Termination by Genentech. Genentech may terminate this Agreement without cause, effective no earlier than twelve (12) months after the Effective Date upon six (6) months’ prior written notice to Curis of such termination. Genentech may also terminate this Agreement solely with respect to one or more: specific Compound, delivery system for a Compound (i.e., Systemic Delivery or topical delivery) and/or indication for which a Compound may be used and/or the country(ies) in which a Compound may be developed and commercialized. Any such termination is permitted no earlier than twelve (12) months after the Effective Date upon six (6) months’ prior written notice and the Agreement shall thereafter be read and interpreted in light of such termination(s).
Termination by Genentech. 34 4. Termination of Development/Commercialization...............34 5.
Termination by Genentech. Genentech shall have the right to terminate the license granted pursuant to this Agreement, in its entirety (or as to any Licensed Product in any country in the Territory), at any time (or from time to time), in any case of at least six (6) months' advance notice to Alteon. Such termination shall be effective six (6) months from the effective date of such notice, and all Genentech's rights and duties associated therewith shall cease as of that date, subject to Sections 10.7-10.10.
Termination by Genentech. Genentech shall have the right to terminate this Agreement in its entirety, in its sole discretion, upon [ * ] written notice to Array.
Termination by Genentech. (i) In the event that Genentech terminates this Agreement pursuant to Section 10.2, and subject to Sections 10.5(c) and (d), all rights and licenses granted by Array hereunder with respect to Compounds and Licensed Products shall immediately terminate.
(ii) In the event that Genentech terminates this Agreement pursuant to Section 10.3(a), after the effective date of such termination, the Commercial License granted to Genentech hereunder shall become irrevocable and Genentech shall pay [ * ]; provided, however, that if such termination is due to a breach by Array of Article 4, the Commercial License shall [ * ].
Termination by Genentech. (a) If ROCHE fails to exercise its "best efforts" to commercialize a Product in a country in the Roche Territory, GENENTECH shall have the right to request ROCHE to take remedial measures. If GENENTECH makes such a request and ROCHE thereafter does not exercise such "best efforts" within a period of six (6) months after GENENTECH has requested ROCHE to take remedial measures or if ROCHE fails to meet the requirements of Article III, Section 6, then GENENTECH shall have the right (x) to terminate ROCHE's license hereunder with respect to such country if Registration for the Product has not been initiated or (y) to convert the license to a nonexclusive one if Registration has been initiated and
(i) all rights and licenses granted to ROCHE herein and Product supply obligations of GENENTECH with respect to such Product in such country shall automatically terminate as of the date of termination;
(ii) the transfer and assignment to GENENTECH or GENENTECH's designee of the Dossier and the Registration and all associated data, information, results and documents for such Product in such country shall be done promptly and GENENTECH shall thereafter have an nonexclusive license thereto in such country as well as to all ROCHE Patents and Know-how related to such Product and developed by ROCHE under this Agreement; and
(iii) the Parties shall discuss and agree on a transfer of stocks of such Product held by ROCHE with respect to such country.
Termination by Genentech. If Genentech terminates this Agreement for cause under Section 10.5.1 or 10.5.2 then the following shall apply:
(a) Effective upon the date of termination, Dendreon hereby grants to Genentech a royalty-bearing license with the right to sublicense through multiple tiers of sublicense under Dendreon Collaboration Inventions, Dendreon Patent Rights, and Dendreon's interest in Joint Patent Rights to make, have made, use, sell, offer for sale and import Licensed Products in the Territory in the Field. Such license shall be exclusive (even as to Dendreon) as to all Licensed Products. Such license shall bear a royalty of [...***...] and shall be subject to the provisions of Sections 6.5, 6.7 - 6.12. The term of such license and royalties shall be that described in Section 10.1(a) above.
(b) The JSC will cause to be developed for approval by the Parties a final financial statement pursuant to Exhibit B and/or the Parties shall prepare a final royalty report in accordance with Section 6.8.
(c) Either Party may exercise any applicable audit rights. (d) The Parties will effect the assignments required by Section 10.10. ***Confidential Treatment Requested
Termination by Genentech. GENENTECH may terminate the Co-promotion ------------------------ Term upon the occurrence of any of the following: [*] = 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 24b-2 of the Securities Exchange Act of 1934, as amended.
15.3.1 Upon written notice to the INTEGRILIN PARTNERS, if the INTEGRILIN PARTNERS and/or its Third Party manufacturer has permanently ceased manufacturing and marketing the INTEGRILIN Products because of a significant safety problem related to the INTEGRILIN Products; or
15.3.2 immediately upon written notice of termination given to the INTEGRILIN PARTNERS, if the INTEGRILIN PARTNERS have breached a material obligation, covenant, or duty under this Agreement, unless, where such breach is curable, either the INTEGRILIN PARTNERS have cured such default within [*] after GENENTECH has advised the INTEGRILIN PARTNERS in writing of the nature of the breach or default, or, if such breach is not curable within said [*] period, the INTEGRILIN PARTNERS has taken substantial steps to remedy such breach and continues to take diligent steps to cure same as promptly as reasonably practicable thereafter; or
15.3.3 immediately upon written notice of termination given to the INTEGRILIN PARTNERS, if any of the INTEGRILIN PARTNERS's representations and warranties set forth in Article 18 were untrue in any material respect, provided, that such notice of termination is given not later than [*] after GENENTECH has learned of the circumstance(s) giving rise to this right of termination; or
15.3.4 pursuant to Section 2.4.1.3; or
15.3.5 upon [*] written notice, (i) if either of the INTEGRILIN PARTNERS have been found by an unappealable order of a court of competent jurisdiction to have acted illegally in the manner in which they are Promoting a GENENTECH Product in the Territory or has otherwise not complied in any material respect with applicable Law relating to the Promotion of a GENENTECH Product, or (ii) if the INTEGRILIN PARTNERS have materially breached this Agreement in their Promotion of a GENENTECH Product, such that the INTEGRILIN PARTNERS materially jeopardizes or xxxxx GENENTECH's NDA for, or materially xxxxx the commercial value, Net Sales, or the commercial reputation of, the GENENTECH Product. The phrase "jeopardizes or xxxxx" an NDA includes, but is not limited to, the following serious types of issues:
15.3.5.1...
Termination by Genentech. Subject to Section 18.3(c) below, Genentech may terminate this Agreement with respect to itself (including, without limitation, its rights and obligations after the effective date of such termination, subject to the provisions of Section 18.6), at any time after the date which is *****, by giving ***** prior written notice to Novartis and Tanox and paying all amounts it is financially responsible for hereunder up to such termination date; provided, however, such notice shall not be deemed delivered hereunder unless and until Genentech gives written notice of termination of the JCA to Novartis, with a copy to Tanox; and provided, further, that within ***** of receipt of such notice, Novartis and Tanox may, by giving joint notice to Genentech accelerate the effective date of any such termination to a date not less than ***** from the date of Genentech’s notice of termination under this Section18.3(a). *****
(i) Genentech’s rights under this Agreement (including ownership of all Approvals held by Genentech and Genentech’s rights to vote and participate on Committees but excluding ownership of intellectual property), Genentech’s right to Develop and Commercialize Anti-IgE Products, and such other rights under this Agreement which Genentech has licensed from Novartis or Tanox, shall be transferred or granted, as the case may be, to Novartis, and all license rights granted by Genentech under this Agreement and the JCA to Novartis and Tanox with respect to Genentech’s Anti-IgE Patents, Know-How and Biological Materials covering Anti-IgE Products Approved or in active Development as of the effective date of termination shall remain in full force and effect, even with respect to future Anti-IgE Products*****. With effect from the effective date of such termination, but subject to Section 18.3(c), Novartis shall assume all of Genentech’s obligations under this Agreement and the JCA and shall be entitled to continue the Development and Commercialization of Anti-IgE Antibodies and Anti-IgE Products in the United States, Europe, East Asia and the Rest of World, subject to Tanox’s rights under this Agreement, without further compensation to Genentech except as required with respect to the Manufacture of Anti-IgE Products; *****
(ii) In the event that Genentech terminates this Agreement as set forth in this Section 18.3(a), it shall provide all cooperation and assistance reasonably requested by Novartis to enable Novartis to assume with as little disruption as reasonably...
Termination by Genentech. (a) If ROCHE fails to exercise its "best efforts" to commercialize a Product in a country in the Roche Territory, GENENTECH shall have the right to request ROCHE to take remedial measures. If GENENTECH makes such a request and ROCHE thereafter does not exercise such "best efforts" within a period of six (6)
