1Grant. 1.1 LICENSOR grants to LICENSEE an exclusive, royalty free license to make, have made, use, offer to sell, and sell throughout the world constructions embodying the invention disclosed and claimed in the [*] patent (“Exclusive License”).
1.2 LICENSEE shall not license any other third parties to make, have made, use, offer to sell, or sell licensed constructions embodying the invention disclosed and claimed in the [*] patent.
1.3 Product sold under the Exclusive License shall be referred to herein as Licensed Product.
1.4 This license shall remain in force until the [*] patent expires, unless sooner terminated under the provisions of Article III of this Agreement.
1Grant. Subject to the terms and conditions contained herein and in the Plan and Partnership Agreement, the Participant is granted 1,200 Incentive Units of the Partnership, of which 500 shall be eligible to vest based on the passage of time (the “Time Vesting Units”), 150 shall be eligible to vest based on the achievement of certain performance goals (the “Tranche 1 Performance Units”), 150 shall be eligible to vest based on the achievement of certain performance goals (the “Tranche 2 Performance Units”), 200 shall be eligible to vest based on the achievement of certain performance goals (the “Tranche 3 Performance Units”) and 200 shall be eligible to vest based on the achievement of certain performance goals (the “Tranche 4 Performance Units” and, together with the Tranche 1 Performance Units, the Tranche 2 Performance Units and the Tranche 3 Performance Units, the “Performance Vesting Units”).
1Grant. To secure the full and timely payment of the Debt and the full and timely performance of the Obligations, Borrower hereby MORTGAGES, GRANTS, BARGAINS, SELLS and CONVEYS to Trustee all of Borrower's right, title and interest in and to the Property, subject, however, to the Permitted Encumbrances; TO HAVE AND TO HOLD the Property to Trustee, its successors and assigns, IN TRUST, WITH POWER OF SALE, and Borrower does hereby bind itself, its successors and assigns to WARRANT AND FOREVER DEFEND the title to the Property unto Lender.
1Grant. The Corporation hereby grants to the Participant an aggregate of [NUMBER] stock appreciation rights (the "SARs"). Each SAR entitles the Participant to receive, upon exercise, an amount equal to the excess of (a) the Fair Market Value of a share of Common Stock on the date of exercise, over (b) the Exercise Price (the "Appreciation Value"). The SARs are being granted pursuant to the terms of the Corporation’s 2024 Stock Appreciation Rights Plan (the "Plan").
1Grant. The Corporation hereby grants to the Director an aggregate of [NUMBER] stock appreciation rights (the "SARs"). Each SAR entitles the Director to receive, upon exercise, an amount payable in shares of Common Stock equal in value to the excess of (a) the Fair Market Value of a share of Common Stock on the date of exercise, over (b) the Exercise Price (the "Appreciation Value"). The SARs are being granted pursuant to the terms of the Corporation's 2024 Stock Appreciation Rights Plan (the "Plan").
1Grant. Subject to the terms and conditions of this Agreement, XOMA hereby grants to VIVENTIA a non-exclusive, non-transferable, worldwide license under the Licensed Technology, without the right to grant sublicenses, to make, have made, use, import, offer for sale and sell Licensed Products for use in the Field, provided that VIVENTIA shall have the right to enter into one agreement in each country with a marketing partner for sale of Licensed Products for use in the Field.
1Grant. Each Grantor hereby (i) assigns and transfers to the Collateral Agent, and hereby grants to the Collateral Agent and (ii) reassigns and retransfers to the Collateral Agent, and hereby regrants to the Collateral Agent, in each case for the ratable benefit of the Secured Parties, a security interest in all of the following property now owned or at any time hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”), as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of such Grantor’s Secured Obligations:
(a) all Accounts; (b)all Chattel Paper;
1Grant. Participant is hereby granted, effective as of the Grant Date, the number of Class B Units set forth on the signature page hereto (the “Award”). Each Class B Unit granted hereunder shall have the Benchmark Amount set forth on the signature page hereto.
1Grant. For a period of three (3) years from the date of this Agreement and subject to the terms of Section 11.1 below, each Stockholder hereby unconditionally and irrevocably grants to Crestline a right of first refusal (“Right of First Refusal”) to purchase all or any portion of shares of Common Stock, preferred stock, or Derivative Securities now owned or subsequently acquired by or issued to such Stockholder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like) (collectively, “Capital Stock”) that such Stockholder may propose to transfer in any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition, or any other like transfer (a “Proposed Transfer”), at the same price and on the same terms and conditions as those offered to the prospective transferee (the “Prospective Transferee”). For the purposes of this Agreement, “Transfer Stock” means the shares of Capital Stock owned by a Stockholder as of the date hereof or issued to a Stockholder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like). Notwithstanding anything to the contrary herein, this Section 8 shall not apply to the distribution by Xenith pursuant to Section 5.1 or to an in-kind distribution of Common Stock by Vespoint to its beneficial owners on a pro rata basis.
1Grant. For a period of three (3) years from the date of this Agreement and subject to the terms of Section 11.2 below, Crestline hereby unconditionally and irrevocably grants to the Company a right of first refusal (“Company Right of First Refusal”) to purchase all or any portion of shares of Capital Stock now owned or subsequently acquired by or issued to Crestline after the date hereof that Crestline may propose to transfer in Proposed Transfer, at the same price and on the same terms and conditions as those offered to the Prospective Transferee.
