Termination of Co-Commercialization Sample Clauses

Termination of Co-Commercialization. The Co-Commercialization in the Co-Commercialization Territory and the Pre-Tax Profit (Loss) Share shall terminate. For clarity, MorphoSys may continue Commercialization in the Territory at its convenience and COMPANY shall cooperate to transfer all Commercialization activities ongoing by or on behalf of COMPANY, its Affiliates and Sublicensees to MorphoSys.

Termination of Co-Commercialization. If, at any time after exercising the Co-Commercialization Option with respect to any Co-Co Product, CytomX notifies the JSC of CytomX’s desire to terminate all of its involvement in the Co-Commercialization Activities for such Co-Co Product, then the Parties, through the JSC, will endeavor to make arrangements for an orderly transition of such activities to Astellas without materially adversely impacting the Commercialization Plan and without causing a material incremental increase in the overall cost of Commercialization as a result of such transition.

Termination of Co-Commercialization. At any time after exercising the Co-Commercialization Option for a country, Denali may notify the JCC of Denali’s desire to terminate all of its involvement in the Co-Commercialization Activities for any one or more of the CNS Products in such Co-Commercialization Country. The Parties, through the JCC, will endeavor to make arrangements that transition such activities to Sanofi over a reasonable time determined by the JCC but not to exceed [***] from the date of such notice from Denali unless such notice is delivered during the Launch Window, in which case such [***] period shall begin as of the date of the end of such Launch Window. If Denali exercises the Denali Royalty Option and continues to incur any FTE Costs or Out-of-Pocket Costs pursuant to such a transition of Co-Commercialization Activities following the applicable Co-Funding End Date for the subject Cost Profit Sharing Product, then Sanofi shall reimburse Denali such FTE Costs and Out-of-Pocket Costs. If Denali’s transition after terminating Co-Commercialization Activities for a Cost Profit Sharing Product all occurs during a time while the product remains a Cost Profit Sharing Product, then Denali’s FTE Costs or Out-of-Pocket Expenses shall continue to be allocated towards Allowable Expenses until such transition is complete. *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.

Termination of Co-Commercialization. Following a Denali Opt-Out with respect to a Cost-Profit Sharing Product in a Cost-Profit Sharing Country, Denali’s right and obligation to perform Co-Commercialization Activities for such Cost-Profit Sharing Product in such Cost-Profit Sharing Country shall terminate upon the Co-Commercialization Activities End Date for such Denali Opt-Out, and Denali’s obligation to share in Allowable Expenses and Net Revenues for such Cost-Profit Sharing Country shall terminate upon the Co-Funding End Date for such Cost-Profit Sharing Product. Following Biogen’s receipt of a Denali Opt-Out Notice (or Denali’s receipt of a [***], as applicable), with respect to a Cost-Profit Sharing Country, the Parties, through the JCC, will make arrangements to transition Denali’s Co-Commercialization Activities for the applicable Cost-Profit Sharing Products in the applicable Opt-Out Countries to Biogen over a [***] period after the date of the relevant Denali Opt-Out Notice (or [***], as applicable), or such other reasonable time period as may be determined by the Parties, unless [***], in which case, such [***] period (or such other reasonable time period agreed by the Parties) shall begin at the end of such Launch Window (the expiration of the time period for transition as determined in accordance with the foregoing by the Parties, the “Co-Commercialization Activities End Date”). If Biogen requests that Denali perform any Commercialization activities with respect to an Opt-Out Product following the Co-Funding End Date, then Biogen will reimburse Denali for the costs incurred by Denali for the conduct of such Commercialization activities with respect to an Opt-Out Product following the Co-Funding End Date to the extent in accordance with a budget for the performance of such activities agreed by the Parties; provided that, if the Parties fail to agree to a budget for the performance of any Commercialization activities with respect to an Opt-Out Product following the Co-Funding End Date, then Denali shall have no obligation to perform any such Commercialization activities following the Co-Funding End Date. [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.