Third Party Obligations. In the event that the grant of any license by MSD to Licensee with respect to any MSD Know-How or MSD Patents or the exercise of such license by Licensee (or its sublicensees) could trigger any royalties or other payments to a Third Party(ies) pursuant to, or could require compliance with any provision of, any license or other agreement between MSD (or its Affiliate) and a Third Party(ies), MSD may notify Licensee in writing thereof, and in such case, such MSD Know-How or MSD Patents, as applicable, will only be included in the licenses to Licensee hereunder if, within ​ days following receipt of such notice, Licensee agrees in writing to reimburse MSD for all such payments to such Third Party(ies) and comply with any such provisions. ​

“Third Party”. Third Party means any Person other than TransTech or Novo or any of their respective Affiliates.

Third Party Payment Obligations. Subject to [Section 8.7(e)(ii)] and [Section 9.6], each Party shall be responsible for the payment of royalty, milestone and other payments due to Third Parties under any agreements between such Party (or its Affiliates) and Third Parties on account of Neurocrine’s and its Affiliates’ and sublicensees’ Development, manufacture and Commercialization of Products in the Field in the Territory. Without limiting the foregoing, Xenon shall be solely responsible for all payments due under the Genentech License. In the event that Xenon has failed to make any payment on account of Neurocrine’s or its Affiliate’s or sublicensee’s sale of any Product when due under the Genentech License, and has failed to cure such non-payment within the applicable cure period under the Genentech License, Xenon will provide notice to Neurocrine at least [†] days prior the end of the applicable cure period and Neurocrine shall have the right, but no obligation, to pay any such royalties directly to Genentech and to deduct any such royalties paid to Genentech against any payments to Xenon under this Agreement.

Third Party. To the extent that any Collateral is in the possession of any third party, Pledgor shall join with the Secured Creditors in notifying such third party of the Secured Creditors’ security interest in such Collateral and shall use its best efforts to obtain an acknowledgement and agreement from such third party with respect to the Collateral, in form and substance reasonably satisfactory to the Secured Creditors.

Third Party Obligations. Consultant represents and warrants to AgenTus that none of his or her current obligations conflict with this Agreement or the Services to be provided hereunder. Consultant covenants not to enter into any such conflicting agreement or incur any such conflicting obligation without the prior written consent of AgenTus. Consultant further covenants that the performance of the Services will not breach any agreement or obligation with

In the Pledgor's name, perform, at the Pledgor's expense, any and all of the Pledgor's obligations or covenants relating to the Pledged Shares and enforce performance by any other parties of their obligations in relation to the Pledged Shares and settle any disputes with other parties upon terms that the Agent deems appropriate, in its discretion;

Third Party Obligations. Consultant represents and warrants to Constellation that none of its or the Senior Advisor’s current obligations conflict with this Agreement or the Services to be provided hereunder. Consultant covenants not to, and to cause the Senior Advisor not to, enter into any such conflicting agreement or incur any such conflicting obligation without the prior written consent of Constellation. Consultant further covenants that the performance of the Services will not breach any agreement or obligation with any third party, including without limitation any obligation to refrain from engaging in activities that may compete with such party. The Consultant’s Services hereunder are agreed to be non-exclusive.

Within [​] Business Days following the Effective Date, Atara shall provide to Bayer a true and complete unredacted copy of each Existing Agreement. During the term of this Agreement, Atara shall:

Third Party Obligations. Subject to [Section 6.4.4(d)] (Cumulative Adjustments), in the event that [[MyoKardia:Organization]] determines that patents owned or controlled by a Third Party would be necessary or useful for the development or commercialization of any Product under this Agreement, [[MyoKardia:Organization]] may deduct ​ of any royalties paid by [[MyoKardia:Organization]] to such Third Party for sales of such Product thereunder in a given Calendar Quarter in a particular country against the royalties due and payable by [[MyoKardia:Organization]] to Fulcrum on the Net Sales for such Product in such Calendar Quarter in such country. For clarity, such deduction would be on a Product-by-Product basis (i.e., Third Party royalties by [[MyoKardia:Organization]] paid with respect to a Product would be stackable only against royalties for the same Product).

Third Party Obligations. Consultant represents and warrants to [[Agenus:Organization]] that none of his current obligations conflict with this Agreement or the Services to be provided hereunder. Consultant covenants not to enter into any such conflicting agreement or incur any such conflicting obligation without the prior written consent of [[Agenus:Organization]]. Consultant further covenants that the performance of the Services will not breach any agreement or obligation with any third