be deemed a “Licensed Target” thereunder and the Co-Co Candidates shall be deemed “Licensed Candidates” thereunder.
Post-Option Exercise. (i) As between the Parties, from and after the Option Exercise Date with respect to a Licensed Product, AstraZeneca will have the first right, but not the obligation, using counsel of its own choice, to prepare, file, prosecute, and maintain the Joint Patent Rights, and to be responsible for any related interference, re-issuance, re-examination, and opposition proceedings, in each case, throughout the Territory, at its sole cost and expense, and in accordance with the applicable Prosecution Strategies.
