Common use of Prohibited Uses and Activities Clause in Contracts

Prohibited Uses and Activities. 2.6.1. Ipsen shall not use any Ipsen Compound Technology, Ipsen Formulation Technology or any Ipsen Joint Technology Rights in contravention or violation of the exclusive license rights granted to Nuvios pursuant to Section 2.1. Ipsen shall not grant licenses or otherwise transfer any rights to any person or entity (other than Nuvios) if and to the extent that any such grant or other transfer would violate, contravene, conflict with, or be inconsistent with the exclusive license rights granted to Nuvios pursuant to Section 2.1. 2.6.2. In addition, at any time from and after the Effective Date and for as long as Ipsen receives royalties pursuant to Article 4 of this Agreement with respect to any country of the Territory and there is no Unlicensed Product being sold in such country of the Territory by persons other than Ipsen or any of its Affiliates, (i) none of Ipsen and its Affiliates, shall register, use, make, import, export, market, distribute, offer for sale and sell any Unlicensed Product in such country of the Territory, and (ii) none of Ipsen and its Affiliates shall enter into any agreement with any person or entity (other than Nuvios) pursuant to which such person or entity other than Nuvios shall research, develop, register, use, make, have made, import, export, market, distribute, offer for sale and sell Licensed Compound, Licensed Product and/or Unlicensed Product in such country of the Territory.

Appears in 6 contracts

Samples: License Agreement (Radius Health, Inc.), License Agreement (Radius Health, Inc.), License Agreement (Radius Health, Inc.)

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Prohibited Uses and Activities. 2.6.1. 2.6.1 Ipsen shall not use or practice any Ipsen Compound Technology, Ipsen Formulation Technology or any Ipsen Joint Technology Licensed Rights in contravention or violation of the exclusive license rights thereunder or thereto granted to Nuvios Licensee pursuant to Section 2.1. Ipsen shall not grant licenses or otherwise transfer any rights to any person or entity (other than NuviosLicensee and its Affiliates) if and to the extent that any such grant or other transfer would violate, contravene, conflict with, or be inconsistent with with, the exclusive license rights granted to Nuvios Licensee pursuant to Section 2.12.1 hereof. 2.6.2. In addition, at any time from and after the Effective Date and for as long as Ipsen receives royalties pursuant to Article 4 of this Agreement with respect to any country of the Territory and there is no Unlicensed Product being sold in such country of the Territory by persons other than Ipsen or any of its Affiliates2.6.2 During [ ]*, (i) none of neither Ipsen and its Affiliates, shall register, use, make, import, export, market, distribute, offer for sale and sell any Unlicensed Product in such country of the Territory, and (ii) none of Ipsen and nor its Affiliates shall enter into any agreement with any person or entity (other than Nuvios) pursuant to which such person or entity other than Nuvios shall research, seek to discover, develop, register, use, make, have made, importuse, exportdistribute, market, sell or otherwise commercialize any Licensed Product or any Unlicensed Product except if and to the extent expressly provided or permitted in this Agreement and in accordance with the terms of this Agreement and (ii) neither Ipsen nor its Affiliates shall grant to any person (other than Licensee and its Affiliates) any right or license to discover, develop, make, have made, use, distribute, offer for sale and market, sell Licensed Compound, or otherwise commercialize any Licensed Product and/or or Unlicensed Product except if and to the extent expressly provided or permitted in such country this Agreement and in accordance with the terms of this Agreement. 2.6.3 During [ ]* (i) neither Ipsen nor its Affiliates shall research, seek to identify, develop, make, have made, use, distribute, market, sell or otherwise commercialize any Competing Product for the treatment of any of the Territoryindications for which Licensee intends to develop the relevant Licensed Product (with which such Competing Product is likely to compete) as set forth in the Initial Development Plan and (ii) neither Ipsen nor its Affiliates shall grant to any person (other than Licensee and its Affiliates) any right or license to research, seek to discover, develop, make, have made, use, distribute, market, sell or otherwise commercialize any Competing Product for the treatment of any such indications. 2.6.4 During [ ]*, (i) neither Ipsen nor its Affiliates shall use or practice any Ipsen Technology or any Ipsen Joint Technology Rights, for the purpose of, or in connection with, discovering, identifying, researching, developing, making, having made, using, distributing, marketing, selling or otherwise commercializing any Competing Product and (ii) neither Ipsen nor its Affiliates shall grant to any person (other than Licensee or any of its Affiliates) any right or license to use or practice any Ipsen Technology or any Ipsen Joint Technology Rights, for the purpose of, or in connection with, discovering, identifying, researching, developing, making, having made, using, distributing, marketing, selling or otherwise commercializing any Competing Product.

Appears in 5 contracts

Samples: License Agreement (Rhythm Pharmaceuticals, Inc.), License Agreement (Rhythm Pharmaceuticals, Inc.), License Agreement (Rhythm Pharmaceuticals, Inc.)

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Prohibited Uses and Activities. 2.6.1. 2.6.1 Ipsen shall not use or practice any Ipsen Compound Technology, Ipsen Formulation Technology or any Ipsen Joint Technology Licensed Rights in contravention or violation of the exclusive license rights thereunder or thereto granted to Nuvios Licensee pursuant to Section 2.1. Ipsen shall not grant licenses or otherwise transfer any rights to any person or entity (other than NuviosLicensee and its Affiliates) if and to the extent that any such grant or other transfer would violate, contravene, conflict with, or be inconsistent with with, the exclusive license rights granted to Nuvios Licensee pursuant to Section 2.12.1 hereof. 2.6.2. In addition, at any time from and after the Effective Date and for as long as Ipsen receives royalties pursuant to Article 4 of this Agreement with respect to any country of the Territory and there is no Unlicensed Product being sold in such country of the Territory by persons other than Ipsen or any of its Affiliates2.6.2 During [ ]*, (i) none of neither Ipsen and its Affiliates, shall register, use, make, import, export, market, distribute, offer for sale and sell any Unlicensed Product in such country of the Territory, and (ii) none of Ipsen and nor its Affiliates shall enter into any agreement with any person or entity (other than Nuvios) pursuant to which such person or entity other than Nuvios shall research, seek to discover, develop, register, use, make, have made, importuse, exportdistribute, market, sell or otherwise commercialize any Licensed Product or any Unlicensed Product except if and to the extent expressly provided or permitted in this Agreement and in accordance with the terms of this Agreement and (ii) neither Ipsen nor its Affiliates shall grant to any person (other than Licensee and its Affiliates) any right or license to discover, develop, make, have made, use, distribute, offer for sale and market, sell Licensed Compound, or otherwise commercialize any Licensed Product and/or or Unlicensed Product except if and to the extent expressly provided or permitted in such country this Agreement and in accordance with the terms of this Agreement. 2.6.3 During [ ]*, (i) neither Ipsen nor its Affiliates shall research, seek to identify, develop, make, have made, use, distribute, market, sell or otherwise commercialize any Competing Product for the treatment of any of the Territoryindications for which Licensee intends to develop the relevant Licensed Product (with which such Competing Product is likely to compete) as set forth in the Initial Development Plan and (ii) neither Ipsen nor its Affiliates shall grant to any person (other than Licensee and its Affiliates) any right or license to research, seek to discover, develop, make, have made, use, distribute, market, sell or otherwise commercialize any Competing Product for the treatment of any such indications. 2.6.4 During [ ]*, (i) neither Ipsen nor its Affiliates shall use or practice any Ipsen Technology or any Ipsen Joint Technology Rights, for the purpose of, or in connection with, discovering, identifying, researching, developing, making, having made, using, distributing, marketing, selling or otherwise commercializing any Competing Product and (ii) neither Ipsen nor its * CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Affiliates shall grant to any person (other than Licensee or any of its Affiliates) any right or license to use or practice any Ipsen Technology or any Ipsen Joint Technology Rights, for the purpose of, or in connection with, discovering, identifying, researching, developing, making, having made, using, distributing, marketing, selling or otherwise commercializing any Competing Product.

Appears in 2 contracts

Samples: License Agreement (Rhythm Holding Company, LLC), License Agreement (Rhythm Holding Company, LLC)

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