Common use of Development by Third Parties Clause in Contracts

Development by Third Parties. In certain circumstances, the Parties may agree that a particular Product may be more advantageously pursued by one or more Third Parties. In such cases, the Parties may, by mutual written agreement, license Third Parties to pursue such Product opportunities, or dispose of any such Product opportunity in any other manner that is mutually agreeable. For a Joint Development Compound, if the LDP wishes to involve a Third Party in development and commercialization efforts, the LDP shall first offer the opportunity to the other Party. The other Party shall have no longer than thirty (30) days to provide a written response of their interest in the opportunity to the LDP. If the other Party decides not to accept the opportunity and the Parties are unable to come to a mutual written agreement with respect to involvement by the Third Party, then the Lead Development Party for the Product shall have final approval authority. For a Joint Development Compound/IV, the Parties shall come to a mutual written agreement. In any such out-licensing arrangement, any outstanding payment and/or royalty obligations incurred from grants, external formulation efforts, or other contractual sources will be incorporated into the out-license agreement. Chiron and PathoGenesis will share equally on a 50%-50% basis or as otherwise agreed in writing by the Parties the costs of arranging for any such dispositions and the consideration received in exchange therefor, including upfronts, milestones and royalties, after true-up of expense consideration to date.