KHK Agreement definition
Examples of KHK Agreement in a sentence
The Parties acknowledge that, pursuant to Section 9.3 of the KHK Agreement, KHK has agreed not to enter into any settlement for damages other than monetary damages without AVEO’s written consent (which consent shall not be given by AVEO unless and until the Parties mutually agree to do so, such agreement not to be unreasonably withheld, delayed or conditioned by either Party).
Neither Party shall enter into any settlement of any claim described in this Section 5.5 that affects the other Party’s rights or interests (or the rights or interests of KHK under the KHK Agreement) without such other Party’s (or KHK’s, if applicable) written consent, which consent shall not be unreasonably withheld or delayed.
In the event of any conflict or inconsistency between this Agreement (or any agreement with an Affiliate or Sublicensee entered into under this Agreement) and the KHK Agreement, the Parties shall reasonably cooperate with each other and, if necessary, with KHK to implement terms under this Agreement (or such other agreement with an Affiliate or Sublicensee) that comply with the terms set forth in the KHK Agreement, subject to Section 3.3(c).
Partner acknowledges that KHK has the right under the KHK Agreement to obtain access to any reports, filings and data provided by Partner (and its Affiliates and Sublicensees) hereunder; provided that such data shall be kept confidential and shall not be used to compete with Partner.
Such licenses in Sections 3.3(e)(ii) and (iii) may be sublicensed by KHK in accordance with Section 4.6 of the KHK Agreement.
The Parties acknowledge that AVEO reserves the right, and shall use Commercially Reasonable Efforts, to claim indemnity from KHK in accordance with Section 9.2 of the KHK Agreement upon resolution of the underlying Pharmstandard Third-Party Claim.
Unless the Parties agree otherwise (and subject to the terms of the KHK Agreement), AVEO and Partner agree that, in each country where one or more of the Licensed Patents is eligible for extension of the patent term, the composition of matter patent, designated as KRN 1 in Exhibit B to this Agreement (the “Composition Patent”), shall be extended.
Partner shall reasonably cooperate with AVEO with respect to AVEO’s efforts to comply with the foregoing obligations to KHK under the KHK Agreement.
Partner hereby acknowledges and agrees that this Agreement, any agreement between Partner and a Sublicensee, the Plans, all updates thereto, and all other plans, reports, data and information provided to AVEO hereunder may be disclosed to KHK in accordance with and subject to the KHK Agreement provided that it is subject to the terms of Article 6 hereof.
The Parties acknowledge that AVEO reserves the right, and shall use its best efforts, to claim indemnity from KHK in accordance with Section 9.2 of the KHK Agreement upon resolution of the underlying Partner Third-Party Claim.