Examples of Allergan Territory in a sentence
The JDC’s sole role shall be to assist in the overseeing of and in the making decisions for the development of, clinical trials for, and preparation and submission of regulatory documentation for obtaining Regulatory Approval for the Licensed Product in the Field of Use for the Co-Promotion Region, EU and any other country in the Allergan Territory where each Party contributes to the funding of development/regulatory matters (“JDC Role”).
In the event that (a) Spectrum determines that any Remedial Action with respect to the Licensed Product outside the Field of Use in the Allergan Territory or Licensed Product in the Spectrum Territory should be commenced, or (b) Remedial Action is required by any Governmental Authority having jurisdiction over the matter, Spectrum will control and coordinate all efforts necessary to conduct such Remedial Action.
Once each Fiscal Year, during the term of the Co-Promotion Agreement, the Parties shall meet by phone or in person to discuss the commercialization plans and strategies of both Parties relating to the Licensed Product in the Field of Use in the Allergan Territory; provided, however, that the Parties shall not share competitively sensitive information (such as pricing or business plans) for their own products that are not the Licensed Product in the Field of Use.
Allergan agrees to cooperate with Spectrum in the establishment of a commercial supply chain for the Licensed Product in the Field of Use in the Allergan Territory and agrees not to unreasonably withhold, condition or delay its consent to the selection of subcontractors or the approval of contracts.
The Parties shall form three (3) committees, as described in this Article 4, to assist in the overseeing of, and making recommendations and decisions for, the development, regulatory approvals, supply, marketing and commercialization of the Licensed Product in the Field of Use in the Allergan Territory.
Spectrum may reimburse itself for **** of the reasonable costs and expenses it incurs in enforcing any such action that relates to Licensed Product in the Field of Use in the Allergan Territory by deducting such amounts from any payment due to Allergan, by including such amount in its calculation of PSMM to be reimbursed by Allergan, or, after the profit share arrangement has been terminated, by providing Allergan with an invoice therefor, which Allergan shall pay within thirty (30) days of its receipt.
Provided that Spectrum is not in material breach of the terms of this Agreement, on written request by Spectrum, Allergan agrees to negotiate in good faith for a reasonable period the terms of a commercially reasonable royalty-bearing license under the Allergan Solely Developed Know How and Allergan’s rights under the Joint Intellectual Property for Spectrum to develop and commercialize any formulation including Apaziquone that is not a Licensed Product in the Allergan Territory.
Allergan may terminate Spectrum’s responsibility to have manufactured and supplied Licensed Product to Allergan for sale in the Allergan Territory under this Agreement at any time with prior written notice.
During the term of the Co-Promotion Agreement, if there is any change in government policies in the Allergan Territory that materially affects the ability to move Licensed Product in the Field of Use from the Royalty Territory into the Co-Promotion Region, the Parties will meet to discuss in good faith the effect of such changes on diversion.
Allergan shall have the unrestricted right to grant sublicenses under the license in Section 2.1(a) in the Field of Use to its Affiliates without the prior written consent of Spectrum, and in the Field of Use to any other Third Parties: (a) with the prior written consent of Spectrum in the Co-Promotion Region during the term of the Co-Promotion Agreement; and (b) without the prior written consent of Spectrum in any other country or territory in the Allergan Territory.