SK Territory definition
Examples of SK Territory in a sentence
Within [***] of the Effective Date, SK will provide Novavax with a [***] forecast of SK’s anticipated demand for the Adjuvant Components for Manufacture of the SK Vaccine Product in the SK Territory (the “Initial Adjuvant Forecast”) for Novavax’ review and acceptance at its discretion.
In order to perform its obligations and exercise its rights under this Agreement, SK may grant a sublicense to a Third Party in the SK Territory under Novavax’ Background Intellectual Property and Novavax Improvements with prior written consent of Novavax, which consent shall not be unreasonably withheld.
If SK receives an advance payment from any National Government for the sales of SK Antigen Product or SK Vaccine Product in the SK Territory, SK shall pay Novavax [***] of such advance payment.
Licensor (directly or through one or more Affiliates or sublicensees) will be responsible for selling and marketing and all other commercial activities related to the Product in the SK Territory and will bear the associated costs.
In the event SK decides to sell SK Products to purchasers other than the National Governments in the SK Territory, SK shall pay Novavax an incentive fee of [***] on Net Sales to any such purchaser.
Subject to Section 5.3 (Allocation of Antigen Product), the allocation of such Antigen Product produced in [***] for use as Collaboration Antigen Product after SK’s fulfillment of its obligation to supply the Committed Doses to the Korean Government under the Korean APA shall be mutually agreed in good faith by the Parties, as set forth in an SOW, within [***] after the Regulatory Approval of the SK Vaccine Product in SK Territory is granted (expected in [***]).
At SK’s reasonable request, Novavax will support SK as may be reasonably necessary, and to the extent Novavax has resources to do so, to obtain such Regulatory Approval including participation in any scheduled meeting with a Regulatory Authority regarding any Regulatory Approval of the SK Vaccine Product in SK Territory.
For the purpose of this Section, “First Launch Date” shall mean the date of the first sale by SK of another vaccine product 116620210_7 for the prevention of COVID-19 to a Third Party (a “Competing Vaccine”) in a country in the SK Territory following the grant of any Regulatory Approval necessary for distribution and sale of such Competing Vaccine in such country.
If SK receives an advance payment from the Korean Government for the sales of SK Antigen Product or SK Vaccine Product in the SK Territory, SK shall pay Novavax [***] of such advance payment.
Nothing in this agreement shall be construed as a guaranty that any Product will be successfully developed or marketed in any country in the Territory or the SK Territory.