Examples of Transferred Compounds in a sentence
The Parties understand and agree that the foregoing covenant shall not prevent, limit or restrict NPS, its Affiliates or any of its licensees from making, having made, using, selling or otherwise Developing or commercializing any compound or product other than the Transferred Compounds and Existing Compounds in any field of use or indication, including, without limitation, ADHH.
GSK shall not, and shall cause its Affiliates to not, directly or indirectly through any Third Party, make, have made, use, sell or otherwise Develop or commercialize Transferred Compounds or Existing Compounds.
NPS desires to further develop Existing Compounds and Transferred Compounds and to receive from GSK certain IND filings, preclinical data, patents, and other information relating thereto, and GSK is willing to transfer such materials to NPS in accordance with the terms and conditions of this Agreement.
NPS shall not, and shall cause its Affiliates to not, directly or indirectly through any Third Party, make, have made, use, sell or otherwise Develop or commercialize the Transferred Compounds and Existing Compounds in the GSK Field.
Subject to the terms and conditions of this Agreement, GSK hereby grants to NPS an exclusive license, with the right to grant sublicenses, under GSK's interests and rights in the Ronacaleret Patents set forth on Schedule 3.2 (the "GSK Licensed Ronacaleret Patents") and Ronacaleret Know-How owned or Controlled by GSK, to make, have made, use, offer for sale, sell and import Transferred Compounds and/or Existing Compounds in the NPS Field in the Territory.
With respect to any Transferred Compound Patents that disclose or describe Ronacaleret, and any Ronacaleret Patents that disclose, describe or claim Transferred Compounds, respectively, the Parties will use reasonable efforts to keep each other informed of issues in the prosecution, enforcement or defense of Transferred Compound Patents that are likely to have a material effect on Ronacaleret, and Ronacaleret Patents that are likely to have a material effect on Transferred Compounds, respectively.
The Parties shall be responsible for formulating a strategy for the protection of Transferred Compound Patents that disclose or describe Ronacaleret, and Ronacaleret Patents that disclose, describe or claim Transferred Compounds to ensure consistency between the Parties with respect to the prosecution, enforcement and defense of all such Patents.
NPS shall have full control, authority and responsibility for the Development, manufacture and commercialization of Transferred Compounds and Existing Compounds within the NPS Field, in its sole discretion, and shall use Commercially Reasonable Efforts with respect thereto.
For a period of three (3) months following the expiration of the Delivery Period, GSK shall provide to NPS, at NPS' request and expense, reasonable technical assistance within its area of expertise concerning Development, registration, production and commercialization of Transferred Compounds and Existing Compounds.