Buyer Rights Chain Group definition

Buyer Rights Chain Group means (a) the Buyer, the Buyer’s Affiliates, the Company and their direct and indirect subsidiaries and (b) any Person to which (i) the Intellectual Property covering or incorporated in any Product as of the Closing Date is licensed, sublicensed, assigned or transferred, or (ii) the right to develop, market or sell any Product is licensed, sublicensed, assigned, transferred or otherwise granted, by the Buyer, the Buyer’s Affiliates, or the Company or their direct or indirect subsidiaries directly or through one or more intermediaries (i.e., whether through one or more assignments, one or more levels of licenses and/or sublicenses, any combination thereof or otherwise).
Buyer Rights Chain Group means (a) the Buyer, the Buyer’s Affiliates, the Surviving Corporation and their direct and indirect subsidiaries and (b) any Person to which the Intellectual Property covering the Product as of the Closing Date is licensed, sublicensed, assigned or transferred by the Buyer, the Buyer’s Affiliates, or the Surviving Corporation or their direct or indirect subsidiaries directly or through one or more intermediaries (i.e., whether through one or more assignments, one or more levels of licenses and/or sublicenses, any combination thereof or otherwise).
Buyer Rights Chain Group means (a) the Buyer, the Buyer’s Affiliates (as defined in Section 4.8 below) and their direct and indirect subsidiaries; (b) with respect to the Product, any person or entity to which any right in or to such Product, or any of the Intellectual Property covering such Product, is licensed, sublicensed, assigned or transferred by the Buyer, the Buyer’s Affiliates or their direct or indirect Subsidiaries; (c) with respect to the Product, any person or entity to which any right in or to such Product, or any of the Intellectual Property covering such Product, is licensed, sublicensed, assigned or transferred by any person described in clauses (a) or (b) above; (d) with respect to the Product, any successor or assign of any person or entity described in clauses (a), (b) or (c) above with respect to such person’s or entity’s interest in such Product; and (e) any Affiliate of any person or entity described in clauses (b), (c) or (d) above.

Examples of Buyer Rights Chain Group in a sentence

  • The Buyer shall provide written notice to the Representative within five (5) Business Days of submission by the Buyer or any member of the Buyer Rights Chain Group of (i) any BLA to the FDA and (ii) any MAA to the EMA, in each case in respect of the Fibrocaps Products.

  • If Buyer or the applicable member of the Buyer Rights Chain Group breaches its obligation under clause (A) to conduct the first dosing for either the UTI Study or the Resistance Study by [**], but not for both, then, as Buyer’s sole and exclusive liability and Company Equityholders’ sole and exclusive remedy for such breach, the Milestone Termination Date for purposes of Milestone #7 and #8 shall be extended by six months to [**] and [**], respectively.

  • Buyer shall, and shall cause the other members of the Buyer Rights Chain Group to, maintain reasonable documentation, consistent with good scientific and medical practices and applicable Laws, regarding development activities relating to the Product and the Product Candidates.

  • Following the Closing, the Buyer shall, and shall cause its Affiliates (including the Surviving Corporation) and the other members of the Buyer Rights Chain Group to, use Commercially Reasonable Efforts to achieve each of the Developmental Milestones with respect to the Lead Product Candidate and to commercialize the ENB-0040 Product for HPP in each country in which the ENB-0040 Product receives Regulatory Approval for the treatment of HPP.

  • Subject to the terms and conditions of this Agreement, including Section 2.12.3, Buyer shall make the following Milestone Payments if the corresponding event is achieved by any member of the Buyer Rights Chain Group with respect to the further development of the Taligen Compounds for Non-Ophthalmic Indication (the “Non-Ophthalmic Milestones” and together with the Ophthalmic Milestones, the “Milestones”).

  • Subject to the terms and conditions of this Agreement, Buyer shall make the payments (each a “Milestone Payment”) set forth in Sections 2.6(a)(i) through 2.6(a)(viii) below to the Company Equityholders upon the first achievement by a member of the Buyer Rights Chain Group of the relevant “Milestone” listed under Sections 2.6(a)(i) through 2.6(a)(viii) below (each, a “Milestone”).

  • Subject to the terms and conditions of this Agreement, including Section 2.12.3, Buyer shall make each of the following Milestone Payments if the corresponding event is achieved by any member of the Buyer Rights Chain Group with respect to the further development of the Taligen Compounds for Ophthalmic Indications (the “Ophthalmic Milestones”).

  • Following the Closing, the Buyer shall, and shall cause its Affiliates (including the Surviving Corporation) and the other members of the Buyer Rights Chain Group to, use Commercially Reasonable Efforts to achieve each of the Developmental Milestones with respect to the Lead Product Candidate and to commercialize the ENB-0040 Product for HPP in each country in which the ENB-0040 Product receivesRegulatory Approval for the treatment of HPP.

  • Net Sales shall be calculated in accordance with United States generally accepted accounting principles (“GAAP”) as consistently applied by the applicable Buyer Rights Chain Group member across all of its products.

  • Sales or other commercial dispositions of a Product among members of the Buyer Rights Chain Group for resale shall be excluded from the computation of Net Sales; provided, however, that any subsequent sale of a Product by any member of the Buyer Rights Chain Group to another person or entity that is not a member of the Buyer Rights Chain Group shall be included within Net Sales.


More Definitions of Buyer Rights Chain Group

Buyer Rights Chain Group means (a) the Buyer, the Buyer’s controlled Affiliates, the Surviving Corporation and their respective direct and indirect Subsidiaries; (b) with respect to a Product, any Person to which the right to sell such Product is licensed, sublicensed, assigned or transferred by the Buyer, the Buyer’s controlled Affiliates, or the Surviving Corporation or their direct or indirect Subsidiaries; (c) with respect to a Product, any Person to which the right to
Buyer Rights Chain Group means (a) the Buyer, the Buyer’s Affiliates (as defined in S ection 4.8 below) and their direct and indirect subsidiaries; (b) with respect to the Product, any person or entity to which any right in or to such Product, or any of the Intellectual Property covering such Product, is licensed, sublicensed, assigned or transferred by the Buyer, the Buyer’s Affiliates or their direct or indirect Subsidiaries; (c) with respect to the Product, any person or entity to which any right in or to such Product, or any of the Intellectual Property covering such Product, is licensed, sublicensed, assigned or transferred by any person described in clauses (a) or (b) above; (d) with respect to the Product, any successor or assign of any person or entity described in clauses (a), (b) or (c) above with respect to such person’s or entity’s
Buyer Rights Chain Group means (i) Buyer and the Surviving Corporation, (ii) any Person to which any Taligen Compound with respect to which Milestone Payments could become payable is directly or indirectly licensed, sublicensed or transferred by or from any entity described in clause (i) (including any Affiliate of any such entity described in this clause (ii) which achieves a Milestone, whether or not such Affiliate is formally a licensee, sublicensee or transferee), (iii) any Person to which any Taligen Compound is directly or indirectly licensed, sublicensed or transferred by any member of the Buyer Rights Chain Group and (iv) any successor or assign of any member of the Buyer Rights Chain Group with respect to such member’s interest in such Taligen Compound.
Buyer Rights Chain Group means (i) Buyer and the Surviving Corporation, (ii) any Person to which any Taligen Compound with respect to which
Buyer Rights Chain Group means (a) Buyer, the Company and their respective Affiliates and (b) any Person to which, after the Closing Date, the Company Intellectual Property covering any Product is licensed, sublicensed, assigned or transferred by Buyer, the Company or their respective Affiliates directly or through one or more intermediaries (i.e., whether through one or more assignments, one or more levels of licenses and/or sublicenses, any combination thereof or otherwise) in a manner which provides such Person with the right to commercially sell such Product anywhere in the world.
Buyer Rights Chain Group means (a) the Buyer, the Buyer’s controlled Affiliates, the Surviving Corporation and their respective direct and indirect Subsidiaries; (b) with respect to a Product, any Person to which the right to sell such Product is licensed, sublicensed, assigned or transferred by the Buyer, the Buyer’s controlled Affiliates, or the Surviving Corporation or their direct or indirect Subsidiaries; (c) with respect to a Product, any Person to which the right to sell such Product is licensed, sublicensed, assigned or transferred by any Person described in clauses (a) or (b) above; (d) with respect to a Product, any successor or assign of any Person described in clauses (a), (b) or (c) above with respect to such Person’s interest in such Product; (e) any controlled Affiliate of any Person described in clauses (b), (c) or (d) above; (f) if the Surviving Corporation is not an Affiliate of the Buyer, any controlled Affiliate of the Surviving Corporation; and (g) any Affiliate of any Person described in clauses (a), (b), (c), (d), (e) or (f) involved in the development or commercialization of a Product with or on behalf of such Person. For the avoidance of doubt, Buyer Rights Chain Group shall not include a reseller or distributer of a Product that (i) is not a controlled Affiliate of a member of the Buyer Rights Chain Group, (ii) purchases such Product for resale and (iii) does not need a patent license from a Buyer Rights Chain Group member in order to resell such Product.

Related to Buyer Rights Chain Group

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016, as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Company Shareholder means a holder of Company Shares.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Company Shareholders means holders of Company Shares.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Transferring Employee means an employee at the airport who timely transfers to the regional authority by the transfer date.

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.

  • Company Optionholder means a holder of one or more Company Options;

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Company Shares means the common shares in the capital of the Company;

  • Target Shareholders means the holders of Target Shares;

  • Company Optionholders means the holders of Company Options.

  • Shareholder Data means the transaction data with respect to Shareholders in a Fund requested by Company that a Financial Intermediary, for access and use by Company in the 22c-2 System, (i) delivers to BNYM by a Designated Method, or (ii) delivers to Company and is inputted into the Company Database by Company.

  • Effective Time has the meaning set forth in Section 2.2.

  • Transferring Employees means employees of the Incumbent Contractor who are wholly or mainly assigned to work in the provision of the Service and who are subject of a Relevant Transfer to the Contractor by virtue of the application of the TUPE Regulations.

  • Major Stockholder means any such Person.

  • Shareholder-Employee means a Participant who owns more than five percent (5%) of the Employer's outstanding capital stock during any year in which the Employer elected to be taxed as a Small Business Corporation under the applicable Code Section.

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.