TRIANGLE ASSUMPTION RIGHTS Clause Samples

TRIANGLE ASSUMPTION RIGHTS. (a) Once a Product has been Launched in the U.S. Territory, if ▇▇▇▇▇▇ determines not to Launch such Product in a given country in the International Territory or otherwise fails to Launch such Product within *** after receipt of Product Approval in such country, then Triangle may elect, by *** prior written notice to ▇▇▇▇▇▇, to terminate (unless ▇▇▇▇▇▇ Launches the Product in such country during such *** notice period) ▇▇▇▇▇▇'▇ rights under this Agreement to Promote such Product in such country (including a termination of the license granted to ▇▇▇▇▇▇ hereunder with respect to such Product in such country), in which event Triangle may itself, or through one or more Third Parties, Launch and Promote such Product in such country outside of the scope of this Agreement; *** (i) the *** if any, in any country that is now or may be in the future a member of the European Union, or (ii) in the event that ▇▇▇▇▇▇ has not obtained Product Approval in any country in the European Union, the *** of the *** in the *** with the *** of such Product or, if there are fewer than *** countries in which there is Product Approval for such Product, the *** ; provided, further, that if ▇▇▇▇▇▇ subsequently obtains Product Approval for such Product in a country in the European Union, Triangle shall use its Reasonable Best Efforts to *** of the Product in such country to the level provided in clause (i) above. Notwithstanding the foregoing, if ▇▇▇▇▇▇ is in the process of *** with the applicable regulatory authorities in such country, ▇▇▇▇▇▇ may request, prior to the expiration of the above-referenced *** period, an extension of up to an additional *** , subject to the consent of Triangle, not to be unreasonably withheld, as well as an additional *** , subject to Triangle's consent (i) at its sole discretion if a non-Major Country or (ii) in its reasonable discretion if a Major Country; provided that either such extension shall automatically terminate upon *** . At the request of Triangle, ▇▇▇▇▇▇ shall promptly provide *** requested by Triangle. (b) With respect to any Major Country in the International Territory, Triangle will notify ▇▇▇▇▇▇ when Triangle reasonably determines that Triangle has delivered to ▇▇▇▇▇▇ a set of primary documents in respect of a given Product which is sufficiently complete to enable ▇▇▇▇▇▇ *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. to prepare a submission for Product ...