Target Abandonment Sample Clauses

Target Abandonment. 28 4.12 Failure of Diligence......................................................... 28
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Target Abandonment. BMS may [ * ] at any time during the term of the Agreement notify Exelixis in writing that it has [ * ] Selected Target [ * ] Pursued Disclosed Target [ * ] Mammalian Targets [ * ] Selected Target [ * ] Pursued Disclosed Target [ * ]. Such notification shall have the following effects: (a) such [ * ] Selected Target [ * ] Pursued Target [ * ] an Abandoned Target, (b) BMS shall [ * ] with respect to such Target, (c) the licenses set forth in Section 6.1 [ * ] Collaboration Compounds [ * ] Pursued Disclosed Target, (d) all rights granted by Exelixis in the Exelixis-generated Research Results [ * ], (e) the license set forth in Section 6.3(b) [ * ], and (f) any Collaboration Compounds identified prior to the date BMS gives notice of its election under this Section 4.11 [ * ] Selected Target [ * ] Collaboration Compounds [ * ] Selected Target [ * ] Mammalian Target [ * ]. Subsequently, if [ * ] Selected Target [ * ] Pursued Disclosed Target [ * ] Mammalian Targets [ * ] based on such Selected Target or Pursued Disclosed Target (ii) or makes any [ * ] Mammalian Targets [ * ] Pursued Disclosed Target Compound [ * ] Selected Target [ * ] Pursued Disclosed Target [ * ] an Abandoned Target for the purposes set forth above. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
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Target Abandonment. (a) A Selected Target will become an Abandoned Target if any of the following circumstances arise: (i) such Target is selected by the applicable JSC as a Selected Target but P&U fails to [ * ]; (ii) P&U designates it for abandonment pursuant to Section 4.4(b); (iii) P&U uses a Selected Target for any purpose other than that permitted in Section 5.1; or (iv) P&U fails to fulfill its obligations set forth in Section 4.2 with respect to such Selected Target. P&U shall lose all rights set forth in this Agreement with respect to each Selected Target that becomes an Abandoned Target hereunder, unless such abandonment is then the subject of an unresolved dispute that is in the process of being resolved under the dispute resolution procedures set forth in Section 13.2.
Sample 1Sample 2
Target Abandonment. (A) A Selected Target will become an Abandoned Target if any of the following circumstances arise: [ * ].
Sample 1
Target Abandonment. BMS may [ * ] at any time during the term of the Agreement notify Exelixis in writing that it has [ * ]. Such notification shall have the following effects: (a) such [ * ], (b) BMS shall [ * ] with respect to such Target, (c) the licenses set forth in Section 6.1 [ * ], (d) all rights granted by Exelixis in the Exelixis-generated Research Results [ * ], (e) the license set forth in Section 6.3(b) [ * ], and (f) any Collaboration Compounds identified prior to the date BMS gives notice of its election under this Section 4.11 [ * ]. Subsequently, if [ * ] based on such Selected Target or Pursued Disclosed Target (ii) or makes any [ * ] for the purposes set forth above. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
Sample 1
Target Abandonment. 32 3.7 Targets Other Than Selected Targets. . . . . . . . . . . . . 32 3.8 Records. . . . . . . . . . . . . . . . . . . . . . . . . . . 32 3.9 Reports. . . . . . . . . . . . . . . . . . . . . . . . . . . 33 3.10 Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 33 4.
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Related to Target Abandonment

  • Abandonment Tenant shall not vacate or abandon the Premises at any time during the term of this Lease and if Tenant shall abandon, vacate or surrender said Premises, or be dispossessed by the process of law, or otherwise, any personal property belonging to Tenant and left on the Premises shall be deemed to be abandoned, at the option of Landlord, except such property as may be mortgaged to Landlord.

  • Termination or Abandonment Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated and abandoned at any time prior to the Effective Time, whether before or after any approval of the matters presented in connection with the Merger by the stockholders of the Company:

  • Termination and Abandonment This Agreement may be terminated at any time prior to the Closing:

  • Environmental Studies Promptly conduct and complete, at Borrower’s expense, all such investigations, studies, samplings and testings as may be requested by Lender or any governmental authority relative to any substance, or any waste or by-product of any substance defined as toxic or a hazardous substance under applicable federal, state, or local law, rule, regulation, order or directive, at or affecting any property or any facility owned, leased or used by Borrower.

  • Presentation of Potential Target Businesses The Company shall cause each of the Initial Shareholders to agree that, in order to minimize potential conflicts of interest which may arise from multiple affiliations, the Initial Shareholders will present to the Company for its consideration, prior to presentation to any other person or company, any suitable opportunity to acquire an operating business, until the earlier of the consummation by the Company of a Business Combination or the liquidation of the Company, subject to any pre-existing fiduciary obligations the Initial Shareholders might have.

  • Clean-Up Period (a) Notwithstanding any other provision of any Finance Document:

  • Effect of Change in Control In the event of a Change in Control, except to the extent that the Committee determines to cash out the Option in accordance with Section 13.1(c) of the Plan, the surviving, continuing, successor, or purchasing corporation or other business entity or parent thereof, as the case may be (the “Acquiror”), may, without the consent of the Participant, assume or continue in full force and effect the Company’s rights and obligations under all or any portion of the Option or substitute for all or any portion of the Option a substantially equivalent option for the Acquiror’s stock. For purposes of this Section, the Option or any portion thereof shall be deemed assumed if, following the Change in Control, the Option confers the right to receive, subject to the terms and conditions of the Plan and this Option Agreement, for each share of Stock subject to such portion of the Option immediately prior to the Change in Control, the consideration (whether stock, cash, other securities or property or a combination thereof) to which a holder of a share of Stock on the effective date of the Change in Control was entitled; provided, however, that if such consideration is not solely common stock of the Acquiror, the Committee may, with the consent of the Acquiror, provide for the consideration to be received upon the exercise of the Option for each share of Stock to consist solely of common stock of the Acquiror equal in Fair Market Value to the per share consideration received by holders of Stock pursuant to the Change in Control. The Option shall terminate and cease to be outstanding effective as of the time of consummation of the Change in Control to the extent that the Option is neither assumed or continued by the Acquiror in connection with the Change in Control nor exercised as of the time of the Change in Control.

  • Cooperation After Closing From and after the Closing Date, each of the parties hereto shall execute such documents and other papers and take such further actions as may be reasonably required or desirable to carry out the provisions hereof and the transactions contemplated hereby.

  • No Liability for Clean Up of Hazardous Materials In the event that the Collateral Trustee is required to acquire title to an asset for any reason, or take any managerial action of any kind in regard thereto, in order to carry out any fiduciary or trust obligation for the benefit of another, which in the Collateral Trustee’s sole discretion may cause the Collateral Trustee to be considered an “owner or operator” under any environmental laws or otherwise cause the Collateral Trustee to incur, or be exposed to, any environmental liability or any liability under any other federal, state or local law, the Collateral Trustee reserves the right, instead of taking such action, either to resign as Collateral Trustee or to arrange for the transfer of the title or control of the asset to a court appointed receiver. The Collateral Trustee will not be liable to any Person for any environmental liability or any environmental claims or contribution actions under any federal, state or local law, rule or regulation by reason of the Collateral Trustee’s actions and conduct as authorized, empowered and directed hereunder or relating to any kind of discharge or release or threatened discharge or release of any hazardous materials into the environment.

  • Effect of Common Stock Change Event (A) If there occurs:

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