Termination by Ascent Sample Clauses

Termination by Ascent. In the event of termination of this Agreement by Ascent: (a) Pursuant to Sections 8.2.1 or 9.3(c) - Ascent will have no further rights to the Product or Finished Product. Ascent and/or its sublicensee(s) will immediately Recordati all Finished Product Data, PLAs and Regulatory assign to Approvals necessary or useful for Recordati to register, test, manufacture, market, distribute, use and sell the Finished Product in the Territory. (b) Pursuant to Section 8.2.2 - Ascent will have the right to elect from among the following remedies: (i) Ascent, its Affiliates, and their sublicensees may immediately assign to Recordati all Finished Product Data, PLAs and Regulatory Approvals necessary or useful for Recordati to register, test, manufacture, market, distribute, use and sell the Finished Product in the Territory, and upon such assignment they shall cease to have any further rights to the Product or Finished Products. As liquidated damages, Recordati for a period of ******* from the date of Confidential material omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. termination, Recordati will pay Ascent *************** of Net Receipts of the Finished Product in countries of the Territory where Ascent had received Regulatory Approval and **************** of Net Receipts in countries of the Territory in which Regulatory Approval had not, at the time of termination, been obtained by Ascent; or (ii) To maintain its rights set forth in Sections 5.1 and 5.2 and continue to purchase its requirements under the Supply Agreement for a term of years equal to the number of years remaining in the Term at the time of termination; provided, however, that if this Agreement is terminated pursuant to Section 8.2.2 (iv), then at Ascent's request, Recordati will also grant to Ascent a license for a term of years equal to the number of years remaining in the Term at the time of termination, to use the Recordati Technology, with right of sublicense, to the extent necessary for Ascent to qualify two sources of supply for the Finished Product, and for such sources to manufacture the Finished Product. Recordati shall have the right to approve such Ascent manufacturing sublicensees, such approval not to be unreasonably withheld. For the purposes of this section, it shall be reasonable for Recordati to withhold approval to any person who is a Competitor. Recordati shall also have the right to impose reasonable conditions upon access to...