Separate Programs under the Collaboration1 Sample Clauses

Separate Programs under the Collaboration1. Notwithstanding the provisions of Section 8.6(a), the Clinical Development, Enabling Manufacture or 1 Only insert for E3 Ligase Programs. Commercialization of any Program Product in a Separate Program Directed against the Co-Co Target by or on behalf of Vividion (a “Separate Program Product”) that satisfies the following conditions shall not be prohibited by Section 8.6(a) of this Agreement: (x) such Separate Program Product is no longer subject to Celgene’s Opt-In Right under the Master Agreement and is not the subject of any Development & Commercialization Agreement as a Licensed Product or Shared Product; and (y) such proposed Separate Program Product demonstrates utility in distinct Indications where such Separate Program Product could not be substituted by any Shared Product for such distinct Indication(s), based upon distinct substantiating evidence obtained from Functional Phenotypic Assay Similarity Criteria results (i) as mutually determined by the Parties or (ii) if the Parties are unable to mutually agree within thirty (30) days, as determined by a Scientific Panel appointed and conducted in accordance with Section 2.3.3 of the Master Agreement (any of such one or more distinct Indications for which the Separate Program Product demonstrates utility, a “Permitted Indication”); and (z) such Separate Program Product is only Clinically Developed, Manufactured for Clinical Development or Commercialization, or Commercialized by or on behalf of Vividion or its Affiliates for one or more Permitted Indications. The Parties understand and agree that any Scientific Panel appointed under this Section 8.6(b)(vii) may be convened at any time during the Term (notwithstanding anything to the contrary contained in the Master Agreement but subject to Section 2.3.4(d) of the Master Agreement). Vividion covenants and agrees, on behalf of itself and its Affiliates, as a condition to granting a license or sublicense to Develop, Manufacture or Commercialize such Separate Program Product, or otherwise transferring, assigning, conveying or otherwise granting rights to such Separate Program Product, Vividion shall cause such Third Party licensee, sublicensee, assignee or acquirer to agree in a writing (addressed to Vividion and Celgene) to only Clinically Develop, Manufacture for Clinical Development or Commercialization, or Commercialize such Separate Program Product in one or more Permitted Indications.
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Related to Separate Programs under the Collaboration1

  • IMPLICATIONS UNDER THE LISTING RULES As the relevant percentage ratios (as defined under the Listing Rules) in respect of the maximum amount of financial assistance granted to the Borrowers or their associates pursuant to the Loan Agreement exceed 5% but are under 25%, the transaction contemplated thereunder constitutes a discloseable transaction of the Company and is therefore subject to the announcement requirement but exempt from obtaining Shareholders’ approval under Chapter 14 of the Listing Rules.

  • designated Trademark Clearinghouse If there is a conflict between the terms and conditions of this Agreement and the Trademark Clearinghouse Requirements, the terms and conditions of this Agreement shall control.

  • Persons Having Rights under this Agreement Nothing in this Agreement shall be construed to confer upon, or give to, any person or corporation other than the parties hereto and the Registered Holders of the Warrants any right, remedy, or claim under or by reason of this Agreement or of any covenant, condition, stipulation, promise, or agreement hereof. All covenants, conditions, stipulations, promises, and agreements contained in this Agreement shall be for the sole and exclusive benefit of the parties hereto and their successors and assigns and of the Registered Holders of the Warrants.

  • Alignment with Modernization Foundational Programs and Foundational Capabilities The activities and services that the LPHA has agreed to deliver under this Program Element align with Foundational Programs and Foundational Capabilities and the public health accountability metrics (if applicable), as follows (see Oregon’s Public Health Modernization Manual, (xxxx://xxx.xxxxxx.xxx/oha/PH/ABOUT/TASKFORCE/Documents/public_health_modernization_man ual.pdf): a. Foundational Programs and Capabilities (As specified in Public Health Modernization Manual) b. The work in this Program Element helps Oregon’s governmental public health system achieve the following Public Health Accountability Metric: c. The work in this Program Element helps Oregon’s governmental public health system achieve the following Public Health Modernization Process Measure:

  • Shareholder Account Maintenance (a) Maintain all shareholder records for each account in the Company. (b) Issue customer statements on scheduled cycle, providing duplicate second and third party copies if required. (c) Record shareholder account information changes. (d) Maintain account documentation files for each shareholder.

  • Conditions to Each Party’s Obligations under this Agreement The respective obligations of each party under this Agreement shall be subject to the fulfillment at or prior to the Closing Date of the following conditions, none of which may be waived:

  • Payments under this Agreement In the event that one party (the “Owing Party”) is required to make a payment to another party (the “Owed Party”) pursuant to this Agreement, then such payments shall be made according to this Section 7.05.

  • Actions Taken Under the Program The actions taken by the Recipient under the Program include the following:

  • Foreign-Owned Companies in Connection with Critical Infrastructure If Texas Government Code, Section 2274.0102(a)(1) (relating to prohibition on contracts with certain foreign-owned companies in connection with critical infrastructure) is applicable to this Contract, pursuant to Government Code Section 2274.0102, Contractor certifies that neither it nor its parent company, nor any affiliate of Contractor or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2274.0103, or (2) headquartered in any of those countries.

  • First Source Hiring Program Contractor must comply with all of the provisions of the First Source Hiring Program, Chapter 83 of the San Francisco Administrative Code, that apply to this Agreement, and Contractor is subject to the enforcement and penalty provisions in Chapter 83.

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