Common use of Regulatory Materials; Commercial Materials Clause in Contracts

Regulatory Materials; Commercial Materials. Licensee, on behalf of itself and its Affiliates, at its cost, will (a) assign to Eureka or Eureka’s designee possession and ownership of all Regulatory Materials, Pricing and Reimbursement Approvals and material correspondence and conversation logs solely relating to the Licensed Products in the Licensee Territory, in each case, in Licensee’s Control, and (b) transfer to Eureka or Eureka’s designee copies of all data, reports, records, materials and information, including customer lists and other sales and marketing information in Licensee’s Control to the extent that such data, reports, records, materials or other information solely relate to the Licensed Products in the Licensee Territory, including all non-clinical and clinical data relating to the Licensed Products, and all Adverse Event data solely related to the Licensed Products in Licensee’s Control, and (c) transfer to Eureka all records and materials in Licensee’s Control containing Confidential Information of Eureka solely relating to the Licensed Products in the Licensee Territory. In addition, effective upon the effective date of termination, Licensee, on behalf of itself and its Affiliates, will appoint Eureka as Licensee’s or Licensee’s Related Parties’ agent for all matters involving Regulatory Authorities in the Licensee Territory solely relating to the Licensed Products until all Regulatory Materials, Pricing and Reimbursement Approvals and other governmental or Regulatory Approvals relating to the Development, Manufacture or Commercialization of the Licensed Products in the Licensee Territory have been assigned to Eureka or its designee. In the event of failure to obtain such assignment, effective upon the effective date of termination, Licensee, on behalf of itself and its Affiliates, hereby consents and grants to Eureka the right to access and reference (without any further action required on the part of Licensee, whose authorization to file this consent with any Regulatory Authority of the Licensee Territory is hereby granted effective as of the date of termination) any such item with respect to the Licensed Products in the Licensee Territory.

Regulatory Materials; Commercial Materials. LicenseeBiogen, on behalf of itself and its Affiliates, at its cost, will (a) assign to Eureka Sage or EurekaXxxx’s designee possession and ownership of all Regulatory Materials, Pricing and Reimbursement Approvals and material correspondence and conversation logs solely relating to the Licensed applicable Terminated Products in the Licensee Terminated Territory, in each case, in LicenseeBiogen’s Control, and (b) transfer to Eureka Sage or EurekaSage’s designee copies of all data, reports, records, materials and information, including customer lists and other sales and marketing information in LicenseeBiogen’s Control to the extent that such data, reports, records, materials or other information solely relate related to the Licensed applicable Terminated Products in the Licensee Terminated Territory, including all non-clinical and clinical data relating to the Licensed applicable Terminated Products, and all Adverse Event adverse event data solely related to the Licensed applicable Terminated Products in LicenseeBiogen’s Control, and (c) transfer to Eureka Sage all records and materials in LicenseeBiogen’s Control containing Confidential Information of Eureka Sage solely relating to the Licensed applicable Terminated Products in the Licensee Terminated Territory. In addition, effective upon the effective date of termination, LicenseeBiogen, on behalf of itself and its Affiliates, will appoint Eureka Sage as LicenseeBiogen’s or LicenseeBiogen’s Related Parties’ agent for all matters involving Regulatory Authorities in the Licensee Terminated Territory solely relating to the Licensed applicable Terminated Products until all Regulatory Materials, Pricing and Reimbursement Approvals and other governmental or Regulatory Approvals relating to the Development, Manufacture Manufacture, performance of Medical Affairs Activities with respect to or Commercialization of the Licensed Terminated Products in the Licensee Terminated Territory have been assigned to Eureka Sage or its designee. In the event of failure to obtain such assignment, effective upon the effective date of termination, LicenseeBiogen, on behalf of itself and its Affiliates, hereby consents and grants to Eureka Sage the right to access and reference (without any further action required on the part of LicenseeBiogen, whose authorization to file this consent with any Regulatory Authority of the Licensee Territory is hereby granted effective as of the date of termination) any such item with respect to the Licensed Products in the Licensee Territory.whose

Regulatory Materials; Commercial Materials. LicenseeBiogen, on behalf of itself and its Affiliates, at its cost, will (a) assign to Eureka Sage or EurekaSage’s designee possession and ownership of all Regulatory Materials, Pricing and Reimbursement Approvals and material correspondence and conversation logs solely relating to the Licensed applicable Terminated Products in the Licensee Terminated Territory, in each case, in LicenseeBiogen’s Control, and (b) transfer to Eureka Sage or EurekaSage’s designee copies of all data, reports, records, materials and information, including customer lists and other sales and marketing information in LicenseeBiogen’s Control to the extent that such data, reports, records, materials or other information solely relate related to the Licensed applicable Terminated Products in the Licensee Terminated Territory, including all non-clinical and clinical data relating to the Licensed applicable Terminated Products, and all Adverse Event adverse event data solely related to the Licensed applicable Terminated Products in LicenseeBiogen’s Control, and (c) transfer to Eureka Sage all records and materials in LicenseeBiogen’s Control containing Confidential Information of Eureka Sage solely relating to the Licensed applicable Terminated Products in the Licensee Terminated Territory. In addition, effective upon the effective date of termination, LicenseeBiogen, on behalf of itself and its Affiliates, will appoint Eureka Sage as LicenseeBiogen’s or LicenseeBiogen’s Related Parties’ agent for all matters involving Regulatory Authorities in the Licensee Terminated Territory solely relating to the Licensed applicable Terminated Products until all Regulatory Materials, Pricing and Reimbursement Approvals and other governmental or Regulatory Approvals relating to the Development, Manufacture Manufacture, performance of Medical Affairs Activities with respect to or Commercialization of the Licensed Terminated Products in the Licensee Terminated Territory have been assigned to Eureka Sage or its designee. In the event of failure to obtain such assignment, effective upon the effective date of termination, LicenseeBiogen, on behalf of itself and its Affiliates, hereby consents and grants to Eureka Sage the right to access and reference (without any further action required on the part of LicenseeBiogen, whose authorization to file this consent with any Regulatory Authority of the Licensee Terminated Territory is hereby granted effective as of the date of termination) any such item with respect to the Licensed applicable Terminated Products in the Licensee Terminated Territory.