Exercise of License Option Clause Samples

Exercise of License Option. AbbVie may exercise the License Option for a Selected Research Compound and corresponding Selected Research Product during the License Option Period by, subject to Section 3.4, providing an Exercise Notice relating thereto to Voyager during the License Option Period. If AbbVie exercises the License Option, AbbVie shall pay to Voyager a one-time, non-refundable, non-creditable payment of Seventy-Five Million Dollars ($75,000,000) (the “License Option Exercise Fee”) within thirty (30) days of the License Option Effective Date.

Exercise of License Option. In the event that XYZ notifies University in writing of its exercise of the License Option to acquire an exclusive license under Section 6.01, the Parties shall proceed in good faith to negotiate a license agreement on commercially reasonable terms within _____ (__) months (such period, the “Negotiation Period”) after notification of such exercise; provided, however, that under the license agreement, XYZ or its Affiliates shall agree at least to diligently develop any licensed University Invention or Joint Invention for commercialization within _____ (__) year(s) from the effective date of the license agreement and pay to the University (a) a reasonable upfront license fee, (b) reasonable running royalties on products and/or use of methods practicing any University Invention or Joint Invention and the Licensed Software, (c) reasonable royalties on any royalty free cross licensing or other non-monetary compensation received by XYZ and/or its Affiliates from XYZ’s licensees, and (d) if the License Option to acquire a non-exclusive license to the Background Technology is exercised, reasonable royalty on products and/or use of methods practicing University’s Background Technology.

Exercise of License Option. Sankyo shall exercise the License Option described in Section 4.1 by (i) providing written notice to Telik, prior to the expiration of the Option Term, identifying each Disclosed Active Molecule to which Sankyo desires to procure a license (a "Sankyo-Reserved Molecule") and (ii) negotiating and entering into a mutually agreed license agreement (the "License Agreement") as set forth in Section 4.4 within [ * ] of the Option Effective Date.

Exercise of License Option. The option of Article 8.1 must be exercised by written notice mailed within three (3) months after the patent or other IP application is filed to: CDC Technology Transfer Coordinator Centers for Disease Control ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, N.E. Building 1, B72, Mailstop A20 ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ [***] Confidential Treatment Requested Exercise of this option by the Collaborator initiates a negotiation period that expires nine (9) months after the patent or other IP application filing date. If the last proposal by the Collaborator has not been responded to in writing by CDC within this nine (9) month period, the negotiation period shall be extended to expire one (1) month after CDC so responds, during which month the Collaborator may accept in writing the final license proposal of CDC. After that time, CDC will be free to license such IP rights to others.

Exercise of License Option. The option of Article 7.1 must be exercised by written notice mailed within [*] after either (i) RPRP and Introgen, respectively, receives written notice from PHS that the patent or other IP application has been filed; or (ii) the date Introgen files such IP application (Party responsible for patent prosecution); whichever comes first. Exercise of this option by either or both RPRP and Introgen initiates a negotiation period that expires [*] after the exercise of the option. If the last proposal by RPRP and/or Introgen has not been responded to in writing by PHS within this [*] period, the negotiation period shall be extended [*] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

Exercise of License Option. The option of Article 8.1 must be exercised by written notice mailed within six months after the patent or other intellectual property application is filed. Exercise of this option by the Collaborator initiates a negotiation period that expires six months after the patent application filing date. If NGA has not

Exercise of License Option. BioNova or its designated Affiliate will have the right to exercise or not exercise, for any or no reason in its sole discretion, the License Option. BioNova or its designated Affiliate may exercise the License Option by (a) providing to Sutro written notice of its exercise of the License Option (such notice, the “License Option Exercise Notice”) at any time during the period commencing on the Effective Date until the earlier to occur of the following: (i) [*] following BioNova’s completion [*] in the dose expansion portion, and (ii) [*](such period, the “License Option Exercise Period”), and (b) paying in full to Sutro the License Option Exercise Payment pursuant to Section 8.1. In the event that BioNova or its designated Affiliate has not provided Sutro with a License Option Exercise Notice and paid the License Option Exercise Payment prior to the expiration of the License Option Exercise Period, then the License Option and this Agreement will automatically expire without any further action of the Parties and Sutro will thereafter retain the exclusive right to Develop, Manufacture and Commercialize and otherwise make, have made, use, offer for sale, sell, have sold, and import the Licensed Compounds and Licensed Products, in all fields including in and outside of the Field, and throughout the world including in and outside of the Territory, whether on its own or in collaboration with a Third Party, and Sutro will have no further obligation or liability to BioNova whatsoever in respect of the License Option or otherwise under this Agreement.

Exercise of License Option. On a Designated Target-by-Designated Target basis and subject to the terms and conditions of this Agreement, J▇▇▇▇▇▇ may exercise the License Option with respect to a Designated Target at any time during the applicable Research Term and for a period of *** thereafter unless earlier terminated upon written notice by J▇▇▇▇▇▇ to Company (the “License Option Term”) by sending to Company written notice of such exercise (“Option Notice”) and payment of *** (the “Option Exercise Payment”). If J▇▇▇▇▇▇ exercises the License Option during the License Option Term in accordance with this Section 3.1(b), the parties shall promptly negotiate in good faith the terms of the License Agreement (including those terms set forth in Exhibit C). In the event the parties are unable to enter License Agreement within ninety (90) days following the exercise of the License Option (or such longer period as may be agreed by the parties in writing), either party shall have the right to refer the matter to a third party mediator mutually agreed by the parties to determine the terms and conditions of the License Agreement, and the parties hereby agree ***.

Exercise of License Option. The option of Article 8.1 must be exercised by written notice mailed within six (6) months after disclosure in writing of Subject Invention to ATHERSYS. Exercise of this option by ATHERSYS initiates a negotiation period that expires six (6) months after the patent or other IP application filing date. If UABRF and ATHERSYS are unable to come to terms during the initial six (6) month period, UABRF will be free to negotiate a license covering a UAB Invention to a third party. If UAB and ATHERSYS are unable to come to terms during the initial six month period, UABRF will be free to negotiate a license covering a UAB Invention to a third party. Notwithstanding the above, Article III of the MTA, as herein defined, shall govern the rights of ATHERSYS as to the fifty (50) proteins contemplated to be transferred to UAB under the MTA.