Collaboration Transaction definition

Collaboration Transaction means any transaction pursuant to which the Company or any Restricted Subsidiary (a) provides a license or sublicense of its intellectual property, or transfers, contributes or assigns intellectual property owned or controlled by the Company or any Restricted Subsidiary and/or provides a right of reference regulatory filings and applications with governmental health authorities, and/or provides rights with respect to pre-clinical and clinical data, in each case to one or more third parties in connection with the (b) research, clinical development, regulatory activities, manufacturing, commercialization and/or marketing of one or more of the Company’s or any Restricted Subsidiary’s drugs or drug candidates, or similar agreements or arrangements.
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Collaboration Transaction means any transaction in the ordinary course of business pursuant to which Borrower or any of Borrower’s Subsidiaries (a) provides an exclusive or non-exclusive license or exclusive or non-exclusive sublicense of its Intellectual Property (in any case not constituting a transfer of title or ownership in such Intellectual Property), (b) with respect to its Intellectual Property, provides a right of reference to regulatory filings and applications with governmental health authorities, and/or (c) provides customary rights to use Borrower’s pre-clinical and clinical data, in the case of each of (a), (b) and (c) to one or more third parties in connection with the research, clinical development, regulation, manufacturing, commercialization and/or marketing of one or more of Borrower’s or any of Borrower’s Subsidiary’s drugs or drug candidates, in each case that could not result in a legal transfer of title of the property.
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Collaboration Transaction any transaction pursuant to which the Borrower or any Subsidiary provides (a) a license or sublicense of its Intellectual Property, or transfers, contributes or assigns Intellectual Property owned or controlled by the Borrower or any Subsidiary, (b) a right of reference regulatory filings and applications with governmental health authorities, and/or (c) rights with respect to pre-clinical and clinical data, in each case of the foregoing clauses (a) – (c) to one or more Third Parties in connection with the research, clinical development, regulatory activities, manufacturing, commercialization and/or marketing of one or more of the Borrower’s or any Subsidiary’s products, Intellectual Property, molecules, drugs or drug candidates, or similar agreements or arrangements. Notwithstanding the foregoing, “Collaboration Transaction” does not include any Manufacturing and Supply Agreement or any Collaboration Transaction (Intercompany).
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Examples of Collaboration Transaction in a sentence

  • The Borrower will not permit, and will not allow any Subsidiary to permit, any Intellectual Property (whether related to the Product, any other Company Product or otherwise) owned or controlled by the Borrower or any Subsidiary that is material to the business of the Borrower and its Subsidiaries to be owned or controlled (or any rights held) by a Non-Loan Party in each case, other than in connection with a Collaboration Transaction (Intercompany).


More Definitions of Collaboration Transaction

Collaboration Transaction means any transaction pursuant to which the Borrower or any Subsidiary provides a license or sublicense of its intellectual property, or transfers, contributes or assigns intellectual property owned or controlled by the Borrower or any Subsidiary and/or provides a right of reference to regulatory filings and applications with governmental health authorities, and/or provides rights with respect to pre-clinical and clinical data, in each case to one or more third parties in connection with the research, clinical development, regulatory activities, manufacturing, commercialization and/or marketing of one or more of the Borrower’s or any Subsidiary’s drugs or drug candidates, or similar agreements or arrangements.
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Collaboration Transaction means any transaction or arrangement (including collaboration, OEM, distribution, co-promotion or co-marketing agreements) pursuant to which Borrower or any of its Subsidiaries (a) provides or receives a license or sublicense of Intellectual Property owned or controlled by one or more third Persons, (b) Transfers Intellectual Property owned or controlled by it to one or more third Persons, (c) provides a right of reference to regulatory filings and applications with relevant Governmental Authorities to one or more third Persons or (d) provides rights with respect to pre-clinical and clinical data to one or more third Persons, in each case of clauses (a) through (d) above, in connection with the research, clinical development, regulatory activities, manufacturing, commercialization or marketing of Product in the Territory.
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Related to Collaboration Transaction

  • Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.

  • Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Competing Transaction has the meaning set forth in Section 6.1(n).

  • Termination Transaction has the meaning set forth in Section 11.2.B hereof.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • Distribution Transaction means any distribution of equity securities of a Subsidiary of the Company to holders of Common Stock, whether by means of a spin-off, split-off, redemption, reclassification, exchange, stock dividend, share distribution, rights offering or similar transaction.

  • Business Combination Transaction means:

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Bundled transaction means the purchase of 2 or more distinct and identifiable products, except real property and services to real property, where the products are sold for a single nonitemized price. A bundled transaction does not include the sale of any products in which the sales price varies, or is negotiable, based on the selection by the purchaser of the products included in the transaction. As used in this subdivision:

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Third Party Acquisition has the meaning set forth in Section 4.7(a).

  • Limited Condition Transaction means any Acquisition Transaction or any other acquisition or Investment permitted by this Agreement, in each case whose consummation is not conditioned on the availability of, or on obtaining, third party financing.

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Export Transactions Net Activity means the aggregate net total, resulting from Export Transactions, of (i) Spot Market Energy charges, (ii) Transmission Congestion Charges, and (iii) Transmission Loss Charges, calculated as set forth in Operating Agreement, Schedule 1 and the parallel provisions of Tariff, Attachment K-Appendix. Export Transactions Net Activity may be positive or negative.

  • Alternative Transaction means the sale, transfer, lease or other disposition, directly or indirectly, including through an asset sale, stock sale, merger or other similar transaction, of all or substantially all of the Purchased Assets in a transaction or a series of transactions with one or more Persons other than Purchaser (or its Affiliates).

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Alternative Transaction Proposal means any proposal, offer, inquiry or contact with respect to an Alternative Transaction.

  • Excluded Transactions means:

  • Business Combination Proposal has the meaning set forth in Section 5.8.