Restrictions on Targacept’s Development and Commercialization of Option Compounds Sample Clauses

Restrictions on Targacept’s Development and Commercialization of Option Compounds. Notwithstanding anything to the contrary in this Section 5.10.2, AstraZeneca shall not be required to consider or take any further action with respect to, and Targacept shall have no right to develop, commercialize or otherwise Exploit (other than as expressly permitted under Section 8.6), with respect to any Option Compound in the event that: (1) the IND-Ready Notice for such Option Compound specifies a Primary Indication (other than ADHD or any type of Dementia) or Schizophrenia and there is an Option Compound (i) for which an IND-Ready Notice has been served previously that specifies the same indication and in respect of which AstraZeneca has served the Option Maintenance Notice but it has not yet been determined whether such Option Compound shall be an Option Compound Candidate Drug, a Terminated Compound or an Unexercised Option Compound, or (ii) for which AstraZeneca exercised an IND-Ready Option or POC Option and for which the resulting Option Compound Candidate Drug is being Developed or the Option Compound Product is being (or has been) Commercialized, in each case, by AstraZeneca or any of its Affiliates or Sublicensees for a Principal Indication that is the same as such specified Option Indication, unless the second Option Compound [********] is [********] to that first Option Compound; provided that Targacept shall not provide the IND-Ready Notice for [********] to [********] Option Compound for that same indication until the earlier of (A) [********] of (1) AstraZeneca’s exercise of the IND-Ready Option for such first Option Compound pursuant to Section 5.10.2(b)(1), (2) AstraZeneca’s payment of the Option Maintenance Fee for such first Option Compound pursuant to Section 5.10.2(b)(3) or (3) in the event the Parties are unable to agree on an Option Compound Development Plan, Targacept’s delivery to AstraZeneca of a Targacept Option Compound Development Plan, whichever is applicable, and (B) completion of [********] for such first Option Compound; and provided further that in the event of a dispute as to whether an Option Compound is [********], such dispute shall be resolved by an Expert in accordance with Section 14.3 (accelerated arbitration); (2) the IND-Ready Notice for such Option Compound specifies a Primary Indication and there are at that time [********] Option Compounds in respect of which (i) IND-Ready Notices have been served previously, the Principal Indication for each of which is a Primary Indication and in respect of which Astra...
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