Equillium Territory definition

Equillium Territory means the US, including its territories and possessions, and Canada.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Equillium Territory means the U.S. (including its territories and possessions), Canada, Australia and New Zealand.

Equillium Territory means: (a) the US, including its territories and possessions, and Canada (collectively, the “North American Territory”); and (b) Australia and New Zealand (collectively, the “AUS/NZ Territory”).” 4. Royalties Payable by Equillium. The table of royalty rates applicable to tiers of aggregate annual Net Sales in the Equillium Territory in Section 5.4(a) of the Original Agreement is hereby replaced with the following tables of (a) royalty rates applicable to tiers of aggregate annual Net Sales by Equillium and its Affiliates and Sublicensees in the North American Territory and (b) royalty rates applicable to tiers of aggregate annual Net Sales by Equillium and its Affiliates (but not by Sublicensees) in the AUS/NZ Territory, respectively: and Sublicensees in North American Territory Royalty Rate That portion of aggregate annual Net Sales of Products by Equillium and its Affiliates and Sublicensees in the North American Territory in a calendar year that is less than or equal to $[***] million [***]% That portion of aggregate annual Net Sales of Products by Equillium and its Affiliates and Sublicensees in the North American Territory in a calendar year that is greater than $[***] million and less than or equal to $[***] billion. [***]% That portion of aggregate annual Net Sales of Products by Equillium and its Affiliates and Sublicensees in the North American Territory in a calendar year that is greater than $[***] billion and less than or equal to $[***] billion [***]% That portion of aggregate annual Net Sales of Products by Equillium and its Affiliates and Sublicensees in the North American Territory in a calendar year that is greater than $[***] billion [***]%

Examples of Equillium Territory in a sentence

• For clarity, this Section 2.4 shall not be construed as imposing any limitation or restriction on Biocon’s right to grant licenses under, or any other obligation on Biocon with respect to, the licensing of Biocon Technology outside the Equillium Territory.

• The JIPC shall develop and mutually agree in good faith on patent filing, prosecution, maintenance and defense strategy for Patent Rights claiming Inventions in the Equillium Territory.

• If the JIPC is unable to reach unanimous agreement on any matter relating to patent filing, prosecution, maintenance and defense strategy for Patent Rights claiming Inventions in the Equillium Territory, such matter will be referred to the JSC for resolution, provided that Biocon shall have final decision-making authority with respect to Patent Rights claiming Biocon Inventions in the Equillium Territory.

• Thereafter, on an ongoing basis, Biocon shall also disclose to Equillium all additional Biocon Know-How generated after the Effective Date as reasonably required for the development, registration or commercialization of ITO and Product in the Field in the Equillium Territory.

• Biocon shall maintain complete and accurate records of the performance of all IND-Enabling Studies and IND-Enabling CMC Activities, including all Data, Inventions and other Information generated or made in the course of such performance, which records shall be maintained in accordance with Biocon’s standard practices and shall in any event be maintained in a manner sufficient for Equillium’s filing of INDs for Product in the Equillium Territory.

• The JSC’s overall responsibility shall be to encourage and facilitate information sharing and ongoing cooperation and coordination between the parties in the development, registration and commercialization of Product in the Field in the Equillium Territory and the Biocon Territory, subject to the limitations set forth in this Article 3.

• Equillium shall have the first right, but not the obligation, to bring (or defend) and control any action or proceeding with respect to Competitive Infringement of any Joint Patent in the Equillium Territory, at its own expense and by counsel of its own choice, and Biocon shall have the right, at its own expense (subject to Section 7.5(d)), to be represented in any such action by counsel of its own choice.

• Equillium (directly or through its Affiliates or Sublicensees) shall use Commercially Reasonable Efforts to develop and seek Regulatory Approval for, and, if Regulatory Approval is obtained, to commercialize Product in the Field in the Equillium Territory.

• Equillium shall use all Clinical Material supplied under this Agreement solely to conduct development in the Field in the Equillium Territory (and, solely to the extent permitted by the License Agreement, in the Biocon Territory) in accordance with the terms of the License Agreement.

• Within […***…] after the Effective Date, the parties shall form a Joint Intellectual Property Committee (the “JIPC”) composed of at least one qualified representative designated by each Party, with the primary objective of defining and supporting patent filing and prosecution strategies to enhance the protection and value of ITO, Product and Inventions in the Equillium Territory.