Product Acquisition definition

Product Acquisition means any transaction or series of related transactions for the purpose of or resulting, directly or indirectly, in the acquisition of a product license or a product line, and/or related IP Rights acquired or licensed by a Loan Party or any of its Subsidiaries from a Person (other than a Loan Party, any Subsidiary thereof or any Affiliate thereof) to facilitate the advertisement, development, importing, manufacturing, marketing, offering for sale, promotion, sale, testing, use or distribution of such product or product line by a Loan Party or a Subsidiary.

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Product Acquisition means an Acquisition by a Consolidated Party of the intellectual property rights to a pharmaceutical product or product line.

Examples of Product Acquisition in a sentence

If MedImmune provides written notice to Kolltan during an Option Period that MedImmune declines to provide an Exercise Notice during such Option Period, then such Option Period shall be deemed expired and the Parties shall have no further rights or obligations under Section 5.4 with respect to the applicable Product Acquisition Price Notice.
Notwithstanding anything to the contrary contained herein, in the event that the Product Acquisition Agreement is terminated prior to the transactions contemplated therein being consummated and closed, then this Agreement shall automatically terminate and be of no further force and effect.
If no amounts are payable in subsequent periods, Dura shall credit any overpayments, less the reasonable fees and expenses of such independent certified public accounting firm, to principal outstanding under the Subordinated Product Acquisition Notes.
All capitalized words and terms used in this General Assignment and not defined herein shall have the respective meanings ascribed to them in the Product Acquisition and License Agreement, dated as of August 14, 2006 (the “Agreement”).
Emulex will promptly notify Broadcom following completion of a Related Product Acquisition by Emulex or any Emulex Affiliate, with such written notice including a Report as specified in Section 4.5. As used in this Section 7.4, “Emulex Revenue” means, with respect to a Related Product Acquisition, the total gross revenues of Emulex in the last [**] full quarters (based on Fiscal Years) immediately preceding such Related Product Acquisition.
ALZA and DURECT are parties to a Product Acquisition Agreement ("Acquisition Agreement") dated the date hereof, whereby DURECT acquired ALZA's right, title and interest in and to the osmotic, miniature, implantable pumps for research use in laboratory animals, sold under the trademark ALZET(R) (the "Product").
If GSK provides an Election Notice pursuant to this Section 12.2.3 and desires to accept the Revised Terms, it shall so agree in writing within the ****** Negotiation Period, in which case the Parties shall enter into a Product Acquisition Agreement reflecting such Revised Terms and such other terms as are reasonable.
Notwithstanding anything to the contrary herein or in the Product Acquisition Agreement, in the event any assignment by Duramed hereunder gives rise to any obligation to withhold any amounts payable to Shire under this Agreement, Duramed shall pay Shire in full, without regard to any amounts so withheld, subject to Shire’s obligation to reimburse Duramed upon Shire’s recovery from the applicable taxing authority of any amounts so withheld.
Seller and Buyer have entered into a Product Acquisition Agreement of even date herewith (the "Acquisition Agreement"), providing for the sale by Seller to Buyer of certain Assets (as defined in the Acquisition Agreement).
With effect from August 14, 2006, Shire and Duramed entered into a Product Acquisition and License Agreement (the “Acquisition and License Agreement”) with respect to the promotion of the Product (as defined below) in the Territory (as defined below).

More Definitions of Product Acquisition

Product Acquisition has the meaning given in Section 21.6.

Product Acquisition means the Acquisition by the Borrower of a therapeutic product (the "Product Assets") from a global pharmaceutical company (the "Product Seller"); provided that (i) the Administrative Agent shall receive, prior to or within thirty (30) days following the closing of the Product Acquisition, all items in respect of the Property acquired in the Product Acquisition required to be delivered by the terms of Section 7.12 and/or Section 7.14, (ii) on or before the date of the execution of the Product Acquisition Agreement, the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that as of such execution date, upon giving effect to the Product Acquisition on a Pro Forma Basis, (A) the Loan Parties would be in compliance with the financial covenants set forth in Section 8.11 and (B) the Consolidated Leverage Ratio would be equal to or less than 1.75 to 1.00, in each case as of the end of the most recent fiscal quarter for which the Borrower has delivered financial statements pursuant to Sections 7.01(a) or (b), (iii) the representations and warranties made by the Loan Parties in any Loan Document shall be true and correct in all material respects at and as if made as of the date of the execution of the Product Acquisition Agreement except to the extent such representations and warranties expressly relate to an earlier date, (iv) prior to execution by the Borrower, the Administrative Agent shall have received and reviewed the final draft of the Product Acquisition Agreement (which may include an escrow payment in an aggregate amount not to exceed $80,000,000) and the other material Product Acquisition Documents, the terms of which shall be reasonably satisfactory to the Administrative Agent and the Required Lenders (including all exhibits and schedules thereto, all representations and warranties contained therein with respect to the Product Assets and the escrow provisions, if any), (v) promptly following the execution of the Product Acquisition Agreement, the Administrative Agent shall receive an executed copy of the Product Acquisition Agreement and the other material Product Acquisition Documents then in effect, certified by a Responsible Officer of the Borrower to be true, correct and complete, (vi) (A) the Product Acquisition Agreement and the other Product Acquisition Documents shall not have been altered, amended or otherwise changed or supplemented in any material respect from the drafts thereof delivered...

Product Acquisition means any transaction or series of related transactions to acquire or exclusively in-license of material rights in and to any current or potential future product or a product line from any Person (other than a Loan Party, any Subsidiary thereof or any Affiliate thereof), including pursuant to the purchase and/or exclusive in-license of Intellectual Property by a Loan Party or any of its Subsidiaries from a Person (other than a Loan Party, any Subsidiary thereof or any Affiliate thereof), to facilitate the advertisement, development, importing, manufacturing, marketing, offering for sale, promotion, sale, testing, use or distribution of such product or product line by a Loan Party or a Subsidiary.

Product Acquisition means the acquisition (whether before or after the Closing Date) of a pharmaceutical product or the sales and marketing rights with respect to a pharmaceutical product and any related property or assets, including general intangibles (such as, for example, the Dovobet Acquisition, the Dovonex Acquisition, the acquisition of Estrostep, the acquisition of FemHRT and the other product acquisitions described in Item 4A of the Target’s Annual Report on Form 20-F for the fiscal year ended September 30, 2003).

Product Acquisition means the acquisition on June 12, 2006, by the Borrower, pursuant to the Product Purchase Agreement, dated May 24, 2006, among the Borrower, ▇▇▇▇▇ Respiratory Operations Sub, Inc., a wholly-owned subsidiary of the Borrower and UCB Manufacturing, Inc., of certain rights and assets related to the manufacture and sale of the Delsym brand over-the-counter cough and cold product from UCB Manufacturing, Inc.