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Post-termination Services
Licensee shall keep proper records and books of account concerning the reproduction and sublicensing of the Licensed Products that are adequate to determine the amount of fees owed to Licensor and Licensee shall preserve such records and books in a safe place for a period of five (5) years following termination of this...
Post-termination Services
MusclePharm shall create no new advertising during the Use-up Period using Endorser's Name and Appearance, but shall have the right to use during the Use-up Period Endorser's Name and Appearance in advertisements and promotional materials created before the expiration date of this Agreement.
Post-termination Services
In the event that PB terminates this Agreement pursuant to this Section 14.2.8.2, then, if PB elects to continue development of the Product and obtains Regulatory Approval following such termination, in exchange for purchasing the Trial Data Package including the Research Results included therein as set forth in Sectio...
Post-termination Services
TPC further agrees that upon the termination of this Endorsement Agreement for any cause whatsoever, it will cease using the Ogle Endorsement, the name "Brett Ogle," or any facsimile thereof, for any promotional or advertising purposes; provided, however, that TPC shall have the right to use the Ogle Endorsement in adv...
Post-termination Services
The Professional acknowledges that she will have a right, pursuant to and under the
Post-termination Services
iv) Any such communications will be subject to Excite@Home's then-current privacy policy.
Post-termination Services
Upon termination or expiration, this Agreement and all rights granted hereunderto you will forthwith terminate, and: <omitted> K. We will have the right (but not the duty), to be exercised by notice of intent to do so within sixty (60) days after termination or expiration, to purchase for cash any or all assets of the...
Post-termination Services
Developing, together with the Publishers, a plan for the orderly transition of Services ("Transition Plan") then being performed by HealthGate from HealthGate to the Publishers or such successor provider of Services.
Post-termination Services
If this Agreement is terminated or expires in accordance with this Section 15 (other than termination by the Company in the event of an uncured material breach by MBE), then MBE shall have a period of up to twenty-four (24) months from and after the date of such termination, to make arrangements with respect to the con...
Post-termination Services
<omitted>
Post-termination Services
If Green Cross terminates this Agreement pursuant to Section 16.3: <omitted> (ii) Notwithstanding anything to the contrary, MacroGenics shall continue to provide Green Cross, for up to ***, the Products (including, without limitation, all MGAH22), at the request of Green Cross in accordance with the terms of Section 6....
Post-termination Services
In the event that SFJ terminates this Agreement pursuant to this Section 14.2.9, then in exchange for purchasing the Trial Data Package including the Research Results included therein as set forth in Section 11.1.1.4, PB shall pay to SFJ, within [***] of the date of termination, an amount equal to all Development Costs...
Post-termination Services
Each party shall keep accurate and complete books and records as they relate hereto for the greater of three years from the Effective Date or two years from the termination or expiration of the Term.
Post-termination Services
EKR shall maintain and shall procure the maintenance of accurate and up to date records and books of account showing the quantity, description and value of the Products supplied in each country of the Territory during the previous six (6) Calendar Years.
Post-termination Services
Upon termination, Consultant agrees to perform the necessary information transfer required at the time.
Post-termination Services
In the event this Agreement expires or is terminated for any reason other than a breach by Eutectix, Liquidmetal shall purchase from Eutectix existing raw material inventory at the purchase price (including delivery charges) paid by Eutectix to its suppliers in connection with the Orders accepted by Eutectix hereunder.
Post-termination Services
In the event that (a) TouchStar terminates this Agreement in accordance with any one or more of the provisions of Section 8.2 or (b) Reseller elects not to enter into a new agreement with TouchStar pursuant to Section 8.1, Reseller shall refer to TouchStar or TouchStar's designee...
Post-termination Services
Except in the event of termination for Customer's breach, eGain shall provide Customer with an electronic copy of the final Reports (covering the month just prior to termination of this Agreement).
Post-termination Services
RevMed shall pay Sanofi such royalties until the earlier of (x) expiration of the Post-Termination Royalty Term therefor and (y) a Change of Control of Sanofi.
Post-termination Services
With regard to Termination Products in countries for which the licenses to Sanofi are terminating, Sanofi shall provide the following transitional assistance, with costs allocated as set forth below
Post-termination Services
In the event that Manufacturer or any of its Affiliates, directly or indirectly, sells, assigns, leases, conveys, transfers or otherwise disposes of any Facility (a “Facility Disposition”), then Manufacturer shall immediately notify Customer of such event and Customer shall be entitled for a period of six (6) months af...
Post-termination Services
Any portions of this Agreement necessary to balance receipts and deliveries under this Agreement as required by the FTS/ITS Rate Schedule, shall survive the other parts of this Agreement until such time as such balancing has been accomplished.
Post-termination Services
(a) Inktomi may require Microsoft to pay to Inktomi, in [*] immediately following the effective termination date, an amount equal to [*] ([*]) of all outstanding principal, interest and other amounts owed or owing to Microsoft by Inktomi on the date of termination under the Loan Agreement (and outsta...
Post-termination Services
(a) the Supplier may buy from the Distributor all or any stocks of Products for the current market value for those Products. The Distributor must deliver such Products to the Supplier within 14 days of receiving the Supplier's notice, and the Supplier must pay for the Products in full within 30 days of their delivery. ...
Post-termination Services
Termination of one or more Study Orders will not automatically result in the termination of this Agreement or termination of any other Study Orders.
Post-termination Services
not yet rendered.
Post-termination Services
Upon the expiration or termination of either the Lease or the Franchise Agreement, Landlord will cooperate with and assist us in gaining possession of premises and if bw-3 does not elect to take an assignment of the Lessee's interest, Lessor will allow bw-3 to enter the Premises, without bei...
Post-termination Services
The insurance policies will be under an occurrence form, but if only a claims-made form is available to a Party, then such Party will continue to maintain such insurance after Expiration or the termination of this Agreement for a period of [***] ([***]) years following the end of the Term.
Post-termination Services
Upon the expiration or termination of either the Lease Agreement or the Franchise Agreement (attached), Lessor will cooperate with and assist Franchisor in securing possession of the Premises and if Franchisor does not elect to take an assignment of the Lessee’s interest, Lessor will allow Franchisor to enter the Premi...
Price Restrictions
Source: UPJOHN INC, 10-12G, 1/21/2020
Price Restrictions
In the event that Customer elects to extend the Initial Term of the Agreement or of a Facility Addendum, the Price for each applicable Product in any Extension Period shall be one hundred percent (100%) of Manufacturer’s Standard Product Materials Cost plus one hundred and ten percent (110%) of Manufacturer’s Stand...
Price Restrictions
VOTOCAST expressly reserves the right to change its rates charged hereunder for the Services during any Renewal Term (as detined herein) but agrees that rates may not increase by more than ten percent (10%) during any Renewal Term.
Revenue-Profit Sharing
LeadersOnline shall pay VerticalNet *** percent (***%) of LeadersOnline- VerticalNet Revenue, payable to VerticalNet on or before the fifteenth day of the calendar month immediately following the month in which <omitted> such revenue was received by LeadersOnline.
Revenue-Profit Sharing
Except as set forth in Section 10.6.4 [ADVERTISING REVENUE], during the Term, VerticalNet shall not share any revenue derived from advertisements hosted on any VerticalNet Site with Neoforma; provided, however, that if Neoforma brings VerticalNet a Qualified Ad Lead (as defined below) for a new customer that turns int...
Revenue-Profit Sharing
For that portion of aggregate Net Sales of each Licensed Product[***] [***]
Revenue-Profit Sharing
For that portion of aggregate Net Sales of each Licensed Product[***] [***]
Revenue-Profit Sharing
The revenue share that TELKOM shall pay to SAP AFRICA shall be 10%.
Revenue-Profit Sharing
As consideration for JHU’s grant of a License to Company under this Agreement, Company shall pay to JHU a license fee, cash and equity, as set forth in Exhibit A within thirty (30) days of the EFFECTIVE DATE.
Revenue-Profit Sharing
COMPANY shall pay an annual EARNED ROYALTY as follows: 2.1.1 Four percent (4%) of the sum of NET REVENUES.
Revenue-Profit Sharing
If GSK is not selling a LABA/ICS Combination Product, then the royalty set forth in Section 6.3.1 shall apply to the first Other Combination Product launched by GSK, provided such Other Combination Product does not contain a product in-licensed by GSK; if such Other Combination Product contains a product in-licensed by...
Revenue-Profit Sharing
(iii) in the event that at least [***]* but less than [***]* Bounty --- --- Packages shall have been shipped by the MBE Centers during the Measurement Period, the amount of [***]* per Bounty Package shipped via air transportation ...
Revenue-Profit Sharing
The Advertising Cost Compensation depends on the actual sales generated by end users referred via the electronic advertisement (the Affiliate's link).
Revenue-Profit Sharing
In consideration for the licenses granted hereunder, Company agrees to pay to CSA as follows: a. A [***]in the amount of [***]of Company’s revenues from sales of the Property Training Course and all Products after deductions for VAT, returns, refunds
Revenue-Profit Sharing
Seven hundred fifty thousand (750,000) shares of Kingdom Connect, Inc. Series A Preferred Stock.
Revenue-Profit Sharing
Commission will decrease by .5% effective 10/1/99 as part of a repayment program under a project memorandum dated 4/7/99.
Revenue-Profit Sharing
(ii) in the event that at least [***]* but less than [***]* Bounty --- --- Packages have been shipped by the MBE Centers during the Measurement Period, the amount of [***]* per Bounty Package shipped via air transportation and the --- amou...
Revenue-Profit Sharing
(i) if the cumulative Net Sales of such Product in such country during such Calendar Quarter are equal to or less than [***] percent ([***]%), but are greater than [***] percent ([***]%), of the Baseline Quarter Net Sales, then the royalty rate will be reduced for such Calendar Quarter by [***] percent ([***]%); and
Revenue-Profit Sharing
Company will pay Distributor (or its Assignee) Ten Percent (10%) of the Master Distributor Override generated by each Customer Kiosk Location.
Revenue-Profit Sharing
As reimbursement and payment for FG’s historical and ongoing research and development expenditures with respect to pre-clinical and clinical development of Lead Compounds and as payment for the successful marketing and sales of the Lead Compound(s), Astellas agrees to make the following non-refundable, non-creditable...
Revenue-Profit Sharing
If the aggregate actual number of Details for the Product made by the Sales Representatives for a Calendar Quarter is less than the Quarterly Minimum Details for such Calendar Quarter, then in calculating the promotion fee due under Section 6.1.1, the Applicable Percentage for such Calendar Quarter shall be reduced to ...
Revenue-Profit Sharing
STW shall pay COFS a seven percent (7%) royalty of the price STW receives per 1,000 gallons of CRA water produced from other properties within Pecos County and sold as consideration for the rights provided by COFS to STW under this subsection.
Revenue-Profit Sharing
Within twenty (20) days after the end of each Calendar Quarter , GSK shall pay Theravance royalty payments based on Net Sales in such Calendar Quarter during the Term as follows: On total Annual Worldwide Net Sales up to and including U.S. $3 Billion:
Revenue-Profit Sharing
Fox will remit all VGSL Revenue to Licensee and such VGSL Revenue shall be treated as Gross Receipts for the purpose of this Agreement.
Revenue-Profit Sharing
b. Par Value is $.0001 per share.
Revenue-Profit Sharing
The license granted by Licensee pursuant to Section 9.2.2 shall be extended to also include the Development, Manufacture, sale, import or other Commercialization of Licensed Products in the Field in the Territory, and, unless this Agreement is terminated by Bioeq pursuant to pursuant to Sections 15.2.1, 15.2.2, 15.2.3,...
Revenue-Profit Sharing
For the Technology Transfer and as applicable for the License granted by NLS to Eurofarma under article 2.1(iii) hereabove, Eurofarma shall pay to NLS royalty payments (the “Royalties”) on the annual Net Sales in the Territory according to the following table:
Revenue-Profit Sharing
Spin agrees to pay Nettaxi a 5% commission of the gross sales price on all transactions.
Revenue-Profit Sharing
As further consideration for the license and grant of Distribution Rights and other rights under this Agreement, EKR shall pay to PPI a royalty (“Royalty”) equal to (a) $[**] for each [**] mg Vial of Product sold during the Term and $[**] for each [**] mg Vial of Product sold during the Term (the “Minimum Royalt...
Revenue-Profit Sharing
After Fox or its assigns deducts its Distribution Fee, it shall remit the remainder to Licensee and Licensee shall pay to Fox or its assigns or such other party as Fox or its assigns may designate in writing, Royalties in the amounts set forth in the Agreement or this Amendment.
Revenue-Profit Sharing
b. Par Value is $.0001 per share.
Revenue-Profit Sharing
VerticalNet will pay Neoforma [*] of the Training and Education Gross Margin.
Revenue-Profit Sharing
(a) (i) a marketing fee in the amount of (x) two percent (2.0%) of the aggregate dollar amount of all Shares sold in the Subscription and Public Offerings, excluding sales made through broker assisted purchases or by other NASD member firms participating in the Subscription and Public Offeri...
Revenue-Profit Sharing
(i) Major Releases:
Revenue-Profit Sharing
provided, that, for clarity, on a country-by-country and Product-by-Product basis, there will be no royalty rate reduction with respect to a given country and Product pursuant to this Section 7.3.2(c) with respect to the initial [***] ([***]) consecutive Calendar Quarter periods during which Generic Product entry with ...
Revenue-Profit Sharing
If Oxbow makes the Lima Investment: (i) Oxbow will receive four percent (4%) of the Lima Project’s pre-tax project cash flow after debt service and operation and maintenance (“O&M”) expenses. The Lima Project Company’s obligation to make such payment would be subject to satisfaction of the same lender covena...
Revenue-Profit Sharing
In the event that Dassault Systemes opts to host the Co-Branded Service pursuant to Section 4.7 [Change of Hosting] herein they shall become the Billing Party and all Net Revenue derived from sales of the Co-Branded Service shall be ...
Revenue-Profit Sharing
Thereafter (and for the remainder of the Term), Fox shall earn and Licensee shall pay to Fox Royalties at the rate of ***** percent (*****%) of Licensee’s gross receipts from Licensee’s sale, license, distribution or other exploitation of the Wireless Products derived from the respective Targeted Release.
Revenue-Profit Sharing
Diplomat agrees to pay KI, Inc. as royalty a sum equal to % of the net wholesale volume of the products covered by this Agreement by Diplomat and its affiliated, associated, or subsidiary companies.
Revenue-Profit Sharing
For content listed in Schedule A6 of Schedule A, Licensor will only grant Licensee certain profit participation rights, for certain durations, as detailed and set forth in Schedule A6 of Schedule A.
Revenue-Profit Sharing
Such royalty payment shall be payable to Pfizer within thirty (30) days of the end of each Calendar Quarter.
Revenue-Profit Sharing
In the event that MusclePharm shall sell any Promotional Products above its cost then Endorser shall be entitled to receive 10% of Net Sales from the sale of such Promotional Products.
Revenue-Profit Sharing
(6) If the default traffic is more than ***, the share of revenues for the non-default traffic is ***%, and the share of revenuesfor the default traffic is ***%; <omitted> (7) If the default traffic is more than ***, the share of revenues for the non-default traffic is ***%, and the share of revenuesfor the defa...
Revenue-Profit Sharing
In full consideration for the rights granted --------------------- by NETTAXI, SpinRecords.com agrees to pay NETTAXI fifty (50%) percent of ad revenue at an average rate no lower then $6.50 per one thousand impressions (CPM) payable to NETTAXI which results when the SpinRecords.com Advertisi...
Revenue-Profit Sharing
As additional consideration, the Corporation shall issue to the Agents that number of compensation options (the “Compensation Options”) equal to 3.5% of the number of Offered Shares sold pursuant to the Offering.
Revenue-Profit Sharing
Year Advertising Services Intangible Rights ---------------------------------------------------------------------------------------------- 1 [***] ...
Revenue-Profit Sharing
Should Fox or its assigns choose to distribute the Wireless Products through Fox’s and its assigns’ direct-to-consumer distribution channels, Fox or its assigns shall deduct a percentage of Fox’s Gross Receipts (defined as monies received by or credited to Fox or its assigns from Fox’s or its assigns’ direct-...
Revenue-Profit Sharing
9.0 % Net Sales exceeding U.S.$2.25 Billion
Revenue-Profit Sharing
In lieu of PACIFICAP ENTERTAINMENT granting a 10 year Exclusive Content License to THE HENRY FILM AND ENTERTAINMENT CORPORATION, THE HENRY FILM ANDENTERTAINMENT CORPORATION agrees to share 10% of the net revenue from any and all advertising sales, Syndication Fees and Licensing fees generated from all television shows,...
Revenue-Profit Sharing
In consideration for the intangible rights granted hereunder, for each Year in which the Spoken-Word Audio Sub-Section (including the Mirror Company Site) generates revenue of at [***] (the "Revenue Threshold"), Company will pay ACSI a royalty equal to [***] of all revenues generated from the Spoken-Word Audio Sub-Sect...
Revenue-Profit Sharing
As of the date of this Agreement, the current required contribution to the Ad Fund is one percent (1%) of the gross revenues of the Franchise.
Revenue-Profit Sharing
Notwithstanding the foregoing, Online BVI shall be entitled to receive 50% of all Adjusted Net Revenue, in lieu of the Company’s right to be paid hereunder, in the event that (A) this Agreement remains in effect, (B) Online BVI assumes the obligations of the Company hereunder, and (C) (i) the Deed is terminated pursu...
Revenue-Profit Sharing
After the Initial Term, Neoforma shall pay to VerticalNet commissions equal to [*] of any Medical Products Net Revenues during such Contract Year resulting from (a) any VerticalNet Medical Products Listing or (b) any Neoforma Medical Products Listing for which VerticalNet was the Transaction Origination Party.
Revenue-Profit Sharing
(a) Within seventy-five (75) days following the end of each month of a calendar year during the Term that "BCF" (as defined below) for such month, when combined with BCF for all prior months during such calendar year (other than any month which is outside the Term) is less than the Minimum BCF, Nexstar shal...
Revenue-Profit Sharing
PaperExchange shall pay to VerticalNet a commission of ***** of the Net Advertising Revenue received during the Term for advertisements located on the Third Party Advertising Allocation of the PaperExchange Site.
ROFR-ROFO-ROFN
Subject to the provisions of Section 8.2, if the Company determines to solicit additional equity financing subsequent to exercise of the Option but prior to Commencement of Production (hereinafter defined) at the El Aguila project, it shall provide written notice to that effect to HOC and HOC shall be entitled to exclu...
ROFR-ROFO-ROFN
The party proposing the Transfer (the “transferor”) must obtain a bona fide, executed written offer (accompanied by a “good faith” earnest money deposit of at least five percent (5%) of the proposed purchase price) from a responsible and fully disclosed purchaser, and must submit an exact copy of the offer to u...
ROFR-ROFO-ROFN
Closing of the purchase and sale of the Additional Shares shall take place within ten (10) business days of the delivery of the Option Exercise Notice, such date being referred to as the “Subsequent Closing Date”.
ROFR-ROFO-ROFN
In addition, and conditional on completion of a transaction on terms set out below, you will be granted a second option under the Option Plan, such option being one of: (a) an option to acquire 44,757 Shares (representing approximately 0.25% of the Company’s issued share capital as at the Effective Date) granted as ...
ROFR-ROFO-ROFN
HOC shall give notice (an “Acceptance Notice”) to the Company not later than 5:00 p.m. (Denver time) on the tenth business day following the deemed receipt of any Rights Notice given under paragraph 4.1(c) setting out the number of Additional Securities, if any, which any of HOC Entities intends to subscribe for an...
ROFR-ROFO-ROFN
In the event that ENERGOUS develops New Product, ENERGOUS will provide DIALOG with written notice describing the New Product before marketing, selling or distributing the New Product with or to any third party.
ROFR-ROFO-ROFN
During the term of this Agreement, the Licensor shall have the right (the “Right of First Refusal”), for a period (the "Exercise Period") expiring at 11:59 PM (Eastern Time) on the fifth (5th) business day after the giving of written notice by the Licensee that it has received a bonafide offer from a third party ...
ROFR-ROFO-ROFN
Licensee's exercise of the Option is at its sole discretion. Licensee may exercise the Option by written notice to Licensor and Skunkware at any time during the Option Period.
ROFR-ROFO-ROFN
In addition, and conditional on completion of a transaction on terms set out below, you will be granted a second option under the Option Plan, such option being one of:
ROFR-ROFO-ROFN
If Pfizer and Exact are unable to reach agreement on the terms of such Product rights within forty-five (45) days of the commencement of negotiations, Exact shall be free to enter into negotiations and consummate an agreement with any Third Party regarding such Ex-US Commercial Rights; provided that the economic terms ...
ROFR-ROFO-ROFN
If, after the date of this Agreement and continuing as long as either Party is a partner, member, or shareholder of the Operating Company, such Party or any of its Affiliates receives or discovers any opportunity to use Astaxanthin as a Neutraceutical (a "Neutraceutical Opportunity"), including without limitation devel...
ROFR-ROFO-ROFN
Qualigen shall provide Sekisui with at least 30 days prior written notice and access to all due diligence materials provided to any potential acquirer, such 30 day period to commence upon the notification to Sekisui that Qualigen’s board of directors has approved such Proposed Sale Transaction (as set forth in a term...
ROFR-ROFO-ROFN
If no Transferee accepts to purchase the shares offered by the Transferor, in whole or in part, the Transferor may sell such shares to a third party on terms and conditions no more favourable than those offered to the Transferees, including the price of the shares.
ROFR-ROFO-ROFN
If such sale, transfer or conveyance is not consummated in accordance with the offer and the Terms and Conditions specified in the applicable Offering Notice, the rights of Licensee to an Offering Notice shall be reinstated. No exercise or waiver by Licensee of any of its rights...
ROFR-ROFO-ROFN
If AbbVie notifies Harpoon in writing within [***] after receipt of such copy that AbbVie wishes to receive a license or sublicense (as applicable) under, and be subject to the rights and obligations of, the Proposed Future In-Licensed Rights as they apply to AbbVie and this Agreement, then the Proposed Future In-Licen...
ROFR-ROFO-ROFN
Subject to the restrictions set forth in Section 5.1 of this Agreement and Section 2.3 of the Warrant, in the event any member of the Farids Group proposes to Transfer (other than a Permitted Transfer) (i) a Threshold Block, in a transaction or series of related transactions, that, to the Farids Group’s knowledge (af...