Biorex Sample Clauses

Biorex. Subject to Salix's compliance with its; obligations set ------ forth in Section 14.3, Biorex agrees to indemnify and hold Salix, its Affiliates, and licensees and their employees and agents harmless from and against any Liabilities suffered or incurred in connection with third party claims for personal injuries or any product recall to the extent caused by: (a) any failure to test for or provide adequate warnings of adverse side effects to the extent such failure arises out of acts or omissions in connection with Biorex's preclinical or clinical testing obligations hereunder, (b) any manufacturing defect in any Product or other material manufactured by Biorex or its sublicensees or subcontractors, or (c) any other act or omission (without regard to culpable conduct) of Biorex. or its sublicensees or subcontractors in connection with the activities contemplated under this Agreement, except to the extent such Liabilities resulted from negligence, recklessness or intentional misconduct of Salix. Notwithstanding the foregoing, Biorex shall not be obligated to indemnify Salix with respect to Liabilities incurred in the course of human clinical trials conducted by Salix (itself or through subcontractors), or with respect to Liabilities resulting from the use of Products supplied by Biorex as clinical trials materials for use in such clinical trials.
AutoNDA by SimpleDocs
Biorex is the sole legal owner of the Patents listed in Schedule 1; and
Biorex shall keep Astra informed of the conduct and progress of such action but shall be entitled to conduct, pursue and settle such action in such manner as it shall reasonably consider appropriate and to retain any damages awarded against any such infringer; In the event that such infringement shall continue and Biorex shall fail to take or procure any action to prevent any continued infringement (for the avoidance of doubt, any such failure on the part of Biorex shall not constitute a breach of this Agreement) Astra may (in its sole discretion) at its sole expense initiate and pursue such action as it considers appropriate to prevent any continued infringement Provided Further That:
Biorex. Glycyx and its Sublicensees shall at the expense of Glycyx execute such instruments and trade xxxx user agreements as are necessary to enable Glycyx to exercise its rights under Clause 6.3.1 and to satisfy the requirements of national trade xxxx xxxx in respect of trade xxxx user agreements.
Biorex. Subject to Glycyx's compliance with its obligations set forth ------ in Clause 14.3, Biorex agrees to indemnify and hold Glycyx, its Affiliates, and Sublicensees and their employees and agents harmless from and against any Liabilities suffered or incurred in connection with third party claims for personal injuries or any Product recall to the extent caused by: 14.2.1 any failure to test for or provide adequate warnings of adverse side effects to the extent such failure arises out of acts or omissions in connection with Biorex's clinical testing obligations hereunder; 14.2.2 any manufacturing defect in any Product or other material manufactured by Biorex or its subcontractors; or 14.2.3 any other act or omission (without regard to culpable conduct) of Biorex or its subcontractors in connection with the activities contemplated under this Agreement, except to the extent such Liabilities resulted from negligence, recklessness or intentional misconduct of Glycyx or its Affiliates, sublicensees or subcontractors. Notwithstanding the foregoing, Biorex shall not be obligated to indemnify Glycyx or its Affiliates, Sublicensees or subcontractors with respect to Liabilities incurred in the course of human clinical trials conducted by Glycyx (itself or through subcontractors), or with respect to Liabilities resulting from the use of Products supplied by Biorex as clinical trials materials for use in such clinical trials.

Related to Biorex

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • Digital Health The HSP agrees to: (a) assist the LHIN to implement provincial Digital Health priorities for 2017-18 and thereafter in accordance with the Accountability Agreement, as may be amended or replaced from time to time; (b) comply with any technical and information management standards, including those related to data, architecture, technology, privacy and security set for health service providers by MOHLTC or the LHIN within the timeframes set by MOHLTC or the LHIN as the case may be; (c) implement and use the approved provincial Digital Health solutions identified in the LHIN Digital Health plan; (d) implement technology solutions that are compatible or interoperable with the provincial blueprint and with the LHIN Cluster Digital Health plan; and (e) include in its annual Planning Submissions, plans for achieving Digital Health priority initiatives.

  • WSIB & LTD An Employee who is receiving benefits under the Workplace Safety and Insurance Act, or under an LTD plan, is not entitled to benefits under a school board’s sick leave and short-term disability plan for the same condition unless the employee is on a graduated return to work program then WSIB/LTD remains the first payor. For clarity, where an employee is receiving partial benefits under WSIB/LTD, they may be entitled to receive benefits under the sick leave plan, subject to the circumstances of the specific situation. During the interim period from the date of the injury/incident or illness to the date of the approval by the WSIB/LTD of the claim, the employee may access sick leave and short-term leave and disability coverage. A reconciliation of sick leave deductions made and payments provided, will be undertaken by the school board once the WSIB/LTD has adjudicated and approved the claim. In the event that the WSIB/LTD does not approve the claim, the school board shall deal with the absence consistent with the terms of the sick leave and short-term leave and disability plans.

  • Holdings Holdings shall not engage in any material operating or business activities; provided that the following and any activities incidental thereto shall be permitted in any event: (1) its ownership of the Equity Interests of the Borrower and its other Subsidiaries, including receipt and payment of Restricted Payments and other amounts in respect of Equity Interests, (2) the maintenance of its legal existence (including the ability to incur and pay, as applicable, fees, costs and expenses and Taxes relating to such maintenance) and the payment of any tax distributions pursuant to Section 7.05(2)(n)(ii)), (3) the performance of its obligations with respect to the Transactions, the Acquisition Agreement, the Loan Documents and any other documents governing Indebtedness permitted hereby, (4) any public offering of its common equity or any other issuance, registration or sale of its Equity Interests, (5) financing activities, including the issuance of securities, incurrence of debt, receipt and payment of dividends and distributions, making contributions to the capital of its Subsidiaries and guaranteeing the obligations of the Borrower and its other Subsidiaries, (6) if applicable, participating in Tax, accounting and other administrative matters on behalf of itself or as a member of any Tax Group and the provision of administrative and advisory services (including treasury and insurance services) to its Subsidiaries of a type customarily provided by a holding company to its Subsidiaries, (7) holding any cash or property (but not operate any property), (8) providing indemnification to officers and directors, (9) merging, amalgamating or consolidating with or into any Person (in compliance with Section 7.03), (10) repurchases of Indebtedness through open market purchases and Dutch auctions, (11) activities incidental to Permitted Acquisitions or similar Investments consummated by the Borrower and the Restricted Subsidiaries, including the formation of acquisition vehicle entities and intercompany loans and/or Investments incidental to such Permitted Acquisitions or similar Investments, (12) any transaction with the Borrower and/or any Restricted Subsidiary to the extent expressly permitted under this Article VII, and (13) any activities incidental or reasonably related to the foregoing.

  • API If the Software offers integration capabilities via an API, your use of the API may be subject to additional costs or Sage specific policies and terms and conditions (which shall prevail in relation to your use of the API). You may not access or use the API in any way that could cause damage to us or the Software, or in contravention of any applicable laws. We reserve the right in our sole discretion, to: (i) update any API from time to time; (ii) place limitations around your use of any API; and (iii) deny you access to any API in the event of misuse by you or to otherwise protect our legitimate interests.

  • Celsius 43 cents per hour extra; in excess of 54 Celsius 58 cents per hour extra. Where work continues for more than two hours in temperatures exceeding 54 Celsius, employees shall be entitled to 20 minutes rest after every two hours work without deduction of pay. The temperature shall be determined by the supervisor after consultation with the employees who claim the extra rate.

  • Major Medical Program provides benefits after basic coverage is exhausted, and for medical office visits, ambulance care and durable equipment. Deductible $100 per individual, $300/family Coinsurance 80/20 Stop Loss $2,000 per individual Outpatient Psychiatric Per State Mandate

  • WHEXXXX xs xxxx of a plan of reorganization, RESTART PARTNERS V, L.P., a Delaware Limited Partnership ("Restart V"), may acquire an ownership interest in Elsinore Corporation ("Elsinore") or the Four Queens, Inc. ("FQI");

  • Newco Prior to the Effective Time, Newco shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than the minimum amount of cash required to be paid to Newco for the valid issuance of its stock to the Parent).

  • Diagnostic Services All necessary procedures to assist the dentist in evaluating the existing conditions to determine the required dental treatment, including: Oral examinations Consultations

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!