Retained Right. Notwithstanding anything in this Agreement to the contrary, SELECTHEALTH retains the right to take reasonable and necessary steps to protect its interest if this Agreement is violated, the Services are misused, or other steps are required by law.
Retained Right. Columbia has the right, in the event of failure by Pope Investments or Introgen to comply with the terms and conditions of this Agreement, to terminate the Exclusive License Agreement in accordance with the notice and cure terms of the Exclusive License Agreement.
Retained Right. The right and license granted to the Company and its Affiliates in Section 6.3(b) shall not include the right under the SpinCo Platform Know-How, SpinCo Platform Patent Rights and SpinCo Improvements to identify, discover or conduct preclinical development with respect to any compound or product for the purpose of use outside the Field or to conduct clinical development of any compound or product outside the Field, other than any Acquired Compound or any Acquired Product (subject in the case of Acquired CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[***]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Compounds and Acquired Products to the restrictions set forth in Sections 6.3(a) and 6.3(b)), and shall be subject to the retained rights of SpinCo and its Affiliates under the Licensed Technology as necessary to perform the Research Plan and to otherwise conduct any and all research and development with respect to any compound or product, other than Acquired Compounds and Acquired Products, that is not directed to the Field and to Exploit any compounds and products, other than Acquired Compounds and Acquired Products, outside the Field.
Retained Right. Columbia has the right, in the event of failure by p53 to comply with any of the terms and conditions of Section 6 of this Agreement to terminate the Exclusive License Agreements, and as amended under the Modification and Assignment Agreements and this Second Amendment in accordance with the notice and cure terms of the Exclusive License Agreements.
Retained Right. GE shall retain the right to conduct Licensed Activities with the Business Primary Intellectual Property outside the Field of Use but, as to each patent included in the Business Primary Intellectual Property, GE shall not conduct Licensed Activities with the Business Primary Intellectual Property in the Field of Use for the life of the patent. GE further agrees that (i) it shall not transfer or license the Business Primary Intellectual Property except in connection with the sale of assets or business lines that conduct any Licensed Activities with the Business Primary Intellectual Property at the time of such sale, and (ii) in the event of such transfer or license, as to each patent included in the Business Primary Intellectual Property that contains one or more claims covering any of such Licensed Activities, and each patent application that issues with one or more claims covering any of the Licensed Activities, GE shall obligate the transferee or licensee not to conduct such Licensed Activities with such Business Primary Intellectual Property in the Field of Use for the life of the patent.
Retained Right. Notwithstanding the scope of the exclusive license set forth in Section 2.1, TXMD shall retain the right to use and reference the Product NDAs, Product INDs and Licensed IP (a) to exercise TXMD’s rights and perform TXMD’s obligations under this Agreement, the Transaction Agreement and the other Ancillary Agreements, (b) to comply with TXMD’s (and its Affiliates’) obligations under Law, (c) to the extent it is necessary or useful for the defense or prosecution of any legal or regulatory proceeding in which TXMD or any of its Affiliates is a party or a potential party, (d) to fulfill its obligations to Other Partners under the Ex-US License Agreements, and/or (e) to manufacture and import or have manufactured and imported the Ex-Territory Product in the Territory for commercialization outside the Territory.
