Common use of Assignment of Third Party Agreements Clause in Contracts

Assignment of Third Party Agreements. (a) In connection with the rights and licenses granted hereunder, the Parties shall execute and deliver as of the Effective Date an Assignment and Assumption Agreement in the form of Exhibit F pursuant to which Novartis shall assign to Pharming and Pharming shall assume all of Novartis’ rights and obligations under the [***]. From and after the Effective Date, Pharming shall be responsible at its sole cost and expense for the performance of Novartis’ obligations under the [***]. (b) Within [***] days after the Parties first mutually agree on a Transition Plan (or such other date mutually agreed by the Transition Committee), the Parties will execute or cause to be executed an ancillary agreement between the Parties or their Affiliates (the “Ancillary Agreement”) regarding the assignment or transfer to Pharming or its designee, to the extent transferable, or other disposition of the Site Agreements, the MAP Agreements, and any other Third Party agreements relating to the Licensed Compound or Licensed Products mutually agreed by the Parties in the Transition Plan or otherwise in writing to be assigned or transferred to Pharming or its designee. The timing of and any conditions precedent for the assignment or transfer of such agreements shall be set forth in the Ancillary Agreement. If, after the effective date of the Ancillary Agreement, the Parties, through their Alliance Managers and the JCT, mutually agree that additional related agreements should be assigned or transferred to Pharming or its designee, the Parties shall amend the Ancillary Agreement to include such additional agreements.

Appears in 2 contracts

Sources: License Agreement, License Agreement (Pharming Group N.V.)