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Posted On: 02/21/2020 11:05:07 AM
Post# of 72440
The delay from the AS RFR would come from the 30 day response time to an offer followed by a 60 day negotiation time. Details outlined below from the AS agreement.
A full announcement may be limited by a confidentiality agreement agreed to by the IPIX and the offering company. I would expect IPIX would insist on being able to announce a term sheet, licensing, buyin offer without details.
Good luck,Farrell
3 Right of First Refusal for Oral Drug Product(s) in Ulcerative Colitis/ Crohn’s Disease (UC/CD) Indications. (a) If at any time during the Term, IPI (or any of its Affiliates) receives or solicits a bona fide offer from a Third Party which wishes to obtain rights to Develop, Manufacture and/or Commercialize an Oral Drug Product(s) in the UC/CD Indications in any country of the ALFASIGMA Territory, then prior to effecting any such transaction IPI shall notify in writing to ALFASIGMA the terms and conditions offered by that Third Party to IPI.
(b) If, within 30 days after IPI notifying to ALFASIGMA pursuant to Section 2.3(a), ALFASIGMA notifies IPI of its interest to such Development, Manufacturing and/or Commercialization rights, then the Parties shall negotiate in good faith a final binding agreement based on the terms and conditions offered by that Third Party, to add the Oral Drug Product(s) in the UC/CD Indications to this Agreement. If, despite negotiations in good faith, the Parties do not reach any such agreement within 60 days after receipt by IPI of the ALFASIGMA’s notice above, then IPI shall be free to grant such Development, Manufacturing and/or Commercialization rights to any Third Party at terms and conditions which are not substantially more favorable for such Third Party than those notified to ALFASIGMA, provided, however, that (i) in the event that terms and conditions are substantially more favorable for such Third Party than those notified to ALFASIGMA, IPI shall promptly notify thereof to ALFASIGMA and then the Parties shall have a new period of 30 days to negotiate in good faith a final binding agreement based on such more favorable terms and conditions, and (ii) subject to paragraph (i) above, no further negotiation options will be provided to ALFASIGMA thereafter.
https://www.sec.gov/Archives/edgar/data/13552..._ex101.htm
A full announcement may be limited by a confidentiality agreement agreed to by the IPIX and the offering company. I would expect IPIX would insist on being able to announce a term sheet, licensing, buyin offer without details.
Good luck,Farrell
3 Right of First Refusal for Oral Drug Product(s) in Ulcerative Colitis/ Crohn’s Disease (UC/CD) Indications. (a) If at any time during the Term, IPI (or any of its Affiliates) receives or solicits a bona fide offer from a Third Party which wishes to obtain rights to Develop, Manufacture and/or Commercialize an Oral Drug Product(s) in the UC/CD Indications in any country of the ALFASIGMA Territory, then prior to effecting any such transaction IPI shall notify in writing to ALFASIGMA the terms and conditions offered by that Third Party to IPI.
(b) If, within 30 days after IPI notifying to ALFASIGMA pursuant to Section 2.3(a), ALFASIGMA notifies IPI of its interest to such Development, Manufacturing and/or Commercialization rights, then the Parties shall negotiate in good faith a final binding agreement based on the terms and conditions offered by that Third Party, to add the Oral Drug Product(s) in the UC/CD Indications to this Agreement. If, despite negotiations in good faith, the Parties do not reach any such agreement within 60 days after receipt by IPI of the ALFASIGMA’s notice above, then IPI shall be free to grant such Development, Manufacturing and/or Commercialization rights to any Third Party at terms and conditions which are not substantially more favorable for such Third Party than those notified to ALFASIGMA, provided, however, that (i) in the event that terms and conditions are substantially more favorable for such Third Party than those notified to ALFASIGMA, IPI shall promptly notify thereof to ALFASIGMA and then the Parties shall have a new period of 30 days to negotiate in good faith a final binding agreement based on such more favorable terms and conditions, and (ii) subject to paragraph (i) above, no further negotiation options will be provided to ALFASIGMA thereafter.
https://www.sec.gov/Archives/edgar/data/13552..._ex101.htm
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