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Development Diligence
Development Diligence contract clause examples
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Development Efforts; Diligence. Neurocrine shall use Neurocrine’s Commercially Reasonable Efforts to conduct all Development activities under the Neurocrine Development Plans. Neurocrine shall conduct such activities in accordance with the timelines in the Neurocrine Development Plans, in good scientific manner and in compliance with all applicable Laws. Neurocrine shall be solely responsible for all Subsequent Development; provided that Neurocrine shall use Neurocrine’s Commercially Reasonable Efforts to Develop and seek Regulatory Approval for at least two (2) Products in the Field in the Major Markets. Without limiting the foregoing, following IND Acceptance of an IND for [[Unknown Identifier]] in SCN8A-EE, Neurocrine shall use Neurocrine’s Commercially Reasonable Efforts to complete a Phase 2 Clinical Trial of a [[Unknown Identifier]] Product in [[Unknown Identifier]].

Development and Commercialization Diligence. Abbott shall use Commercially Reasonable Efforts during the Term to Develop Candidates and Commercialize Products in the Field and in the Territory. Without limiting the foregoing, Abbott shall seek Regulatory Approvals for, and Commercialize, each Product in all of the Major Market Countries and in every other country in the Territory identified in the Marketing and Sales Plan. If Enanta at any time believes that Abbott is not meeting its diligence obligations pursuant to this Section 4.3, Enanta may give written notice to Abbott requesting written justification, in the form of detailed reasons, that would support the proposition that Abbott is meeting such diligence obligations. In such event, Abbott shall provide such written justification to Enanta within ​ days after such notice is given. In the event that Enanta does not receive such justification within such ​ day period or does not agree with such justification, then Enanta shall have the right, in its sole discretion, to pursue a declaration of breach and seek available remedies under [Section 11.3.6] or any or all other rights or remedies that it may have under this Agreement, at law or in equity.

Research and Development Diligence. Vertex (acting directly or through one or more Affiliates or Sublicensees) will use Commercially Reasonable Efforts to Research and Develop # ​, and # ​, in each case ((a) and (b)), in all Major Market Countries. ​

Diligence. MTPC shall be responsible for, and shall use Commercially Reasonable Efforts to Commercialize each Product in each country of the Territory, including the timely performance of all activities set forth in the Commercialization Plan for such Product, at its sole cost and expense. For clarity, the Parties acknowledge that there could be circumstances under which failure to Commercialize a Product in a country other than Japan would not be a failure to use Commercially Reasonable Efforts. The estimated promotion and sales investments figures as of the Effective Date for Japan after Launch in Japan are attached as Exhibit D hereto. The activities of MTPC’s Affiliates and Sublicensees shall be attributed to MTPC for the purposes of evaluating MTPC’s fulfillment of the obligations set forth in this [Section 4.6.5]. MTPC’s Commercialization obligations shall include, but not be limited to, the following:

Diligence. If Janssen exercises the Commercial Option with respect to one or more Collaboration Candidates for a particular Janssen Antigen in accordance with Section 4.3, the following provisions of this [Section 7.6] shall apply with respect to such Janssen Antigen:

Diligence. Company shall use commercially reasonable efforts to develop and commercialize at least one (1) Product in the Field.

Diligence. Licensee shall use Commercially Reasonable Efforts to conduct all development necessary to obtain Regulatory Approval for Products in each Indication in the Field in the Territory. Licensee shall use Commercially Reasonable Efforts to obtain and maintain Regulatory Approvals for the Product in each Indication in the Field in the Territory.

Diligence. Licensee shall use Commercially Reasonable Efforts to commercialize the Products for each Indication that has received Regulatory Approval in the Territory.

Diligence. Each Party will use Commercially Reasonable Efforts to perform the obligations assigned to it under the Joint Commercialization Plan. Upon receipt of the Regulatory Approval for a Licensed Product in the Field in a given country in the Territory, GSK (directly, or through its Affiliates, its or their Sublicensees or subcontractors) will use Commercially Reasonable Efforts to Commercialize such Licensed Product in the Field in such country in the Territory.

Diligence. Tracon shall use Commercially Reasonable Efforts to Develop Collaborative Products in the Field in the Territory. Without limiting the generality of the foregoing, Tracon shall # Initiate a clinical trial for Collaborative Product consistent with the Development Plan within ​ following the later of # FDA clearance of the applicable IND and # receipt of adequate clinical supply of Collaborative Product at the mutually agreed supply depot pursuant to [Section 4.3], and # Initiate clinical trials for Collaborative Product for at least three (3) Indications in the Field before the ​ anniversary of the Completion of Tracon’s first clinical trial for a Collaborative Product under the Development Plan. If Tracon fails to meet the clinical milestones in either [(i) or (ii)] of the foregoing, the JSC shall determine whether such failure is a result of a Tracon Delay. If the JSC determines that Tracon’s failure to meet the clinical milestones in either [(i) or (ii)] of the foregoing is due to a Tracon Delay, or does not otherwise reach consensus with respect to a mitigation plan for such failure, such failure shall be deemed a material breach of this Agreement by Tracon for which Eucure may terminate this Agreement pursuant to [Section 11.2] If the JSC determines that Tracon’s failure to meet the clinical milestones in either [(i) or (ii)] of the foregoing is not due to a Tracon Delay, the deadlines set forth in this [Section 4.1(d)] shall be extended by a reasonable time period; provided that Tracon shall continue to use Commercially Reasonable Efforts to achieve the clinical milestones in either [(i) or (ii)] of the foregoing as soon as practicable.

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