Examples of Expansion Territory in a sentence
Licensor shall provide Licensee notice of the foregoing (the “Expansion Notice”) and Licensee shall have sixty (60) days from its receipt of the Expansion Notice to present to Licensor a commercially reasonable business plan for the importation, sale, distribution and/or promotion of Licensed Products in the Expansion Territory (an “Expansion Business Plan”).
If, at any time during the Term, Licensor’s license with respect to any Expansion Territory expires and Licensor does not itself or through a subsidiary wholly owned and operated by Licensor or its ultimate parent company take over any retail or wholesale business in the Expansion Territory, Licensee shall have the exclusive option during the Term to import, sell, distribute and/or promote Licensed Products in the Expansion Territory, subject to the terms of this Section 2.3(b).
If Licensee does submit an Expansion Business Plan, Licensor and Licensee shall negotiate in good faith the details of such plan to arrive at a mutually acceptable Expansion Business Plan, and shall promptly and in good faith incorporate the terms thereof into a written license with respect to such Expansion Territory, which may be in the form of either an amendment to this Agreement or a separate agreement in substantially the form of this Agreement, as reasonably determined by Licensor.
Any such Expansion Business Plan shall include at least all of the information required to be set forth in the Business Plan pursuant to Section 5.2. If Licensee does not present such an Expansion Business Plan to Licensor sixty (60) days after receiving an Expansion Notice, Licensee’s rights with respect to such Expansion Territory shall lapse.
Insulet will maintain a record system through which ADC can determine [the Expansion Territory Customer Service Events and verify the data set forth in the reports provided pursuant to Section 9.4; provided, however, that Insulet shall only be required to maintain such records for a period of [***] following such Expansion Territory Customer Service Events and/or the date of the applicable report.
If ADC’s designated independent auditors discover that Insulet has reported Expansion Territory Customer Service Events in excess of those calculated by the audit, Insulet will refund to ADC the excess amounts paid by ADC within [***] of issuance of the audit report.
However, the difficulty in solving the boundary value problem efficiently and reliably motivated the development of modern direct methods, which we use in this work.
Insulet will notify ADC in writing of its intent to begin marketing and selling the Product with ADC DBGM in each country in the Expansion Territory at least [***] prior to any such planned launch; provided that Insulet may launch in France and the UK on [***] prior written notice and in Germany upon execution of this Amendment.
The Parties acknowledge that, under the Expansion Agreement, GSK is granted the sole responsibility for the conduct of all commercialisation activities (including selling and distributing) within the Expansion Scope (as defined therein) and is required to take reasonable steps (including as may be reasonably requested by Amgen) to ensure that Ivory sold by it is not used outside the Expansion Territory (as defined therein).
For the avoidance of doubt, in the event an end-user customer receives a Remote Controller with a DBGM other than an ADC DBGM, or a Remote Controller with no DBGM, ADC will have no further obligations for Expansion Territory Customer Service Event payments for such end-user customer.