Astellas Agreement definition
Examples of Astellas Agreement in a sentence
Without limiting the foregoing, all Intellectual Property licensed and sublicensed by Contributor to Astellas under the Astellas Agreement immediately prior to the Closing shall remain licensed and sublicensed by Company to Astellas after the Closing to the full extent provided for in the Astellas Agreement prior to Closing, without any diminishment, restriction or limitation of such license and sublicense.
If any such milestone is first triggered by Dermavant’s Development and Commercialization of the Products in the Licensed Field before it is triggered by Portola’s development and commercialization of the Product outside of the Licensed Field, then Dermavant shall pay such milestone payment to Astellas pursuant to the Astellas Agreement.
CVT’s sale, assignment, transfer, conveyance and delivery of the Assigned Rights to TPG-Axon under this Agreement does not require notice to (other than the [****]), or the consent or approval of, [****] and does not violate or Breach the Astellas Agreement even if Astellas never provides any consent or approval for such sale, assignment, conveyance, transfer and delivery.
All Audits will be conducted by CVT using any nationally recognized independent public accounting firm agreed to between CVT and TPG-Axon, and in accordance with the requirements of the Astellas Agreement.
For the avoidance of doubt, if the amounts paid by Maxygen to Astellas for breach of the Astellas Agreement are attributable to both a breach by Maxygen of a Transaction Agreement and to causes that are not attributable to such a breach by Maxygen, only a reasonably allocable portion of such amounts attributable to such breach by Maxygen shall be excluded from the foregoing indemnity.