Accrued Rights; Survival. (a) Termination or expiration of this Agreement for any reason shall be without prejudice to any rights that shall have accrued to the benefit of a Party prior to such termination or expiration (including any amounts payable by either Party in accordance with the terms hereof with respect to periods prior to such termination or expiration), nor will expiration or 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 any breach of this Agreement.
Accrued Rights; Survival. The expiration or termination of this Agreement for any reason shall not release any Party from any liability or obligation that, at the time of such expiration or termination, has already accrued to any other Party or that is attributable to a period prior to such expiration or termination, nor will expiration or any termination of this Agreement preclude any Party from pursuing all rights and remedies it may have under this Agreement, or at law or in equity, with respect to breach of this Agreement. In the event of expiration or any termination of this Agreement, the following provisions of this Agreement shall survive such expiration or termination in accordance with their respective terms and conditions: Article 5, Article 7, Article 10 and Article 11, as well as Sections 2.3, 6.1, 6.2(a), 6.4, 9.3, 9.5 and 9.6.
Accrued Rights; Survival. Termination of this Agreement for any reason shall be without prejudice to any rights which shall have accrued to the benefit of either Party prior to such termination. Such termination shall not relieve either Party from obligations including those under the following provisions which shall survive termination of this Agreement, Sections 2.1(c) and (d), 3.6(b), (c), and (e), 4.7(d) and (d), 8, 9, 10.1, 11, 12.1, 12.8 and 12.17, or any other obligations which are expressly indicated to survive termination of this Agreement.”
Accrued Rights; Survival. The expiration or termination of this Agreement for any reason shall not release either Party from any liability or obligation that, at the time of such expiration or termination, has already accrued to the other Party or that is attributable to a period prior to such expiration or termination, nor will expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, or at law or in equity, with respect to breach of this Agreement. In the event of expiration or any termination of this Agreement, the following provisions of this Agreement shall survive such expiration or termination in accordance with their respective terms and conditions: Article I (Definitions); Section 2.1 (License Grant from Paragon) (upon expiration (but not termination) of this Agreement as set forth in Section 8.1 (Term)); Section 2.3 (Sublicenses) (with respect to any payments or other performance obligations prior to conversion (if any) to a direct license pursuant to Section 8.6); Section 2.4 (No Implied Licenses; Reservation of Rights); Section 4.1 (Milestone Payments) (with respect to any outstanding payment obligations incurred prior to the date of termination or expiration); Section 4.2 (Royalties) (with respect to any outstanding payments accrued prior to the effective date of termination); Section 4.4 (Payment Reports) (with respect to the last Calendar Quarter of the Term to the extent not already reported and any outstanding payment obligation with respect to any royalty payments accrued prior to the date of termination or expiration); Section 4.5 (Payment Method) to 4.9 (Blocked Currency) (for the duration of any outstanding payment obligations under this Agreement); Section 4.10 (Records; Inspection) (for the duration set forth therein); Section 5.1 (Ownership); Section 7.5 (Disclaimer of Warranties); Article VI (Protection of Confidential Information) (for the duration set forth therein); Section 8.5 (Effect of Termination of this Agreement); Section 8.6 (Survival of Sublicenses); Section 8.7 (Accrued Rights; Survival); Article IX (Indemnification); and Article X (Miscellaneous).
Accrued Rights; Survival. Except as expressly set forth in Section 10.4 or 10.5 or in this Section 10.6, upon expiration or any termination of this Agreement, all rights and obligations of the Parties under this Agreement shall terminate and be of no further force or effect. The expiration or termination of this Agreement for any reason shall not release either Party from any liability or obligation that, at the time of such expiration or termination, has already accrued to the other Party or that is attributable to a period prior to such expiration or termination, nor will expiration or any termination of this Agreement preclude either Party from pursuing all rights and remedies it may have under this Agreement, or at law or in equity, with respect to breach of this Agreement. In the event of expiration or any termination of this Agreement, the provisions of Sections 2.7, 2.8, 3.2, 3.4, 4.3, 4.4, 4.6, Sections 5.3 and 5.4 (solely with respect to any Batch of Biologic delivered prior to termination), Sections 10.4, 10.5 and 10.6, and in their entirety Articles 6, 7, 8, 9, 11 and 12 of this Agreement shall survive such expiration or termination in accordance with their respective terms and conditions. Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Exchange Act of 1933, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission.
Accrued Rights; Survival. Expiration or termination of this Agreement, for whatever reason, shall not affect any rights or obligations accrued by either party prior to the effective date of such expiration or termination. Except to the extent expressly provided otherwise in this Agreement, all of the parties’ rights and obligations under Section 1, 3.8 (last sentence only), 7.4, 7.5, 8.1, 8.2(a)(iii), 8.2(a)(iv), 9, 10.3, 11, 12.1, 12.2, 12.3, 12.4 and 13 shall survive any expiration or termination of this Agreement.
Accrued Rights; Survival. (a) Termination or expiration of this Agreement shall be without prejudice to any rights that shall have accrued to the benefit of a Party prior to such termination or expiration. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. §§ 200.80 (b)(4) AND 230.406
Accrued Rights; Survival. Expiration or termination of this Agreement shall not relieve the Parties of any obligation accruing prior to such expiration or termination. Any expiration or termination of this Agreement shall be without prejudice to the rights of either Party against the other accrued or accruing under this Agreement prior to expiration or termination, including the obligation to pay royalties for Product(s) or Compound sold prior to such expiration or termination. The provisions of Article 4 shall survive the expiration or termination of this Agreement and, other than Section 4.3, shall continue in effect for five (5) years, except trade secrets shall continue to be treated as confidential until no longer trade secrets. In addition, the provisions of Article 1, Article 8, Section 7.5, Section 9.1, Section 10.1, Section 10.4, Section 10.5, Section 10.6, Section 10.7 and Article 11 shall survive any expiration or termination of this Agreement.
Accrued Rights; Survival. Expiration or termination of this Agreement will be without prejudice to any rights which have accrued to the benefit of a Party prior to such expiration or termination. Without limiting the foregoing, Article 1 (Definitions), Article 2 (Assignment), Section 3.1.2 (MiNK License Grant to Agenus), Section 6.2 (Ownership of New Inventions), Section 6.3 (Assigned Patent Rights and Assigned Know-How), 6.4 (Prosecution of Licensed Patent Rights), 8.1 (Indemnification by Agenus), 8.2 (Indemnification by MiNK), 8.3 (Indemnification Procedures), 8.4 (Limitation of Liability), and 10.6 (Effects of Expiration or Termination), and Articles 9 (Confidentiality) and 12 (Miscellaneous) will survive any expiration or termination of this agreement.
Accrued Rights; Survival. Termination or expiration of this Agreement for any reason (i) will be without prejudice to any right or obligation which will have accrued prior to such termination or expiration, including damages arising from any breach under this Agreement and (ii) will leave unaffected, the following provisions which will survive any expiration or termination of this Agreement: Articles 1, 10, 13 (with respect to Third Party claims based on events occurring during the Term), 14, and Sections 8.11, 9.2, 11.7, this 11.8, 14 and 16.10.
