Examples of ALZA Agreement in a sentence
Each payment shall be accompanied by a quarterly report of Net Sales of Daily Product by Lilly, its Affiliates and their respective sublicensees, setting forth Net Sales and royalty due, on a country-by-country basis, as well as gross sales and total deductions and adjustments used to calculate such Net Sales of Daily Product, to permit confirmation of the accuracy of the payments made to Zosano hereunder and to enable Zosano to comply with its reporting obligations under the ALZA Agreement.
The foregoing will be subject to ALZA Corporation’s rights under Sections 7.4 and 7.5 of the ALZA Agreement relating to infringement claims.
The independent certified public accountants shall keep confidential any information obtained during such inspection and shall report to Zosano and Lilly the amounts of Net Sales, royalties and milestone payments due and payable, which information Zosano may share with ALZA Corporation in accordance with Section 5.8.1 of the ALZA Agreement, as well as gross sales and total deductions and adjustments used to calculate such Net Sales.
Notwithstanding anything herein to the contrary, the Parties hereby acknowledge that ALZA shall have the right to enforce any patents covering the System as set forth in Section 9.2 of the ALZA Agreement.
Zosano shall be responsible for paying all Third Party royalties necessary for Lilly to practice the license granted in Section 2.1 that relate to the complete Product Patch system including the applicator device and packaging, including, but not limited to, those under the ALZA Agreement.
As between the Parties, all Inventions shall be owned by DURECT (or its nominee); provided the Parties hereby acknowledge that ALZA shall own specified Inventions related to Systems in accordance with the terms of the ALZA Agreement.
Novo Nordisk will provide to Zosano, within [**] after its execution a copy of each such sublicense for provision to ALZA, provided that such copy may be redacted by Novo Nordisk to exclude any information not necessary for assessing Xxxxxx’s compliance with the ALZA Agreement.
DURECT shall not, without the prior written consent of Endo, amend, terminate or otherwise modify the ALZA Agreement, in each case in any way that would, individually or in the aggregate, adversely affect (a) Endo's rights under this Agreement or (b) the ability of DURECT to perform its obligations under this Agreement.
DOUBLE ASTERISKS [**] DENOTE OMISSIONSZosano shall be responsible for paying all Third Party royalties necessary for Lilly to practice the license granted in Section 2.1 that relate to the complete Product Patch system including the applicator device and packaging, including, but not limited to, those under the ALZA Agreement.
Novo Nordisk shall grant access during normal business hours to the books and records described in this Section 8.4 to Auditor (as defined below) selected by ALZA Corporation and reasonably acceptable to Zosano and Novo Nordisk for the sole purpose of verifying the accuracy of the written reports regarding, and calculations of, product payments due to ALZA Corporation under the ALZA Agreement.