Common use of Remedies Available to GTC Clause in Contracts

Remedies Available to GTC. (a) UPON MATERIAL BREACH. In the event that an Event of Default described in Section 11.2.1 or Section 11.2.2(i). occurs relating to SC and SC fails to cure such default during any applicable cure period, GTC shall have the right, at its option exercisable in its sole discretion, in addition to any other rights or remedies available to it at law or in equity, to either (i) to terminate this Agreement upon notice thereof to SC, in which case (A) the licenses granted to SC pursuant to Article 3 shall terminate, (B) any all Information and materials provided by GTC pursuant to this Agreement shall be promptly returned by SC to GTC, (C) SC shall promptly deliver to GTC all preclinical and clinical data relating to Products owned or controlled by SC and necessary or useful to the development or commercialization of such Products, (D) if SC has obtained any regulatory approvals in any country for the Products, then SC shall, to the extent legally permissible, take all additional action reasonably necessary to assign all of its right, title and interest in and transfer possession and control to GTC of such regulatory approvals, (E) if SC has filed Product Patent Rights in relating to any Product, then SC shall take all action reasonably necessary to exclusively license all of its right, title and interest in, and transfer possession and control to GTC of, such Product Patent Rights, (F) SC will grant GTC licenses on reasonable and customary terms to be negotiated in good faith by the parties for any technology or know-how developed by SC or its Third Party manufacturer, if any, relating to the manufacture of the Products and (G) if SC has marketed the Products in any country, SC will assign to GTC all of its right, title and interest in any trademark under which SC shall have marketed the Products in such country together with the goodwill associated therewith or (ii) (Y) terminate only Articles 2, 4, 5 and 7, including the Research Collaboration (if not earlier expired pursuant to Section 11.1 hereof), and Sections 6.1 and 6.3 hereof and (Z) convert the licenses granted by GTC to SC pursuant to Article 3 hereof into non-exclusive licenses.

Remedies Available to GTC. (a) UPON MATERIAL BREACH. In the event that an Event of Default described in Section 11.2.1 or Section 11.2.2(i). 11.4 occurs relating to SC AHP and SC AHP fails to cure such default during any applicable cure period, GTC shall have the right, at its option exercisable in its sole discretion, in addition to any other rights or remedies available to it at law or in equity, subject to either the limitations of Section 9.5 and Section 12.6, to either (i) to terminate this Agreement upon notice thereof to SCAHP, in which case case: (A) the rights and licenses granted to SC AHP pursuant to Article 3 shall terminate, (B) any and all Information and materials provided by GTC pursuant to this Agreement shall be promptly returned by SC AHP to GTC, (C) SC AHP shall promptly deliver to GTC all preclinical and clinical data relating to Products owned or controlled by SC AHP and necessary or useful to the development or commercialization of such Products, (D) if SC AHP has obtained any regulatory approvals Approvals in any country for the Products, then SC AHP shall, to the extent legally permissible, take all additional action reasonably necessary to assign all of its right, title and interest in and transfer possession and control to GTC of such regulatory approvalsApprovals, (E) if SC AHP has filed Product Patent Rights in relating to any Product, then SC AHP shall take all action reasonably necessary to exclusively grant GTC an exclusive fully paid-up, non-royalty bearing license to all of its right, title and interest in, and transfer possession and control to GTC of, in such Product Patent RightsRights solely with respect to such Products, (F) SC AHP will grant GTC licenses on reasonable and customary terms to be negotiated in good faith by the parties for any technology or know-how developed by SC AHP or its Third Party manufacturer, if any, relating to the manufacture of the Products and Products, (G) if SC has marketed the Products in any country, SC AHP will assign to GTC all of its right, title and interest in any trademark under which SC AHP shall solely have marketed the Products in or registered for use with such country Products together with the goodwill associated therewith or therewith, (H) AHP shall assign to GTC all sublicenses of the GTC Technology granted by AHP pursuant to Section 3.1.3, and (I) the rights and licenses granted to GTC pursuant to Section 3.3.1 shall survive; or (ii) (Y) terminate only Articles 2, 4, 5 4 and 75, including the Research Collaboration (if not earlier expired pursuant to Section 11.1 hereof11.1), and Sections 6.1 and 6.3 hereof and (Z) convert the licenses granted by GTC to SC AHP pursuant to Article 3 hereof Section 3.1.1 into non-exclusive licenses. In addition, and regardless of GTC's election of remedies, *** .

Remedies Available to GTC. (a) UPON MATERIAL BREACHUpon Breach of a Material Term. In the event that an Event of Default described in Section 11.2.1 or Section 11.2.2(i). 11.2.2 (i) occurs relating to SC and SC fails to cure such default during any applicable cure period, GTC shall have the right, at its option exercisable in its sole discretion, in addition to any other rights or remedies available to it at law or in equity, subject to the limitations of Section 9.5 and Section 13.6 hereof, to either (i) to terminate this Agreement upon notice thereof to SC, in which case (A) the licenses granted to SC pursuant to Article 3 shall terminate, (B) any and all Information and materials provided by GTC pursuant to this Agreement shall be promptly returned by SC to GTC, (C) SC shall promptly deliver to GTC all preclinical and clinical data relating to Products owned or controlled by SC and necessary or useful to the development or commercialization of such Products, (D) if SC has obtained any regulatory approvals in any country for the Products, then SC shall, to the extent legally permissible, take all additional action reasonably necessary to assign all of its right, title and interest in and transfer possession and control to GTC of such regulatory approvals, (E) if SC has filed Product Patent Rights in relating to any Product, then SC shall take all action reasonably necessary to exclusively license all of its right, title and interest in, and transfer possession and control to GTC of, such Product Patent Rights, (F) SC will grant GTC licenses on reasonable and customary terms to be negotiated in good faith by the parties for any technology or know-how developed by SC or its Third Party manufacturer, if any, relating to the manufacture of the Products and (G) if SC has marketed the Products in any country, SC will assign to GTC all of its right, title and interest in any trademark under which SC shall have marketed the Products in such country together with the goodwill associated therewith or (ii) (Y) terminate only Articles 2, 4, 5 and 7, including the Research Collaboration (if not earlier expired pursuant to Section 11.1 hereof), and Sections 6.1 and 6.3 hereof and (Z) convert the licenses granted by GTC to SC pursuant to Article 3 hereof into non-exclusive licenses.