Assignments of Rights. 10.1 Biogen Idec may not assign or transfer its rights and obligations under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R) without each of Corixa, Coulter, Michigan and GSK's * CONFIDENTIAL TREATMENT REQUESTED consent, which shall not be unreasonably withheld. The failure to respond in writing to a written request for consent within [*] days shall be deemed to be consent. Each of Corixa, Coulter, Michigan and GSK may not assign or transfer its rights and o▇▇▇▇▇▇▇ons under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of their rights associated with BEXXAR(R) without Biogen Idec's consent, which shall not be unreasonably withheld. The failure to respond in writing to a written request for consent within [*] days shall be deemed to be consent. Such assignments or transfers shall include in writing terms and conditions sufficient to obligate such assignee or transferee to comply with the assignor's obligations under this AGREEMENT. In all instances, the following obligations shall remain binding upon the initial PARTIES notwithstanding any assignment or transfer: paragraphs 1, 5.4, 6, 7, 8, 9, 12, 14 and 15. Except as provided otherwise in this paragraph, in the event of any assignment or transfer, the assignor's obligations will be passed on to the assignee without further recourse to the assignor. 10.2 Biogen Idec may assign or otherwise transfer part or all of the rights, title or interest to THE NEORX PATENT FAMILY, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to THE NEORX PATENT FAMILY, including, without limitation, (i) an acknowledgement of the licenses granted under paragraph 3.2 above and (ii) agreement to the covenant not to sue set forth in paragraph 6.2.1 above. 10.3 Biogen Idec ▇▇▇ assign or otherwise transfer part or all of the rights, title or interest to the ZEVALIN KITS, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to the ZEVALIN KITS, including, without limitation, agreement to make the reports and to pay the amounts set forth in paragraph 4 above. 10.4 Biogen Idec may assign or transfer its rights and obligations under this AGREEMENT to an AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R), provided that Biogen Idec remains responsible for the performance by the assignee of its obligations under this AGREEMENT. 10.5 Coulter, Corixa, Michigan and GSK may assign or otherwise transfer pa▇▇ ▇▇ ▇ll of the rights, title or interest to THE KAMINSKI PATENT FAMILY and THE WAHL PATENT FAMILY, provided that any ▇▇▇▇ ▇▇▇ignment or transfer inc▇▇▇▇s terms and conditions sufficient to obligate any such assignee or transferee to comply with the obligations of Coulter, Corixa, Michigan and GSK under this AGREEMENT with respect t▇ ▇▇▇ ▇AMINSKI PATENT FAMILY and THE WAHL PATENT FAMILY, including, without ▇▇▇▇▇▇▇ion, (i) an acknowledge▇▇▇▇ of the licenses granted under paragraph 3.1 above and (ii) agreement to the covenant set not to sue forth in paragraphs 6.1.1 above.
Appears in 1 contract
Assignments of Rights. 10.1 Biogen Idec may not assign or transfer its rights and obligations under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R) without each of Corixa, Coulter▇▇▇▇▇▇▇, Michigan and GSK's * CONFIDENTIAL TREATMENT REQUESTED consent, which shall not be unreasonably withheld. The failure to respond in writing to a written request for consent within [*] 30 days shall be deemed to be consent. Each of Corixa, Coulter▇▇▇▇▇▇▇, Michigan and GSK may not assign or transfer its rights and o▇▇▇▇▇▇▇ons obligations under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of their rights associated with BEXXAR(R) without Biogen Idec's consent, which shall not be unreasonably withheld. The failure to respond in writing to a written request for consent within [*] 30 days shall be deemed to be consent. Such assignments or transfers shall include in writing terms and conditions sufficient to obligate such assignee or transferee to comply with the assignor's obligations under this AGREEMENT. In all instances, the following obligations shall remain binding upon the initial PARTIES notwithstanding any assignment or transfer: paragraphs 1, 5.4, 6, 7, 8, 9, 12, 14 and 15. Except as provided otherwise in this paragraph, in the event of any assignment or transfer, the assignor's obligations will be passed on to the assignee without further recourse to the assignor.
10.2 Biogen Idec may assign or otherwise transfer part or all of the rights, title or interest to THE NEORX PATENT FAMILY, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to THE NEORX PATENT FAMILY, including, without limitation, (i) an acknowledgement of the licenses *CONFIDENTIAL TREATMENT REQUESTED granted under paragraph 3.2 above and (ii) agreement to the covenant not to sue ▇▇▇ set forth in paragraph 6.2.1 above.
10.3 Biogen Idec ▇▇▇ may assign or otherwise transfer part or all of the rights, title or interest to the ZEVALIN KITS, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to the ZEVALIN KITS, including, without limitation, agreement to make the reports and to pay the amounts set forth in paragraph 4 above.
10.4 Biogen Idec may assign or transfer its rights and obligations under this AGREEMENT to an AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R), provided that Biogen Idec remains responsible for the performance by the assignee of its obligations under this AGREEMENT.
10.5 Coulter▇▇▇▇▇▇▇, Corixa, Michigan and GSK may assign or otherwise transfer pa▇▇ ▇▇ ▇ll part or all of the rights, title or interest to THE KAMINSKI ▇▇▇▇▇▇▇▇ PATENT FAMILY and THE WAHL ▇▇▇▇ PATENT FAMILY, provided that any ▇▇▇▇ ▇▇▇ignment such assignment or transfer inc▇▇▇▇s includes terms and conditions sufficient to obligate any such assignee or transferee to comply with the obligations of Coulter▇▇▇▇▇▇▇, Corixa, Michigan and GSK under this AGREEMENT with respect t▇ ▇▇▇ ▇AMINSKI PATENT FAMILY and to THE WAHL PATENT FAMILY, including, without ▇▇▇▇▇▇▇ion▇ PATENT FAMILY and THE ▇▇▇▇ PATENT FAMILY, including, without limitation, (i) an acknowledge▇▇▇▇ acknowledgement of the licenses granted under paragraph 3.1 above and (ii) agreement to the covenant set not to sue ▇▇▇ forth in paragraphs 6.1.1 above.
Appears in 1 contract
Assignments of Rights. 10.1 Biogen Idec may not assign or transfer its rights and obligations under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R) without each of Corixa, Coulter, Michigan and GSK's * CONFIDENTIAL TREATMENT REQUESTED consent, which shall not be unreasonably withheld. ▇▇▇▇▇▇▇d. The failure to respond in writing to a written request for consent within [*] 30 days shall be deemed to be consent. Each of Corixa, Coulter, Michigan and GSK may not assign or transfer its rights and o▇▇▇▇▇▇▇ons under this AGREEMENT to a non-AFFILIATE that does not purchase substantially all of their rights associated with BEXXAR(R) without Biogen Idec's consent, which shall not be unreasonably withheld. The failure to respond in writing to a written request for consent within [*] 30 days shall be deemed to be consent. Such assignments or transfers shall include in writing terms and conditions sufficient to obligate such assignee or transferee to comply with the assignor's obligations under this AGREEMENT. In all instances, the following obligations shall remain binding upon the initial PARTIES notwithstanding any assignment or transfer: paragraphs 1, 5.4, 6, 7, 8, 9, 12, 14 and 15. Except as provided otherwise in this paragraph, in the event of any assignment or transfer, the assignor's obligations will be passed on to the assignee without further recourse to the assignor.
10.2 Biogen Idec may assign or otherwise transfer part or all of the rights, title or interest to THE NEORX PATENT FAMILY, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to THE NEORX PATENT FAMILY, including, without limitation, (i) an acknowledgement of the licenses granted under paragraph 3.2 above and (ii) agreement to the covenant not to sue set forth in paragraph 6.2.1 above.
10.3 Biogen Idec ▇▇▇ y assign or otherwise transfer part or all of the rights, title or interest to the ZEVALIN KITS, provided that any such assignment or transfer includes terms and conditions sufficient to obligate any such assignee or transferee to comply with Biogen Idec's obligations under this AGREEMENT with respect to the ZEVALIN KITS, including, without limitation, agreement to make the reports and to pay the amounts set forth in paragraph 4 above.
10.4 Biogen Idec may assign or transfer its rights and obligations under this AGREEMENT to an AFFILIATE that does not purchase substantially all of Biogen Idec's rights associated with ZEVALIN(R), provided that Biogen Idec remains responsible for the performance by the assignee of its obligations under this AGREEMENT.
10.5 Coulter, Corixa, Michigan and GSK may assign or otherwise transfer pa▇▇ ▇▇ ▇ll of the rights, title or interest to THE KAMINSKI PATENT FAMILY and THE WAHL PATENT FAMILY, provided that any ▇▇▇▇ ▇▇▇ignment or transfer inc*CONFIDENTIAL TR▇▇▇▇s terms and conditions sufficient to obligate any such assignee or transferee to comply with the obligations of ENT REQUESTED PATENT FAMILY, Provided That Any Such Assignment Or Transfer Includes Terms And Conditions Sufficient To Obligate Any Such Assignee Or Transferee To Comply With The Obligations Of Coulter, Corixa, Michigan and GSK under this And Gsk Under This AGREEMENT with respect tWith Respect T▇ ▇▇▇ ▇AMINSKI PATENT FAMILY and And THE WAHL PATENT FAMILY, including, without ▇▇▇▇▇▇▇ion, (i) an acknowledge▇▇▇▇ of the licenses granted under paragraph 3.1 above and (ii) agreement to the covenant set not to sue forth in paragraphs 6.1.1 above.
Appears in 1 contract