Amendment of the Collaboration Agreement Sample Clauses

Amendment of the Collaboration Agreement. The Parties hereby agree to amend the terms of the Collaboration Agreement as provided below, effective as of the First Amendment Effective Date. To the extent that the Collaboration Agreement is explicitly amended by this First Amendment, the terms of this First Amendment will control where the terms of the Collaboration Agreement are contrary to or conflict with the following provisions. Where the Collaboration Agreement is not explicitly amended, the terms of the Collaboration Agreement will remain in full force and effect. Capitalized terms used in this First Amendment that are not otherwise defined herein shall have the same meanings ascribed to them in the Collaboration Agreement. PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”). THE OMISSIONS HAVE BEEN INDICATED BY ASTERISKS (“***”), AND THE OMITTED TEXT HAS BEEN FILED SEPARATELY WITH THE COMMISSION.
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Amendment of the Collaboration Agreement. The Parties agree that the Collaboration Agreement is hereby amended in its entirety and restated by this Agreement as of and for the period following the Sequana Research Termination Date, except as otherwise expressly and specifically provided herein.
Sample 1
Amendment of the Collaboration Agreement. The following Sections of the Agreement are hereby amended as follows:
Sample 1
Amendment of the Collaboration Agreement. 2.1 [***] Milestone. Paragraph 7.7 of the Collaboration Agreement provides for achievement based Milestone payments to be made by GSK to Neurocrine based on Milestone Events for [***] for Collaboration Products. The Parties have agreed that the [***] will be assigned to [***] regardless of [***] are developed. Notwithstanding the foregoing, if an [***] other than [***] shall be the [***] to achieve [***], then that [***] shall earn the [***] and in addition the Milestone payments shall be [***] as follows: If the [***] to achieve [***] has earned Milestone payments under [***], then the Milestone payments already paid for [***] shall be [***] to the [***] amount (that is GSK shall pay an [***] in Milestone payments), [***] the 1 / 3 amount by which Milestone payments already paid for [***] the amount payable for the equivalent Milestones under [***]. Thereafter, [***] shall be assigned to the [***]. If the [***] to achieve [***] has earned Milestone payments under the [***] (understanding that the Milestone payment for [***] shall have been paid at [***], then the Milestone payments already paid for that [***] prior to [***] shall be [***] to the [***] amount (that is GSK shall pay an additional [***]), [***] the total amount by which Milestone payments already paid for [***] exceed the amount payable under [***] and by which Milestone payments already paid for [***] the amount payable under [***]. Thereafter, [***] shall be assigned to the [***] and [***] shall be assigned to the [***].
Sample 1
Amendment of the Collaboration Agreement. As reflected in Amendment No. 3 to the Collaboration Agreement (the “Third Amendment”), a true and correct copy of the fully executed version of which is attached hereto as Exhibit A, the Parties have amended the Collaboration Agreement to revise the exclusivity provision of Section 5.3, the royalty table in Section 6.4(a), the payment and reporting of royalties in Section 7.3, and management of the Parties’ relationship in Section 4. With respect to the interpretation of the Collaboration Agreement to the extent there is any conflict between this Agreement and the Third Amendment, the Third Amendment shall control. With respect to the interpretation of this Agreement, this Agreement will control.
Sample 1
Amendment of the Collaboration Agreement. The parties hereby agree to amend the terms of the Collaboration Agreement as provided below, effective as of the First Amendment Effective Date. To the extent that the Collaboration Agreement is explicitly amended by this First Amendment, the terms of this First Amendment will control where the terms of the Collaboration Agreement are contrary to or conflict with the following provisions. Where the Collaboration Agreement is not explicitly amended, the terms of the Collaboration Agreement will remain in full force and effect. Capitalized terms used in this First Amendment that are not otherwise defined herein shall have the same meanings as such terms have in the Collaboration Agreement.
Sample 1

Related to Amendment of the Collaboration Agreement

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Termination and Amendment of this Agreement This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment. This Agreement may be amended only if such amendment is approved (i) by Underwriter, (ii) either by action of the Board of Trustees of the Trust or at a meeting of the Shareholders of the Trust by the affirmative vote of a majority of the outstanding Shares, and (iii) by a majority of the Trustees of the Trust who are not interested persons of the Trust or of Underwriter by vote cast in person at a meeting called for the purpose of voting on such approval. Either the Trust or Underwriter may at any time terminate this Agreement on sixty (60) days' written notice delivered or mailed by registered mail, postage prepaid, to the other party.

  • DURATION, TERMINATION AND AMENDMENT OF THIS AGREEMENT This Agreement shall become effective on the date first above written and shall govern the relations between the parties hereto thereafter, and shall remain in force until December 29, 2002 on which date it will terminate unless its continuance after December 29, 2002 is "specifically approved at least annually" (i) by the vote of a majority of the Trustees of the Trust who are not "interested persons" of the Trust or of the Adviser at a meeting specifically called for the purpose of voting on such approval, and (ii) by the Board of Trustees of the Trust, or by "vote of a majority of the outstanding voting securities" of the Fund. This Agreement may be terminated at any time without the payment of any penalty by the Trustees or by "vote of a majority of the outstanding voting securities" of the Fund, or by the Adviser, in each case on not more than sixty days' nor less than thirty days' written notice to the other party. This Agreement shall automatically terminate in the event of its "assignment". This Agreement may be amended only if such amendment is approved by "vote of a majority of the outstanding voting securities" of the Fund.

  • Amendment of this Agreement No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought, and no amendment of this Agreement shall be effective until approved in a manner consistent with the 1940 Act and rules and regulations thereunder and any applicable SEC exemptive order therefrom.

  • Amendment of the Credit Agreement Effective as of the Amendment Effective Date (as defined below):

  • Amendment of the Agreement The Agreement is hereby amended as follows:

  • Amendment to Loan Agreement Subject to satisfaction of the conditions precedent set forth in Section 3 below, the Loan Agreement is hereby amended as follows:

  • Amendment to Forbearance Agreement As of the date hereof, Section 2(b) of the Forbearance Agreement shall be amended and restated in its entirety to read as follows:

  • AGREEMENT OF THE PARTIES The language used in this Agreement will be deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction will be applied against any party hereto. Neither Executive nor the Company shall be entitled to any presumption in connection with any determination made hereunder in connection with any arbitration, judicial or administrative proceeding relating to or arising under this Agreement.

  • Termination and Amendment of Agreement The Corporation and the Custodian mutually may agree from time to time in writing to amend, to add to, or to delete from any provision of this Agreement. The Custodian may terminate this Agreement by giving the Corporation ninety days' written notice of such termination by registered mail addressed to the Corporation at its principal place of business. The Corporation may terminate this Agreement at any time by written notice thereof delivered, together with a copy of the resolution of the Board of Directors authorizing such termination and certified by the Secretary of the Corporation, by registered mail to the Custodian. Upon such termination of this Agreement, assets of the Corporation held by the Custodian shall be delivered by the Custodian to a successor custodian, if one has been appointed by the Corporation, upon receipt by the Custodian of a copy of the resolution of the Board of Directors of the Corporation certified by the Secretary, showing appointment of the successor custodian, and provided that such successor custodian is a bank or trust company, organized under the laws of the United States or of any State of the United States, having not less than two million dollars aggregate capital, surplus and undivided profits. Upon the termination of this Agreement as a part of the transfer of assets, either to a successor custodian or otherwise, the Custodian will deliver securities held by it hereunder, when so authorized and directed by resolution of the Board of Directors of the Corporation, to a duly appointed agent of the successor custodian or to the appropriate transfer agents for transfer of registration and delivery as directed. Delivery of assets on termination of this Agreement shall be effected in a reasonable, expeditious and orderly manner; and in order to accomplish an orderly transition from the Custodian to the successor custodian, the Custodian shall continue to act as such under this Agreement as to assets in its possession or control. Termination as to each security shall become effective upon delivery to the successor custodian, its agent, or to a transfer agent for a specific security for the account of the successor custodian, and such delivery shall constitute effective delivery by the Custodian to the successor under this Agreement. In addition to the means of termination herein before authorized, this Agreement may be terminated at any time by the vote of a majority of the outstanding shares of the Corporation and after written notice of such action to the Custodian.

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