Common use of CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION Clause in Contracts

CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS. within the MMD Territory, MMD will ****************************** *************************************************************** ************************************************************ ************************************************************ **************************************************************** ************************. Except in the event that this Agreement is terminated by TKT pursuant to subsection 12.2.1, MMD shall, to the extent legally permissible, take all additional action reasonably necessary to assign all of its right, title and interest in and transfer possession and control to TKT of the regulatory filings prepared by MMD to the extent that such filings relate to * covered by the TKT Patent Rights or which use the TKT Technology and any regulatory approvals received by MMD to the extent that such approvals relate to * covered by the TKT Patent Rights or which use the TKT Technology; provided, however, that MMD may retain a joint ownership interest in such filings and approvals to the extent that such filings or approvals are necessary under this Agreement for portions of the MMD Territory with respect to which this Agreement has not been terminated or for the development or commercialization by MMD of products other than * covered by the TKT Patent Rights or which use the TKT Technology. In the event of a termination of this Agreement other than by TKT pursuant to subsections 12.2.1 or 12.2.5, TKT shall be obligated to pay to MMD compensation on such commercially reasonable terms as shall be determined by mutual agreement of TKT and MMD for the use of all licenses granted by MMD under Section 3.2.

Appears in 2 contracts

Sources: License Agreement (Transkaryotic Therapies Inc), License Agreement (Transkaryotic Therapies Inc)