Examples of UCSF Agreement in a sentence
If Infinity does not exercise the UCSF Sublicense Option during the UCSF Sublicense Option Period, then the UCSF Sublicense Option shall terminate and Infinity shall have no rights, and Intellikine shall have no obligations to Infinity, with respect to the UCSF Agreement.
HGS shall make to FivePrime any such milestone payment that is attributable to the Manufacture, Development and/or Commercialization of the Product by or on behalf of HGS, its Affiliates or sublicensees, no later than *** days after the occurrence of each such milestone event under the UCSF Agreement and the ICOS Agreement.
If such HGS sublicense includes any Sublicensed Patent Rights, HGS shall also include in such sublicense such provisions as are required pursuant to the UCSF Agreement and ICOS Agreement, as applicable, including a provision requiring the sublicensee to comply with the UCSF Agreement and ICOS Agreement, as applicable, including fulfill any and all payment obligations thereunder that arise as a result of the grant such sublicense or the sublicensee’s exercising of its rights under such sublicense.
FivePrime shall pass on any such royalty payment and quarterly royalty report to The Regents and to ICOS no later than the due date for such payment and report under the UCSF Agreement and ICOS Agreement, as applicable.
During the Term, following the First Commercial Sale of a Product and on a Calendar Quarter basis, HGS shall furnish to FivePrime a Sales & Royalty Report and any additional information necessary for FivePrime to fulfill its reporting obligations under the UCSF Agreement and the ICOS Agreement.
In addition to HGS’ obligation to bear a portion of Patent Costs as described above, HGS shall also reimburse FivePrime for any and all payments made by FivePrime to The Regents after the Effective Date as reimbursement for The Regents’ Patent Prosecution Costs (as defined in the UCSF Agreement) pursuant to Section 20.4 of the UCSF Agreement, but only to the extent that the Patent Prosecution Costs are incurred for FivePrime Licensed Territory Patents.
HGS agrees that, to the extent any FivePrime Patents are also Sublicensed Patent Rights, HGS’ rights to file, prosecute, maintain and enforce such sublicensed Patent Rights under this Article 9 shall be secondary to the rights retained by The Regents or ICOS, as applicable, and HGS’ rights and obligations under this Article 9 shall be subject to the terms and conditions of the UCSF Agreement or the ICOS Agreement, as applicable.
FivePrime shall pass on any such milestone payment to UCSF or ICOS, as applicable, no later than the due date for such payment under the UCSF Agreement or the ICOS Agreement.
Such report from HGS shall be in sufficient detail for FivePrime to ascertain HGS’ fulfillment of its diligence obligations under Section 4.2(b) and for FivePrime to fulfill its reporting obligations under the UCSF Agreement and the ICOS Agreement, respectively.
In such event, HGS shall no longer be responsible for such milestone payments owed to The Regents under the UCSF Agreement and/or to ICOS under the ICOS Agreement, pursuant to Section 8.4(a).