Example ContractsClausesAbandonment
Abandonment
Abandonment contract clause examples

Abandonment. If Akebia decides that it is no longer interested in prosecuting or maintaining a particular Joint Patent in any country during the Term, then it will promptly provide written notice to Licensee of this decision. Licensee may, upon written notice to Akebia, assume such prosecution and maintenance at its sole expense. Akebia will assign such Joint Patent to Licensee at [***]. Following such assignment, (a) such patent or patent application will no longer be considered a Joint Patent and will be considered a Licensee Patent, (b) Akebia will undertake [***] to obtain all necessary assignment documents for Licensee with respect to prosecution of such Licensee Patent, to render all signatures that will be necessary for such Licensee Patent filings and to assist Licensee in all other reasonable ways that are necessary for the issuance of such Licensee Patent as well as for the maintenance and prosecution of such Licensee Patent, and (c) Licensee will be responsible for [***]% of the costs incurred with respect to the prosecution and maintenance of such Licensee Patent.

Abandonment” means, on a Program-by-Program basis, [**], (a) a determination by Customer to permanently discontinue such Program for the Collaboration Strain and corresponding Customer Product designated under the TDP applicable to such Program, or (b) failure by Customer to conduct material Research, Development, Production or Commercialization activities to advance such Program or seek a Third Party Sublicensee, acquiror or other transferee that would continue to advance the Customer Product for such Program, as applicable, for a period of [**]. When used as a verb, “Abandon” means Abandonment has occurred with respect to a Program.

Abandonment. Either Party may elect to decline to file or, having filed, decline to further Prosecute any Collaboration Patents or BIIB062 Patents for which they have been granted final decision making authority under Section 10.2.2 and 10.2.3 above and to which the other Party has received a license under the terms of this Agreement. In the event that a Party declines to file or, having filed, declines to further Prosecute any such pending patent rights, then such abandoning Party shall provide the other Party with written notice thereof prior to the expiration of any deadline, without considering any possible extensions thereof, relating to such activities, but in any event at least thirty five (35) business days prior notice. In such circumstances the non-abandoning Party shall have the right to decide, with reason and with written notice at least thirty (30) business days prior to the deadline, that such abandoning Party should continue to file or Prosecute such patent rights. The abandoning Party shall then have the option to decide, with at least twenty (20) business days’ notice to the non-abandoning Party to: (i) continue to Prosecute such patent rights at its cost and expense, or (ii) allow the non-abandoning Party to Prosecute such patent rights at its own cost and expense using counsel of its own choice. In the event that the abandoning Party elects option (ii), then the abandoning Party shall cooperate with the other Party to promptly transfer relevant Prosecution materials to the other Party. It is understood and agreed that transfer of Prosecution of particular patent rights pursuant to subsection (ii) above shall not affect the ownership of patent rights or licenses otherwise provided in this Agreement.

Abandonment. If Licensee decides that it is no longer interested in maintaining or prosecuting a particular Retained Licensee Improvement Patent during the Term, then it will promptly provide written notice to Akebia of this decision. Akebia may, upon written notice to Licensee, assume such prosecution and maintenance at its sole expense. License will assign such Retained Licensee Improvement Patent to Akebia at [***]. Following such assignment, (a) such patent or patent application will no longer be considered a Retained Licensee Improvement Patent and will be considered an Akebia Patent, (b) Licensee will undertake [***] to obtain all necessary assignment documents for Akebia with respect to prosecution of such Akebia Patent, to render all signatures that will be necessary for such Akebia Patent filings and to assist Akebia in all other reasonable ways that are necessary for the issuance of such Akebia Patent as well as for the maintenance and prosecution of such Akebia Patent, and (c) Akebia will be responsible for [***]% of the costs incurred with respect to the prosecution and maintenance of such Akebia Patent.

Abandonment. If Licensee decides to abandon, or does in fact abandon, on a Licensed Product by Licensed Product and Major Market-by-Major Market basis the development or commercialization of Licensed Products (including an [***], solely following the [***]), then Licensee shall forthwith notify Institute in writing and Institute shall have the right to terminate this Agreement, solely with respect to the Major Market(s) in which such abandonment has taken place, upon written notice to Licensee in relation to such Licensed Product(s) and Major Market(s). A suspension of a New Research Program or other activities related to the development or commercialization of a Licensed Product shall be deemed to be abandonment if Licensee does not have a good-faith intention to continue development and commercialization of such Licensed Product. Upon such termination, any such Licensed Products shall be deemed Reversion Products (as defined in Section 9.6(b)), and Section 9.7 shall apply. Promptly following such notice of termination, the Parties shall meet to discuss in good faith and agree upon the process for transitioning to Institute the rights to commercialize such Licensed Product in the applicable Major Markets, and to coordinate the ongoing development and commercialization of such product in such terminated Major Market, including the sharing of information, regulatory filings and data relating thereto.

Abandonment. Tenant shall abandon the Premises. Tenant shall not be deemed to have abandoned the Premises if Tenant first complies with the surrender provisions of Section 28 hereof and continues during the balance of the Term to satisfy all of its obligations under the Lease as they come due.

Abandonment. Tenant shall not abandon the Premises during the Term.

Abandonment. In the event that Licensee desires to abandon any patent or patent application within the Patent Rights in any country, Licensee shall provide Tufts with reasonable prior written notice of such intended abandonment or decline of responsibility, and Tufts shall have the right, at its expense, to prepare, file, prosecute, and maintain the relevant Patent Rights. If Licensee decides to abandon an issued patent (and all filed applications therefor) throughout the world, or if Licensee determines not to file and prosecute in at least one country a patent application that Tufts has requested Licensee to file, then in any such event such patent and patent applications shall not thereafter be included in "Patent Rights", and the non-public information included in (or that would be included in) such patent and applications shall not thereafter be included in "Technology". If Licensee decides to abandon an issued patent (or a filed application therefor) in any country, or if Licensee declines to file and prosecute a patent application in a country as requested by Tufts herein, then in any such event each such country shall no longer be included in the "Territory" for purposes of the claims covered by the relevant patent or patent application or for purposes of the non-public information included in (or that would be included in) such patent or application.

Abandonment. If Akebia decides that it is no longer interested in prosecuting or maintaining a particular Akebia Patent in any country in the Territory during the Term, then it will promptly provide written notice to Licensee of this decision. Licensee may, upon written notice to Akebia, assume such prosecution and maintenance at its sole expense. Akebia will assign such Akebia Patent to Licensee at [***]. Following such assignment, (a) such patent or patent application will no longer be considered an Akebia Patent and will be considered a Licensee Patent, (b) Akebia will undertake [***] to obtain all necessary assignment documents for Licensee with respect to prosecution of such Licensee Patent, to render all signatures that will be necessary for such Licensee Patent filings and to assist Licensee in all other reasonable ways that are necessary for the issuance of such Licensee Patent as well as for the maintenance and prosecution of such

Abandonment. Without limiting Lilly’s obligations under Section 4.9, or any other rights or remedies of Nektar under this Agreement, Nektar shall have the right to terminate this Agreement at any time prior to Lilly’s (or its Affiliate’s or its or their sublicensee’s) receipt of Regulatory Approval for a Product upon delivery of at least [***] prior written notice to Lilly in the event that Lilly (or its Affiliate or its or their sublicensee) has not conducted any development activities with respect to a Compound or Product for a period of [***]; provided, that such [***] period shall be tolled for a period equal to the time that Lilly (or its Affiliate or its or their sublicensee) is prohibited from undertaking development activities for reasons outside of the reasonable control of Lilly (or its Affiliate or its or their sublicensee), including a clinical hold mandated by a Regulatory Agency.

Next results

Draft better contracts
faster with AllDrafts

AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.

And AllDrafts generates clean Word and PDF files from any draft.