Common use of Termination by Prophase Clause in Contracts

Termination by Prophase. In the event of a termination by Prophase (i) upon written request by Global BioLife within thirty (30) days following such termination, unless prohibited by Regulatory Authority, Prophase shall transition the conduct of any on-going Clinical Trials to Global BioLife; (ii) if this Agreement is terminated in its entirety or as to a terminated Licensed Product on a country-by country or worldwide basis, Prophase shall, at no cost to Global BioLife: (A) assign to Global BioLife or Global BioLife’s designee all Regulatory Documentation that is requested by Global BioLife and/or necessary for Global BioLife to Exploit such terminated Licensed Product in the terminated country and (B) provide to Global BioLife or Global BioLife’s designee a Right of Reference and right to use in the terminated country all Regulatory Documentation that is necessary to Exploit, but not solely related to, such terminated Licensed Product in the terminated country; and (iii) if termination is with respect to one or more Licensed Products other than on a worldwide basis, Prophase shall provide to Global BioLife or Global BioLife’s designee, at no expenses, a Right of Reference and right to use in the terminated country all Regulatory Documentation necessary to Exploit the terminated Licensed Product in the terminated country.

Termination by Prophase. In the event of a termination by Prophase: (i) upon written request by Global BioLife within thirty (30) days following such termination, unless prohibited by Regulatory Authority, Prophase shall transition the conduct of any on-going Clinical Trials to Global BioLife; (ii) if this Agreement is terminated in its entirety or as to a terminated Licensed Product on a country-by country or worldwide basis, Prophase shall, at no cost to Global BioLife: (A) assign to Global BioLife or Global BioLife’s designee all Regulatory Documentation that is requested by Global BioLife and/or necessary for Global BioLife to Exploit such terminated Licensed Product in the terminated country and (B) provide to Global BioLife or Global BioLife’s designee a Right of Reference and right to use in the terminated country all Regulatory Documentation that is necessary to Exploit, but not solely related to, such terminated Licensed Product in the terminated country; and (iii) if termination is with respect to one or more Licensed Products other than on a worldwide basis, Prophase shall provide to Global BioLife or Global BioLife’s designee, at no expenses, a Right of Reference and right to use in the terminated country all Regulatory Documentation necessary to Exploit the terminated Licensed Product in the terminated country.