Common use of PPD Option Clause in Contracts

PPD Option. PPD may, at its sole discretion, exercise the PPD Option by providing written notice to Xxxxxxx during the PPD Option Period (the “PPD Option”). During the PPD Option Period, PPD shall, if and as elected by PPD via written notice to Xxxxxxx, have the right, but not the obligation, to Develop Licensed Products in a commercially reasonable manner (and manufacture or have manufactured Licensed Products to the extent reasonably necessary to enable PPD to engage in such Development), including but not limited to the performance of any Required Option Development, and shall, to the extent not already granted or assigned to PPD under this Agreement, be deemed to have been granted sufficient rights by Xxxxxxx under the Xxxxxxx Patents, Joint Patents, Xxxxxxx Know-How, Joint Know-How, and any Regulatory Approvals, Regulatory Filings, and Regulatory Documentation, to engage in such Development (and manufacture). At any time during the PPD Option Period, if and as requested by PPD, the Parties may enter into good faith negotiations regarding a new services agreement concerning Xxxxxxx’x supply of API, CTM, and/or Finished Product to PPD, at PPD’s cost, to the extent not already required to be provided by Xxxxxxx pursuant to the TOPO Master Services Agreement. Upon exercise of the PPD Option, (i) the license of Section 4.8 shall be terminated, (ii) the license of Section 4.2 shall be activated, and (iii) Xxxxxxx agrees that PPD (and its Affiliates and Sublicensees) shall be solely responsible, at its expense, for all Development and Commercialization of the Licensed Product according to the terms of this Agreement. For the sake of clarity, PPD has no obligation to exercise the PPD Option.

PPD Option. PPD may, at its sole discretion, exercise the PPD Option by providing written notice to Xxxxxxx during the PPD Option Period (the “PPD Option”). During the PPD Option Period, PPD shall, if and as elected by PPD via written notice to Xxxxxxx, have the right, but not the obligation, to Develop Licensed Products in a commercially reasonable manner (and manufacture or have manufactured Licensed Products to the extent reasonably necessary to enable PPD to engage in such Development), including but not limited to the performance of any Required Option Development, and shall, to the extent not already granted or assigned to PPD under this Agreement, be deemed to have been granted sufficient rights by Xxxxxxx under the Xxxxxxx Patents, Joint Patents, Xxxxxxx Know-How, Joint Know-How, and any Regulatory Approvals, Regulatory Filings, and Regulatory Documentation, to engage in such Development (and manufacture). At any time during the PPD Option Period, if and as requested by PPD, the Parties may enter into good faith negotiations regarding a new services agreement concerning Xxxxxxx’x supply of API, CTM, and/or Finished Product to PPD, at PPD’s cost, to the extent not already required to be provided by Xxxxxxx pursuant to the TOPO MuDelta Master Services Agreement. Upon exercise of the PPD Option, (i) the license of Section 4.8 shall be terminated, (ii) the license of Section 4.2 shall be activated, and (iii) Xxxxxxx agrees that PPD (and its Affiliates and Sublicensees) shall be solely responsible, at its expense, for all Development and Commercialization of the Licensed Product according to the terms of this Agreement. For the sake of clarity, PPD has no obligation to exercise the PPD Option.