Post-Termination Financial Terms (Termination by CureVac for Cause). If CureVac terminates this Agreement with respect to a specific Program for cause in accordance with Section 14.3, 14.4 or 14.5, CureVac shall pay GSK the fair market value for acquisition by CureVac of the Program(s) and the associated rights and benefits pursuant to this Section 15.4, provided that CureVac may, if CureVac claims or seeks to claim damages in relation to breach of this Agreement by GSK, suspend the payment of such fair market value until the amount of damages suffered or incurred by CureVac has been agreed between the Parties or determined by an arbitration panel in accordance with Section 16.5, at which point those damages (if any) shall be set off against such fair market value payment (and any fair market value payment which would remain outstanding after the set off of damages shall become due and payable within [*****] after the agreement or determination of the amount of damages).
Appears in 2 contracts
Samples: 2020 Cla Amendment and Restatement Agreement (CureVac N.V.), Collaboration and License Agreement (CureVac B.V.)
Post-Termination Financial Terms (Termination by CureVac for Cause). If CureVac terminates this Agreement with respect to a specific Program for cause in accordance with Section 14.314.4, 14.4 14.5 or 14.514.6, CureVac shall pay GSK the fair market value for acquisition by CureVac of the Program(sCOVID Product(s) and the associated exclusive license rights and benefits pursuant to this Section 15.415.5, provided that CureVac may, if CureVac claims or seeks to claim damages in relation to breach of this Agreement by GSK, suspend the payment of such fair market value until the amount of damages suffered or incurred by CureVac has been agreed between the Parties or determined by an arbitration panel in accordance with Section 16.5, at which point those damages (if any) shall be set off against such fair market value payment (and any fair market value payment which would remain outstanding after the set off of damages shall become due and payable within [*****] after the agreement or determination of the amount of damages).
Appears in 2 contracts
Samples: Covid Collaboration and License Agreement, Covid Collaboration and License Agreement (CureVac N.V.)
Post-Termination Financial Terms (Termination by CureVac for Cause). If CureVac terminates this Agreement with respect to a specific Program for cause in accordance with Section 14.3, 14.4 or 14.5, CureVac shall pay GSK the fair market value for acquisition by CureVac of the Program(s) and the associated rights and benefits pursuant to this Section 15.415.5, provided that CureVac may, if CureVac claims or seeks to claim damages in relation to breach of this Agreement by GSK, suspend the payment of such fair market value until the amount of damages suffered or incurred by CureVac has been agreed between the Parties or determined by an arbitration panel in accordance with Section 16.5, at which point those damages (if any) shall be set off against such fair market value payment (and any fair market value payment which would remain outstanding after the set off of damages shall become due and payable within [*****] after the agreement or determination of the amount of damages).
Appears in 1 contract
Samples: Fourth Amendment and Restatement Agreement (CureVac N.V.)
Post-Termination Financial Terms (Termination by CureVac for Cause). If CureVac terminates this Agreement with respect to a specific Program for cause in accordance with Section 14.314.4, 14.4 14.5 or 14.514.6, CureVac shall pay GSK the fair market value for acquisition by CureVac of the Program(sCOVID Product(s) and the associated exclusive license rights and benefits pursuant to this Section 15.415.5, provided that CureVac may, if CureVac claims or seeks to claim damages in relation to breach of this Agreement by GSK, suspend the payment of such fair market value until the amount of damages suffered or incurred by CureVac has been agreed between the Parties or determined by an arbitration panel in accordance with Section 16.5, at which point those damages (if any) shall be set off against such fair market value payment (and any fair market value payment which would remain outstanding after the set off of damages shall become due and payable within [*****] after the agreement or determination of the amount of damages).. β
Appears in 1 contract
Samples: Covid Cla Amendment and Restatement Agreement (CureVac N.V.)
Post-Termination Financial Terms (Termination by CureVac for Cause). If CureVac terminates this Agreement with respect to a specific Program for cause in accordance with Section 14.314.4, 14.4 14.5 or 14.514.6, CureVac shall pay GSK the fair market value for acquisition by CureVac of the Program(sCOVID Product(s) and the associated exclusive license rights and benefits pursuant to this Section 15.415.6, provided that CureVac may, if CureVac claims or seeks to claim damages in relation to breach of this Agreement by GSK, suspend the payment of such fair market value until the amount of damages suffered or incurred by CureVac has been agreed between the Parties or determined by an arbitration panel in accordance with Section 16.5, at which point those damages (if any) shall be set off against such fair market value payment (and any fair market value payment which would remain outstanding after the set off of damages shall become due and payable within [*****] after the agreement or determination of the amount of damages).
Appears in 1 contract
Samples: Covid Cla Third Amendment and Restatement Agreement (CureVac N.V.)
