Accrued Obligations; Survival. The expiration or termination of this Agreement for any reason shall not release either Party from any liability that, at the time of such expiration or termination, has already accrued to such Party or that is attributable to a period prior to such termination, nor will any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. The following Articles and Sections will survive any expiration or termination of this Agreement: Sections 5.8, 10.2 (d) and (e), 10.3, 10.4, 10.5, 10.6, 12.3, 12.4, 12.5, and 12.6 and Articles 7, 8, 9, 11, 13, and 14.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either Party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, all terms and provisions of this Agreement which would reasonably be expected to survive expiration or termination shall so survive, including the Parties’ rights and obligations under Sections 4.12, 7.4, 7.5, 8.1, 8.2, 8.4, 8.6, 9.3, 9.4, 10.1, 10.3(b), 10.5(d), 10.6, 11.5, 11.6, 11.7, 11.8 and 11.9 and Articles 12, 13 and 14 of this Agreement shall survive expiration or any termination of this Agreement.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either Party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, the Parties’ rights and obligations under Sections 6.1, 6.2, 6.3, 6.6, 7.7, 8.1, 8.2(c), 8.3(b), 8.5(b), 9.5, 9.6, 9.7 and 9.8 and Articles 5, 10, 11 and 12 of this Agreement shall survive expiration or any termination of this Agreement.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, the parties’ rights and obligations under Sections 2.9 (Effect of Expiration of Option Without Exercise), 3.4 (Acknowledgment Regarding Arsanis Derived Antibodies), 3.8 (Acknowledgment of Foundation Rights), 4.4 (Quarterly Payment Timings) through 4.11 (Late Payments) (with respect to payment obligations outstanding or having accrued as the effective date of termination or expiration), 5.1 (Ownership and Inventorship), 5.2 (Assignment), 6.1 (General Confidentiality Obligations), 6.2 (Exclusions from Nondisclosure Obligation), 6.3 (Authorized Disclosures), 6.4 (Terms of Agreement), 6.5 (Return of Confidential Information), 6.7 (Certain Data), 7.3 (Disclaimer of Warranties), 7.4 (Limitation of Liability), 9.4 (Commitments Regarding RSV Antibodies), 9.5 (Effect of Expiration or Termination) and 9.6 (Accrued Obligations; Survival), and Articles 1 (Definitions), 8 (Indemnification) and 10 (Miscellaneous) shall survive any expiration or termination of this Agreement.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either Party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, the Parties’ rights and obligations under [***] shall survive expiration or any termination of this Agreement.
Accrued Obligations; Survival. Termination or expiration of this Agreement after the assignment pursuant to Section 2.3 becomes effective shall not release a Party from any liability or obligation that already has accrued prior to such expiration or termination, nor affect the survival of any provision hereto to the extent it is expressly stated to survive such termination. The following provisions shall survive any expiration or termination of this Agreement that occurs after the assignment pursuant to Section 2.3 becomes effective for a period of time specified therein, or if not specified, then they shall survive indefinitely: Articles 1, 5.2, 7, 9, 11, and 12, and Sections 6.2(c) and 10.3.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, the parties’ rights and obligations under Sections 3.2 (with respect to the Arcus License only and not if this Agreement is terminated by TAIHO pursuant to Section 10.2(a) or 10.2(b); and in any event, such survival of the Arcus License shall apply only to the Taiho Technology generated prior to the effective date of termination or expiration, as the case may be and the foregoing survival of the Arcus License shall not limit the terms of Section 10.3(b)(v) above), 3.3(d) (to the extent necessary for Arcus to exercise its rights under the first sentence of this Section 10.4), 3.4(b) (with respect to [***] corresponding to the surviving rights and/or obligations under this Agreement), 3.6, 4.8 (with respect to any surviving rights and/or obligations under any CMO Supply Agreement or supplemental agreement entered into pursuant to Section 4.8(b)(iii)), 4.11 (with respect to any legally required continuing exchange of safety-related data under a PV Agreement), 6.1-6.3 (with respect to payment obligations accruing prior to, but not yet paid as of, the effective date of termination), 6.4 (for a period of [***] years from the end of the calendar year in which termination or expiration occurs), 6.5, 7.1, 7.2, 7.3, 7.6, 8.2 (but only with respect to the introductory language preceding Section 8.2(a) and the entirety of Section 8.2(c) and Section 8.2(d) to the extent necessary for the prosecution and maintenance of Joint Patents under Section 8.2(c)), 8.4 (with respect to Joint Patents or Arcus Patents or TAIHO Patents, as the case may be, to which the other party retains a license following the effective date of such expiration or termination, as applicable), 8.5 (with respect to infringement action initiated prior to the effective date of termination), 9.8, 9.9, 11.1, 11.2, 11.3, and Articles 1 (to the extent required to interpret or enforce other surviving rights and/or obligations), 5 (with respect to payment obligations accruing prior to, but not yet paid as of, the effective date of termination), 10, 12, and 13 of this Agreement shall survive expiration or any termination of...
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either Party of any obligation or liability accruing prior to such expiration or termination, nor shall expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition to any provision that explicitly indicates herein that it shall survive termination/expiration,
(i) Sections 1, 2.1(e), 3.3, 3.5, 3.6, 4.2(c), 4.2(d), 4.3, 6.6, 6.7, 6.8, 6.9, 6.10, 8, 9.4, 9.5, 9.6, 10, 12.6 (if applicable), 12.7 (if applicable), 12.8, and 13 shall survive the expiration of this Agreement in its entirety or in part;
(ii) Sections 2, 3.1, 3.2, 4, 5, 6, 9.4(a) (with respect to Telix), 9.4(c), 11.2(a), 11.2(c), 11.3 (with respect to Sections 11.2(a) and 11.2(c)), 11.4(a), 11.4(c), 11.5(a), 11.5(c), 11.6, 11.7(a), 12.1, 12.3, 12.5(a), 12.5(b), 12.5(c), 12.5(e), 12.5(t), 12.6, and 12.7 (if applicable) shall survive any termination of this Agreement subject to Section 12.6 prior to the termination of this Agreement in its entirety; and
(iii) Sections 3.4, 4.l(b), 4.2(a), 4.2(b), 7, 9.1, 9.2, 9.4(a), 9.4(b), 9.4(d), 11.2(b), 11.4(c)(i), 11.4(c)(ii)(2), 11.4(c)(ii)(3), 11.4(c)(iii)(2), 11.4(c)(iii)(3), 11.4(c)(iv), 11.4(c)(v), 11.4(c)(vi), 11.4(c)(vii), 11.5(b), 11.5(c), 11.6, 11.7(b), 12.1, 12.3, 12.5(a), 12.5(b), 12.5(d), 12.5(e), 12.5(t), 12.6 (if applicable), and 12.7 shall survive any termination of this Agreement subject to Section 12.7 prior to the termination of this Agreement in its entirety.
Accrued Obligations; Survival. Termination or expiration of this Agreement for any reason prior to the assignment pursuant to Section 2.3 becoming effective upon Transfer Date shall not release a Party from any liability or obligation that already has accrued prior to such expiration or termination, nor affect the survival of any provision hereto to the extent it is expressly stated to survive such termination. Any payments under Sections 4.1 and 4.2 that have accrued prior to such expiration or termination shall be payable by Avedro. For clarity, any payments under Section 4.2 that have not accrued prior to such expiration or termination shall not be due or payable by Avedro. The following provisions shall survive any expiration or termination of this Agreement that occurs prior to the assignment pursuant to Section 2.3 becoming effective upon Transfer Date for a period of time specified therein, or if not specified, then they shall survive indefinitely: Articles 1, 7, 9, 11, and 12, and Sections 10.2.
Accrued Obligations; Survival. Neither expiration nor any termination of this Agreement shall relieve either party of any obligation or liability accruing prior to such expiration or termination, including any obligation to make payments hereunder, nor shall expiration or any termination of this Agreement preclude either party from pursuing all rights and remedies it may have under this Agreement, at law or in equity, with respect to breach of this Agreement. In addition, the parties’ rights and obligations under Sections 2.7, 5.4, 6.1, 6.2, 6.3, 6.4, 6.5, 6.6, 6.7(a), 7.3, 7.4, 8.2 and 8.3, and Articles 1, 3 (for payments owed to SCMM hereunder) and 9, of this Agreement shall survive expiration or any termination of this Agreement.
