ROFN Exercise Notice definition

ROFN Exercise Notice has the meaning set forth in Section 2.5(a).
ROFN Exercise Notice has the meaning set forth in Section 3.7.1 (ROFN Exercise Notice).
ROFN Exercise Notice has the meaning set forth in Section 5.1 (Right of First Negotiation).

Examples of ROFN Exercise Notice in a sentence

  • If the TPTX Acquirer ROFN Exercise Notice has not been received by Zai on or prior to the date Zai files the first Regulatory Approval Application for the first Product in the Territory, the TPTX Acquirer ROFN shall automatically expire upon such date, and Zai shall thereafter be free to enter into an agreement with a Third Party for the co-Commercialization of any and all Products in the Territory.

  • Pfenex may not file an IND for a [***] ROFN Product until Jazz declines its ROFN, Jazz’s ROFN expires without delivery by Jazz to Pfenex of a ROFN Exercise Notice, or the Parties fail to enter into a ROFN Exercise Agreement for such ROFN Product in accordance with the terms of Section 2.5.

  • Jazz shall have the right to exercise the ROFN for each ROFN Product by delivery of written notice to Pfenex (a “ROFN Exercise Notice”) within sixty (60) days of Jazz’s receipt of the ROFN Data Package for such ROFN Product in accordance with the terms of this Section 2.5. If Jazz does not provide a ROFN Exercise Notice to Pfenex within sixty (60) days after Jazz’s receipt of the applicable ROFN Data Package, then Jazz’s ROFN shall lapse only with respect to such ROFN Product.

  • Until the expiration of such ROFN with respect to a Passed Terminated Xxxxxxx Product in accordance with this Section 3.7.1 (ROFN Exercise Notice), Morphic will not enter into negotiations or an agreement with any Third Party relating to any license, grant or other transfer of rights with respect to such Passed Terminated Xxxxxxx Product (including to further Develop and Commercialize any such product).

  • If Regeneron fails to deliver the Promotion ROFN Exercise Notice to Kiniksa within such [***] period, then Kiniksa shall thereafter be free to engage in U.S. Promotion Negotiations with Third Parties for, and enter into a written agreement with, any Third Party with respect to the Promotion of such Product (each a “U.S. Third Party Promotion Agreement”) without further obligations under this Section 2.10 (Regeneron ROFN to Promote Products in the U.S.).

  • If TPTX Acquirer delivers such TPTX Acquirer ROFN Exercise Notice, TPTX Acquirer shall have the exclusive right to negotiate with Zai for a period up to [***] days from the date of the TPTX Acquirer ROFN Exercise Notice (or any additional period of time if mutually agreed in writing by TPTX Acquirer and Zai) (the “TPTX Acquirer ROFN Negotiation Period”) the terms and conditions of such agreement to co-Commercialize the Products in the Territory.

  • If Regeneron fails to deliver to Kiniksa the Sale ROFN Exercise Notice within such [***] period, then Kiniksa shall thereafter be free to engage in Sale Negotiations with Third Parties for, and enter into a written agreement with respect to, the assignment of such rights to such Product (a “Sale Agreement”) with any Third Party with respect to such Product without further obligations under this Section 2.11 (Regeneron ROFN to Purchase Rights).

  • If TPTX Acquirer delivers such TPTX Acquirer ROFN Exercise Notice, TPTX Acquirer shall have the exclusive right to negotiate with Zai for a period up to […***…] days from the date of the TPTX Acquirer ROFN Exercise Notice (or any additional period of time if mutually agreed in writing by TPTX Acquirer and Zai) (the “TPTX Acquirer ROFN Negotiation Period”) the terms and conditions of such agreement to co-Commercialize the Products in the Territory.

  • If the event Regeneron wishes to enter into exclusive negotiations with Kiniksa to obtain the rights that Kiniksa wishes to assign in the Kiniksa Field in the Territory, Regeneron shall provide Kiniksa with notice thereof (“Sale ROFN Exercise Notice”) within [***] after Regeneron’s receipt of the Sale ROFN Exercise Notice.

  • If Biogen so provides a ROFN Exercise Notice to Denali for such ROFN Program during such [***] period, then Biogen and Denali shall exclusively negotiate in good faith with one another the potential terms of a ROFN Exercise Agreement in respect of such ROFN Program.


More Definitions of ROFN Exercise Notice

ROFN Exercise Notice has the definition set forth in [***]).
ROFN Exercise Notice is defined in Section 2.2 (Exercise Notice).
ROFN Exercise Notice has the meaning set forth in Section 3.6.3 (ROFN for Available Third Party Rights).

Related to ROFN Exercise Notice

  • Option Exercise Notice has the meaning set forth in Section 2.4(c).

  • Exercise Notice has the meaning set forth in Section 3.2(1);

  • Demand Exercise Notice has the meaning set forth in Section 2.1(a).

  • Exercise Notice Deadline In respect of any exercise of Options hereunder on any Conversion Date, the “Scheduled Trading Day” prior to the scheduled first “VWAP Trading Day” of the “Observation Period” (each as defined in the Indenture, but, in the case of any such Observation Period, as modified by the provision set forth opposite the caption “Convertible Security Settlement Method”) relating to the Convertible Securities converted on the Conversion Date occurring on the relevant Exercise Date; provided that in the case of any exercise of Options hereunder in connection with the conversion of any Relevant Convertible Securities on any Conversion Date occurring during the period starting on and including June 4, 2020 and ending on and including the second “Scheduled Trading Day” immediately preceding the “Maturity Date” (each as defined in the Indenture) (the “Final Conversion Period”), the Exercise Notice Deadline shall be noon, New York City time, on the “Scheduled Trading Day” (as defined in the Indenture) immediately preceding the “Maturity Date” (as defined in the Indenture).

  • Option Exercise Period has the meaning set forth in Section 6.4.

  • Notice of Exercise means a notice in writing addressed to the Company at its address first recited, which notice shall specify therein the number of Optioned Shares in respect of which the Option is being exercised;

  • Call Option Notice means a written notice from the holder of the Call Option or the Administrator, as applicable, stating its desire to exercise the Call Option on the related Reset Date, delivered to each Clearing Agency, the Indenture Trustee, the Remarketing Agents, the Rating Agencies and, if the related class of Reset Rate Notes is then listed on the Luxembourg Stock Exchange, the Administrator will forward a copy to the Luxembourg Listing Agent (the contents of which are to be published in a leading newspaper having general circulation in Luxembourg).

  • Option Exercise Date has the meaning specified in Section 2.1.

  • Option Notice has the meaning set forth in Section 5.2(a).

  • Put Option Notice means a notice which must be delivered to a Paying Agent by any Noteholder wanting to exercise a right to redeem a Note at the option of the Noteholder;

  • Option Exercise Price means the price at which a share of Common Stock may be purchased upon the exercise of an Option.

  • Broker Exercise Notice means a written notice pursuant to which a Participant, upon exercise of an Option, irrevocably instructs a broker or dealer to sell a sufficient number of shares or loan a sufficient amount of money to pay all or a portion of the exercise price of the Option and/or any related withholding tax obligations and remit such sums to the Company and directs the Company to deliver stock certificates to be issued upon such exercise directly to such broker or dealer.

  • Warrant Exercise Period shall commence (subject to Section 6(d) below), on the later of:

  • Initial Warrant Exercise Date means __________, 1997.

  • Opt-Out Notice has the meaning specified therefor in Section 2.02(a) of this Agreement.

  • Put Notice has the meaning provided in Section 3.4.

  • Aggregate Option Exercise Price means, as of any date of determination, the sum of the exercise prices payable upon exercise in full of all Vested Options held by all Optionholders immediately prior to the Effective Time, based on the Estimated Merger Consideration or the Final Adjusted Merger Consideration, as applicable.

  • Purchase Option Notice As defined in Section 3.18(e).

  • Xxxxx Notice means the Notice of Grant of Stock Option accompanying the Agreement, pursuant to which Optionee has been informed of the basic terms of the option evidenced hereby.

  • Subscription Notice has the meaning set forth in Section 1.1.

  • Delivery Notice Has the meaning specified in the NPA.

  • Repurchase Response Notice means a notice delivered by the Indenture Trustee at the direction of the Administrator to a Noteholder or Note Owner indicating that a Repurchase Request is unresolved.

  • New Exercise Date means a new Exercise Date if the Administrator shortens any Offering Period then in progress.

  • Net Exercise means a Net Exercise as defined in Section 6.3(b)(iii).

  • Warrant Exercise Price means $0.05 per share.

  • Election to Exercise shall have the meaning attributed thereto in Subsection 2.2(d).