OCD. may exercise its rights under this Agreement and perform its obligations itself or through its Affiliates. Subject to Section 18.1.2, OCD shall have the right to appoint, to perform or to delegate to Sub-Licensees, Sub-Distributors or Third Party contractors for the performance of specific obligations under this Agreement subject to the following: The prior written approval of Quotient shall be required for any such Sub-License agreement or arrangement. To seek such approval, OCD shall provide to Quotient the following details: (i) the identity of the Third Party to receive such Sub-License, (ii) the role such Third Party would serve with respect to Products, and (iii) a written confirmation that the terms and conditions of OCD’s agreement with such Third Party will comply with the requirements of this Agreement and that OCD or an Affiliate will remain responsible for all material direct dealings with Quotient/and or Suisse SA and for all obligations to Quotient and/or Suisse SA under this Agreement. Any such agreement with a Sub-Licensee must be terminable on the termination of this Agreement. If OCD grants rights to a Sub-Distributor or to a Third Party contractor on behalf of OCD as provided in this Section 4.2.13, OCD shall not be required to obtain Quotient’s prior written consent, but OCD shall provide to Quotient the following details within thirty (30) days after the grant of such rights to such Third Party: (i) the identity of the Third Party appointed, (ii) the role such Third Party would serve with respect to Products, and (iii) a written confirmation that the terms and conditions of OCD’s agreement with such Third Party will comply with the requirements of this Agreement. Any such agreement with such Sub-Distributor or Third Party must be terminable on the termination of [***] CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION 29 this Agreement. No agreement or arrangement by OCD under this Section 4.2.13 shall relieve OCD of its obligations generally or to comply with the Commercialization Plan.
Appears in 1 contract
Sources: Distribution and Supply Agreement
OCD. may exercise its rights under this Agreement and perform its obligations itself or through its Affiliates. Subject to Section 18.1.2, OCD shall have the right to appoint, to perform or to delegate to Sub-Licensees, Sub-Distributors or Third Party contractors for the performance of specific obligations under this Agreement subject to the following: The prior written approval of Quotient shall be required for any such Sub-License agreement or arrangement. To seek such approval, OCD shall provide to Quotient the following details: (i) the identity of the Third Party to receive such Sub-License, (ii) the role such Third Party would serve with respect to Products, and (iii) a written confirmation that the terms and conditions of OCD’s agreement with such Third Party will comply with the requirements of this Agreement and that OCD or an Affiliate will remain responsible for all material direct dealings with Quotient/and or Suisse SA and for all obligations to Quotient and/or Suisse SA under this Agreement. Any such agreement with a Sub-Licensee must be terminable on the termination of this Agreement. If OCD grants rights to a Sub-Distributor or to a Third Party contractor on behalf of OCD as provided in this Section 4.2.13, OCD shall not be required to obtain Quotient’s prior written consent, but OCD shall provide to Quotient the following details within thirty (30) days after the grant of such rights to such Third Party: (i) the identity of the Third Party appointed, (ii) the role such Third Party would serve with respect to Products, and (iii) a written confirmation that the terms and conditions of OCD’s agreement with such Third Party will comply with the requirements of this Agreement. Any such agreement with such Sub-Distributor or Third Party must be terminable on the termination of [***] CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION 29 this Agreement. No agreement or arrangement by OCD under this Section 4.2.13 shall relieve OCD of its obligations generally or to comply with the Commercialization Plan.
Appears in 1 contract