Amendments to the License Agreement. 1Section 1.16 of the License Agreement shall be amended and restated as follows:
Amendments to the License Agreement. The following sections of the License Agreement shall be replaced by the designated amended sections.
Amendments to the License Agreement. 2.1. We may occasionally update this license agreement, for example, to comply with changes in the current legislation of Ukraine or to take into account new products, services or programs that we can offer, or for any other reasons.
2.2. We may amend this License Agreement at any time by notifying you of the changes the next time the Application is launched. New conditions may appear on the screen, and you may need to read and accept them in order to continue using the Application.
2.3. We will not send a copy of the license agreement regarding your use of the Application. A link to the version of the current version of this License Agreement remains available in the Application.
Amendments to the License Agreement. The Parties acknowledge and agree that the License Agreement is hereby, as of the Effective Date of the Manufacturing Rights Agreement, amended as follows:
Section 1. 5 of the License Agreement is hereby restated in its entirety as follows:
Amendments to the License Agreement. The Parties agree to amend the License Agreement as follows:
(a) Section 1.73 (Net Sales) is amended by deleting clause (g) of such Section in its entirety.
(b) Section 1.104 (Supply Disruption) is deleted in its entirety.
(c) The following definitions are added to the License Agreement: “[***]” has the meaning set forth in Section 5.6(b).
Amendments to the License Agreement. (a) With effect from the date of this Stand-by License Agreement, the License Agreement shall be deemed amended as follows:
(i) article 1.1: shall read “‘University Technology’ shall mean that part of the Technology that is owned by the University pursuant to that certain Ownership Agreement dated as of the Effective Date, and including any Biological Material Inventions to the extent that the University has acquired any such rights under article 3.3 or will acquire any such rights under article 3.4 (if a license agreement is executed pursuant to such article) of a Material Transfer Agreement.”
(ii) sub-article 4.1(d) shall be deleted in its entirety;
(iii) article 4.2 (second sentence): shall read “The Company shall, and it shall require and cause any assignees or Sublicensees to, substantially manufacture Licensed Products, or any portion thereof that embodies or is produced through use of an invention which is subject to the rights of the Federal Government of the United States of America, in the United States if the Licensed Product or portion thereof that embodies or is produced through use of an invention which is subject to the rights of the Federal Government of the United States of America, is to be sold in the United States unless the Company is granted a waiver of these restrictions by the United States of America”.
(iv) article 3.4 (addition after article 3.3): shall read “In respect of a Biological Material Invention, the University shall within ten (10) days, following disclosure by an Institution, determine whether or not it will exercise its Option as defined under the Material Transfer Agreement. If it decides not to exercise the Option it shall notify the Company and at the request of the Company will assign the Option free of charge before expiry of the Option Period”
(v) article 3.5 (addition after article 3.4): shall read “If neither the University nor the Company decide to exercise the Option in respect of a Biological Material Invention and the University, having been notified by the Institution of its intention to grant a third party license, will within ten (10) days notify the Company if it elects not to exercise its right of refusal and will immediately assign the right free of charge to the Company within the notice period.”
(vi) article 5.1.6 (addition after article 5.1.5): shall read ”Minimum Royalties. Commencing in 2010, the Company shall pay to the University annual minimum royalties of [$*] per calendar year payable upon i...
Amendments to the License Agreement. Section 1.1 of the License Agreement shall be deleted and replaced with the following:
Amendments to the License Agreement. 1.1. Section 1.11 (g) of the License Agreement shall be amended and restated as follows: “non-public information in relation to the Licensed Patent Rights, Licensed Know-How or Developments.”
1.2. Section 1.12 of the License Agreement shall be amended and restated as follows:
Amendments to the License Agreement. As a result of the Grant Back of Rights to the Licensor, the Parties agree to amend the License Agreement as follows:
(a) The following Sections are repealed in their entirety: 1.1.11 (Development Plan Definition), 1.1.32 (Optional Plasma Proteins), 1.1.33 (Optional Product), 1.1.48 (Substitute Product Definition), 2.1(iii), 2.1 (c), 2.1 (d) (Licensor’s grant), 2.3 (Licensee’s Option), 6.1 (Payments), 6.5 (Substitution of Product), 8.1 (b) (Financial Records), 8.2 (Inspection Right), 14.3 (Survival of Certain Rights and Obligations);
(b) Section 1.1.36 (Definition of Plasma Proteins) of the License Agreement is hereby repealed in its entirety and replaced by the following:
Amendments to the License Agreement. As of the Amendment #2 Effective Date, the License Agreement is hereby amended or modified as follows:
1.1 The first paragraph of Section 3.3 of the License Agreement is hereby deleted and replaced in its entirety as follows: “Assembly may grant Sublicenses to non-Affiliate third parties under this Agreement. Only Assembly, and not its Affiliates, is permitted to grant Sublicenses. Notwithstanding the foregoing, Sublicensees may grant sub-sublicenses (through multiple tiers) under the Agreement solely: (i) to their Affiliates, provided that any such sub-sublicenses shall automatically terminate if the sub-sublicensee party thereto ceases to be an Affiliate of the Sublicensee; (ii) subject to the terms of the Sublicense, to contract research organizations, distributors and other third party subcontractors for the sole purpose of performing Sublicensee’s obligations under the Sublicense; and (iii) to any other third party subject to IURTC’s prior written consent, not to be unreasonably withheld, conditioned or delayed.”
1.2 Section 3.3.4 of the License Agreement is hereby deleted and replaced in its entirety as follows: “Assembly agrees to be fully responsible for the performance of its Sublicensees hereunder and any sub-sublicensees under any sub-sublicenses granted by Sublicensee. Any act or omission by a Sublicensee or sub-sublicensee that would be a breach of this Agreement if imputed to Assembly will be deemed to be a breach by Assembly of this Agreement.”
1.3 Section 6.1.1 of the License Agreement is deleted and replaced in its entirety as follows: “Checks will be sent to: Indiana University Research and Technology Corporation Attn: Innovation and Commercialization Xxxxxx 000 Xxxxxxx Xxxxxx Xxxxxxxxxxxx, XX 00000 The IURTC Agreement No. 2014-0134 (formerly ASP- 0313 BB) and purpose of the payment will be included with the check.”
1.4 Section 15 of the License Agreement is hereby modified to replace IURTC’s notice address as follows:
