Assistance in Case of Termination Sample Clauses

Assistance in Case of Termination. Without prior written consent from Licensee, BioLine shall not terminate the supply of the Licensed Product to Licensee except in cases of a Licensee’s Material Breach which has not been cured within [***] days after receiving a notice for rectification from BioLine. In case BioLine terminates the supply of the Licensed Product to Licensee with Licensee’s prior written consent, BioLine will use its commercially reasonable efforts to assist Licensee or its designated third party, with its negotiations for a direct contract manufacturing agreement with BioLine’s Manufacturer regarding the manufacture and supply of Licensed Product for the Territory. In the case that such direct agreement with BioLine’s Manufacturer is not feasible or Licensee or such third party elects not to enter into such agreement, BioLine shall continue to supply the Licensed Product required by Licensee and its Affiliates in accordance with the terms of this Agreement, until Licensee or such third party is able to Manufacture the Licensed Product in sufficient quantities and to the extent of complete substitution of the supply and such period of supply shall be reasonable (the “Transition Period”). BioLine shall cooperate with Licensee to find a new supplier and provide reasonable assistance to Licensee, for Licensee to be able to Manufacture the Licensed Product within such Transition Period and/or assist Licensee or its Affiliates, as the case may be, to enable it to Manufacture the Licensed Product within such Transition Period. Licensee shall have the right to directly contact and purchase the Licensed Product outside the Territory from such new supplier solely for the supply of the Licensed Product into the market in the Territory. 5.5.7. BioLine shall ensure that the Licensed Products Manufactured and Commercialized by BioLine in the United States or other countries outside the Territory for supply to Licensee for use within the Territory comply with all Applicable Laws (including without limitation, relevant requirements like GMP raised by FDA or EMA) and, can be normally merchantable and supplied to Licensee for its performance of the rights as granted in Section 2.2 (License Grant).
Sample 1
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Assistance in Case of Termination. In case Sublicensor terminates the supply of the Sublicensed Product to Sublicensee, Sublicensor will do Commercially Reasonable Efforts to transfer and assign the contract manufacturing agreement with Sublicensor’s contract manufacturer for the Sublicensed Product to Sublicensee. In the case that such transfer/assignment is not feasible or Sublicensee elects not to accept the transfer/assignment, Sublicensor shall give a reasonable assistance, excluding however financial assistance, for the technology transfer to Sublicensee or a Third Party designated by Sublicensee, and Sublicensor shall continue to supply the Sublicensed Product required by Sublicensee and its Affiliates, until Sublicensee or such Third Party is able to manufacture the Sublicensed Product in sufficient quantities and to the extent of complete substitution of the supply and such period of supply shall be reasonable (the "Transition Period"). Sublicensor shall cooperate with Sublicensee to find a new supplier and make it be able to manufacture the Sublicensed Product within such Transition Period and/or assist Sublicensee or its Affiliates, as the case may be, to make it be able to manufacture the Sublicensed Product within such Transition Period. Sublicensee shall have the right to directly contact and purchase the Sublicensed Product outside the Territory from such new supplier. If Sublicensor terminates the supply of the Sublicensed Product, the Parties will negotiate the execution of an amendment to this Agreement. Sections 11.1 to 0 shall not apply as of the end of the Transition Period.
Sample 1

Related to Assistance in Case of Termination

  • Notice of Termination Date of Termination (a) Any termination of the Executive's employment by the Company or the Executive shall be communicated by written Notice of Termination to the other party thereto. For purposes of this Agreement, a "

  • Notice of Termination of Employment Except where local law prohibits enforcement or you resign for Good Reason under the terms of the Plan, you agree that if you voluntarily resign you will give at least six months’ written notice to the Company of your voluntary Termination, which may be working notice or non-working notice at the Company’s sole discretion and which notice period is waivable by the Company at the Company’s sole discretion. This notice period provision supersedes any conflicting notice period provision contained in the award agreements governing your prior long-term incentive awards awarded under the Plan. [SECTION 6 TO BE INSERTED AT DISCRETION OF THE COMMITTEE OR ITS DELEGATE]

  • Effective Date of Termination Executive’s employment will terminate on the 30th day after Executive gives written notice to the Company stating that Executive is resigning his employment with the Company for any reason other than Good Reason, unless the Company waives in writing all or part of this notice period (in which case the termination of employment is effective as of the date of the waiver).

  • Expenses of Termination The Servicer shall promptly reimburse the Master Servicer (or any designee of the Master Servicer), the Trustee and the Depositor for all reasonable expenses incurred by the Master Servicer (or such designee), the Trustee or the Depositor, as such are incurred, in connection with the termination of the Servicer as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer. The provisions of this paragraph shall not limit whatever rights the Master Servicer, the Trustee or the Depositor may have under other provisions of this Agreement or otherwise, whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

  • Notice and Date of Termination (a) Any termination of the Executive’s employment by the Company or by the Executive shall be communicated by a written notice of termination to the other party (the “Notice of Termination”). Where applicable, the Notice of Termination shall indicate the specific termination provision in this Agreement relied upon and shall set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated. Unless the Board or a committee thereof, in writing, provides a longer notice period, a Notice of Termination by the Executive alleging a termination for Good Reason must be made within one hundred eighty (180) days of the act or failure to act that the Executive alleges to constitute Good Reason.

  • Events of Termination Subject to Section 6.4 below, this Agreement will terminate as to a Fund:

  • TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION (a) The Term of Employment may be terminated by the Company at any time:

  • Notice; Effective Date of Termination (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of:

  • Compensation in the Event of Termination In the event that the Executive’s employment hereunder terminates prior to the expiration of this Agreement for any reason provided in Section 5 hereof, the Company shall pay the Executive, compensation and provide the Executive and the Executive’s eligible dependents with benefits as follows:

  • Consequences of Termination of Employment The consequences of the Holder’s termination of employment during the Performance Cycle and before a Change in Control shall be as follows:

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