Common use of Accrued Rights; Surviving Obligations Clause in Contracts

Accrued Rights; Surviving Obligations. 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. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, (i) Section 10.9 and this Section 10.10 and Articles 7, 9 and 11 of this Agreement shall survive the termination or expiration of this Agreement for any reason, (ii) Sections 3.2.5, 3.3.1(a), 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, the second sentence of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 shall survive any termination of this Agreement other than a termination by Lightlake pursuant to Section 10.3 or Section 10.4 hereof or a termination by Adapt pursuant to Section 10.2 hereof, (iii) Sections 5.4 through 5.9 and Section 10.8.2 shall survive a termination by Adapt pursuant to Section 10.3 hereof, (iv) Article 5 shall survive a termination by Adapt pursuant to Section 10.5 hereof and (v) Sections 10.6, 10.7 and 10.8.1 shall survive any termination of this Agreement by Lightlake pursuant to Section 10.3 or Section 10.4 hereof. With respect to any Sections that survive in accordance with this Section 10.10, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions).

Appears in 4 contracts

Samples: License Agreement (Emergent BioSolutions Inc.), License Agreement (Opiant Pharmaceuticals, Inc.), License Agreement (Opiant Pharmaceuticals, Inc.)

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Accrued Rights; Surviving Obligations. 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. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, (i) Section 10.9 and this Section 10.10 and Articles 7, 9 and 11 of this Agreement shall survive the termination or expiration of this Agreement for any reason, (ii) Sections 3.2.5, 3.3.1(a), 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, the second sentence of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 shall survive any termination of this Agreement other than a termination by Lightlake pursuant to Section 10.3 or Section 10.4 hereof or a termination by Adapt pursuant to Section 10.2 hereof, (iii) Sections 5.4 through 5.9 and Section 10.8.2 shall survive a termination by Adapt pursuant to Section 10.3 hereof, (iv) Article 5 shall survive a termination by Adapt pursuant to Section 10.5 hereof and (v) Sections 10.6, 10.7 and 10.8.1 shall survive any termination of this Agreement by Lightlake pursuant to Section 10.3 or Section 10.4 hereof. With respect to any Sections that survive in accordance with this Section 10.10, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions).. IRS Employer Identification No. 40-0000000 Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”

Appears in 2 contracts

Samples: License Agreement (Lightlake Therapeutics Inc.), License Agreement (Lightlake Therapeutics Inc.)

Accrued Rights; Surviving Obligations. 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. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, (i) Section 10.9 8.6 and this Section 10.10 8.7 and Articles 75, 7 and 9 and 11 of this Agreement shall survive the termination or expiration of this Agreement for any reason, (ii) Sections 3.2.5, 3.3.1(a), 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, the second sentence of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 4.1 shall survive any termination of this Agreement other than a termination by Lightlake Lamina pursuant to Section 10.3 or Section 10.4 8.3 hereof or a termination by Adapt ALNE pursuant to Section 10.2 8.2 hereof, (iii) Sections 5.4 3.5 through 5.9 and Section 10.8.2 3.7 shall survive a termination by Adapt ALNE pursuant to Section 10.3 8.3 hereof, (iv) Article 5 3 shall survive a termination by Adapt ALNE pursuant to Section 10.5 8.4 hereof and (v) Sections 10.6, 10.7 and 10.8.1 Section 8.5 shall survive any termination of this Agreement by Lightlake Lamina pursuant to Section 10.3 or Section 10.4 8.3 hereof. With respect to any Sections that survive in accordance with this Section 10.108.8, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions).

Appears in 2 contracts

Samples: License Agreement (Point of Care Nano-Technology, Inc.), License Agreement (Alternative Energy & Environmental Solutions, Inc.)

Accrued Rights; Surviving Obligations. 11.6.1. 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. 11.6.2. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, Sections 2.1.1 through 2.1.3, 2.2, 2.3, 2.4, 3.10 (i) Section 10.9 in accordance with its terms), 6.3, 6.4, 6.5, 6.6, 6.7, 6.8, 11.2, 11.3 and 11.4, 11.5 and this Section 10.10 11.6 and Articles 1, 7, 9 8, 10 and 11 12 of this Agreement shall survive the termination or expiration of this Agreement for any reason. In addition, (iiA) Sections 3.2.5the provisions of Article 4 and Section 3.7 shall survive (a) until the end of the Initial Term following termination pursuant to Section 11.2.5, 3.3.1(a)and (b) for a period of [***] months following any other termination, 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, expiration or non-renewal pursuant to Section 11.1 or Section 11.2; (B) Section 6.1 shall survive according to the second sentence provisions of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 11.4; (C) Section 3.9 shall survive any according to the provisions of Section 11.4; (D) NeuroMetrix’s obligations under Section 2.5.2 shall survive until the later of (1) termination or expiration of this Agreement other than a and (2) the termination by Lightlake of any payment obligations of GSK pursuant to this Agreement; and (E) the provisions of Section 10.3 or Section 10.4 hereof or a termination by Adapt pursuant to Section 10.2 hereof, (iii) Sections 5.4 through 5.9 and Section 10.8.2 5.3 shall survive for a period of [***] years following the termination by Adapt pursuant to Section 10.3 hereof, (iv) Article 5 shall survive a termination by Adapt pursuant to Section 10.5 hereof and (v) Sections 10.6, 10.7 and 10.8.1 shall survive any termination or expiration of this Agreement by Lightlake pursuant to Section 10.3 or Section 10.4 hereof. With respect to any Sections that survive in accordance with this Section 10.10, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions)Agreement.

Appears in 1 contract

Samples: Development and Services Agreement (NeuroMetrix, Inc.)

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Accrued Rights; Surviving Obligations. 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. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, (i) Section 10.9 8.6 and this Section 10.10 8.7 and Articles 75, 7 and 9 and 11 of this Agreement shall survive the termination or expiration of this Agreement for any reason, (ii) Sections 3.2.5, 3.3.1(a), 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, the second sentence of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 4.1 shall survive any termination of this Agreement other than a termination by Lightlake ZEUS pursuant to Section 10.3 or Section 10.4 8.3 hereof or a termination by Adapt PCNT pursuant to Section 10.2 8.2 hereof, (iii) Sections 5.4 3.5 through 5.9 and Section 10.8.2 3.7 shall survive a termination by Adapt PCNT pursuant to Section 10.3 8.3 hereof, (iv) Article 5 3 shall survive a termination by Adapt PCNT pursuant to Section 10.5 8.4 hereof and (v) Sections 10.6, 10.7 and 10.8.1 Section 8.5 shall survive any termination of this Agreement by Lightlake ZXXX pursuant to Section 10.3 or Section 10.4 8.3 hereof. With respect to any Sections that survive in accordance with this Section 10.108.8, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions).

Appears in 1 contract

Samples: License Agreement (Point of Care Nano-Technology, Inc.)

Accrued Rights; Surviving Obligations. 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. Such termination or expiration shall not relieve a Party from obligations that are expressly indicated to survive the termination or expiration of this Agreement. Without limiting the foregoing, (i) Section 10.9 and this Section 10.10 and Articles 7, 9 and 11 of this Agreement shall survive the termination or expiration of this Agreement for any reason, (ii) Sections 3.2.5, 3.3.1(a), 3.3.3(a), 4.1, 4.3.1, 4.3.2, 6.2, 6.3.1, the second sentence of Section 6.4.2(a), Sections 6.4.3(a), 6.4.3(b), 6.5 and 6.6 shall survive any termination of this Agreement other than a termination by Lightlake pursuant to Section 10.3 or Section 10.4 hereof or a termination by Adapt pursuant to Section 10.2 hereof, (iii) Sections 5.4 through 5.9 and Section 10.8.2 shall survive a termination by Adapt pursuant to Section 10.3 hereof, (iv) Article 5 shall survive a termination by Adapt pursuant to Section 10.5 hereof and (v) Sections 10.6, 10.7 and 10.8.1 shall survive any termination of this Agreement by Lightlake pursuant to Section 10.3 or Section 10.4 hereof. With respect to any Sections that survive in accordance with this Section 10.10, the corresponding definitions shall appropriately survive (e.g. the definition of “Term” shall continue with respect to the above noted Sections and usage in other definitions).. ARTICLE 11

Appears in 1 contract

Samples: License Agreement

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