Examples of Horizon Territory in a sentence
In the event that any Supplied Product is Recalled in the Horizon Territory, Horizon shall be responsible for all costs and expenses related to such Recall and shall reimburse AstraZeneca or its applicable Pass-Through Affiliate for any out-of-pocket expenses incurred in connection with any such Recall, including any amounts payable to any Pass-Through Supply Vendors with respect thereto.
Horizon shall have the right to Exploit the Product and any Other Product in the Horizon Territory under a Trademark that is not a Licensed Trademark; provided, that such other Trademark is not confusingly similar to any Licensed Trademark (including any translation or transliteration of any Licensed Trademark or any colorable imitation of any Licensed Trademark).
Horizon hereby grants to AstraZeneca, effective as of the Transfer Date, a non-exclusive, royalty-free sublicense, with the right to grant sublicenses through multiple tiers solely to Sublicensees, under the Licensed Technology to develop, make and have made (but not market, sell or otherwise commercialize) Products in the Field of Use in the Horizon Territory solely in support of the development, commercialization or other exploitation of the Products in the Field of Use in the AstraZeneca Territory.
Horizon (a) shall, and shall cause its Affiliates and its and their respective Sublicensees and distributors to, distribute, market, promote, offer for sale and sell the Product and the Other Products only in the Horizon Territory, and (b) shall not, and shall not permit its Affiliates and its and their respective Sublicensees or distributors to, distribute, market, promote, offer for sale or sell the Product or any Other Product directly or indirectly to any Person for use in the AstraZeneca Territory.
AstraZeneca agrees that, from and after the Closing Date [...***...] Horizon shall be entitled to the benefit of the Merck Covenant as provided in this Agreement to the extent that the Manufacture, having Manufactured and Exploitation of any Products and Other Products in the Field in the Horizon Territory by Horizon and its Affiliates, licensees and sublicensees would constitute Merck-Exploitation of a Merck Product.
AstraZeneca or an Affiliate of AstraZeneca has made available to Horizon or its Representatives the annual gross sales and net sales (and certain components thereof) for the Product in the Horizon Territory for the past [...***...] completed Calendar Years.
Subject to the terms of this Agreement, the Asset Purchase Agreement and the Supply Agreement, from and after the Effective Date, Horizon shall have the sole right and responsibility with respect to the Manufacture and Exploitation of Products and Other Products in the Horizon Territory.
AstraZeneca shall cause its Affiliates and its and their respective licensees, sublicensees and distributors to notify AstraZeneca of any receipt of any orders for the Product or any Other Product in the Horizon Territory.
Such financial information was prepared from the books and records of Astra Zeneca or an Affiliate of AstraZeneca, as applicable, and fairly presents in all material respects the annual gross sales and net sales for the Product in the Horizon Territory for the periods indicated.
If AstraZeneca or any of its Affiliates receives or becomes aware of the receipt by a licensee, sublicensee or distributor of any orders for the Product or any Other Product in the Horizon Territory, such Person shall refer such orders to Horizon.