Unilateral Development Activities Clause Samples
Unilateral Development Activities. If the JDC does not approve a New Development Proposal, then the proposing Party may not exercise its final decision-making authority under Section 3.2(f) to override such JDC decision, but may proceed with such proposed Development activities in the Territory at its own cost and expense (such activities, the “Unilateral Development Activities”); except that if the non-proposing Party objects to such New Development Proposal based on the AssemblyBio Veto Right or BeiGene Veto Right (as applicable), the proposing Party shall not proceed with such proposed Development activities in such New Development Proposal. The other Party shall not have access to the Know-How and Clinical Data generated through the Unilateral Development Activities, unless and until such other Party reimburses the proposing Party [* * *] of the Costs incurred by the proposing Party in relation to the conduct of the Unilateral Development Activities. Notwithstanding the foregoing, the other Party may access safety data resulting from such Unilateral Development Activities pursuant to Section 5.9 without the foregoing payment obligation.
Unilateral Development Activities. If, for any reason other than those set forth in Section 4.4.4(a)(ii)(A) (No Approval), the JEC does not approve an Additional Development Proposal, then the Proposing Party may, upon notice to the other Party (the “Non-Proposing Party” for the purposes of this Section 4.4.4 (Additional Development)), subject to Section 4.7 (Clinical Trials), conduct the Additional Development Activities set forth in such Additional Development Proposal at its own cost and expense in a manner and timeline determined by such Party and pursuant to any protocol for such Additional Development Activities determined by such Party; except that (A) if Apellis is the Party conducting the Additional Development Activities, then Apellis may not, without Sobi’s prior written consent, conduct such Additional Development Activities in the Major Markets (other than [**]) and (B) if Sobi is the Party conducting the Additional Development Activities, then Sobi may not, without Apellis’ prior written consent, (I) conduct such Additional Development Activities for any ophthalmology Indication or (II) conduct such Additional Development Activities in the Apellis Territory. If the Proposing Party elects to conduct any Additional Development Activities under any Additional Development Proposal in accordance with the terms of this Section 4.4.4(b)(i) (Unilateral Development Activities), then all such Additional Development Activities will be “Unilateral Development Activities” for purposes of this Agreement.