10. TERMINATION WITHOUT CAUSE. Without cause, either Party may terminate this Agreement after giving fourteen (14) calendar days prior written notice to the other of intent to terminate without cause. The Parties shall deal with each other in good faith during the 14-day period after any notice of intent to terminate without cause has been [...]
2. Reproduction rights. a. The Reproduction Rights set forth herein in this Section 2 to the Customer shall take place and be effective only upon payment in full by the Customer under the terms and time periods of this Agreement. b. The services provided by Consultant under this agreement (the “Services”) and all materials, products, [...]
Take care that personnel does not park in the areas common to the building, prohibit all manner of shouting or noises, in particular at the moment when they enter and leave the building, so that the peace of the building is not disturbed by their presence. No messy or noisy animals shall be allowed. Act [...]
16.4 Insurance. Each Party shall maintain, from the effective date through the fifth anniversary of the expiration date of the Term, a policy of insurance for product claims. Such policy shall (i) have a per occurrence limit of at least $10 million and an annual aggregate limit of at least $10 million, (ii) name the [...]
ARTICLE 2 Scope of the Agreement 2.1 SELLER hereby grants DISTRIBUTOR an exclusive right and license to: (i) promote, market, sell and distribute the Products to End Users in the Territory during the Term directly and through its dealer and distribution channels; (ii) use the Products as reasonably required in connection with such marketing and [...]
9.3 Governing Law; Forum. This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of California, as such laws are applied to agreements entered into and to be performed entirely within California between California residents. Each of the parties irrevocably consents [...]
12. Limitation of Liability 12.1 IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THE AGREEMENT FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHETHER SUCH DAMAGES ARE ALLEGED AS A RESULT OF TORTIOUS CONDUCT OR BREACH OF CONTRACT OR OTHERWISE EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. [...]
8.5. Third Party Infringement Claims. If the making, sale, importation, or use of any Products pursuant to this Agreement results in a claim, suit or proceeding by a Third Party alleging patent infringement against MGI or Licensee (or their respective Affiliates) (collectively, “Infringement Actions”), such Party shall promptly notify the other Party hereto in writing. [...]
Section 2.5 Conveyed Intellectual Property. Section 2.5 of the Seller Disclosure Schedule sets forth a list of all registrations and applications for registration in respect of the Conveyed Intellectual Property. Except as set forth in Section 2.5 of the Seller Disclosure Schedule, Seller owns (beneficially and of record) all right, title and interest in and [...]
Campaign Summary Ad Campaigns: Yellow Pages Searches; White Pages Searches; Text Links; and Area/Zip code lookups as set forth in Exhibit A. Item 1 Term: July 1, 2007 (“Effective Date”) through December 31, 2008. Item 2 Websites from which Advertiser will receive searches (“Websites”): AreaConnect.com, Yellow.com, 50States.com, Findlinks.com, WhiteYellowPages.com, PhoneNumbers.com, WhitePages.net and ***. Advertiser/Agency Insertion [...]
Here’s a sampling of agreements that contain some sort of royalty terms: 1.74 Royalty Term The term “Royalty Term” shall mean the period of time commencing, on a Therapeutic Product-by-Therapeutic Product and country-by-country basis, on the date of First Commercial Sale of a given Therapeutic Product in such country and continuing, on a country-by-country basis, [...]
“Architecture and Chemistry Patent Rights” shall mean the Patent Rights listed on Schedule C Controlled by Alnylam or, solely in the case of Patent Rights licensed under the Max Planck European License Agreement, by Alnylam Europe AG, each as of the Effective Date, together with any future Patent Rights that claim priority to or common [...]
(b) The Parties to this Settlement Agreement recognize the uncertainty of outcome of disputed, complex litigation such as the Pending Litigation as well as the extended period of time that it could take to resolve matters through litigation, and independently concluded that their respective interests would be best served by compromising and thereby terminating and [...]
(p) “Licensed Use(s)” means use of the Licensed Property: (i) Within the Themed Area: (1) Rides, attractions, signage, facades, atmospheric elements and themed areas; (2) Consumables; (3) Retail stores, kiosks and other retail stands; (4) Themed restaurants, portable food cart locations and other food stands; (5) Atmospheric strolling costumed characters (e.g., generic *** students), ****; [...]