Biotherapies Sample Clauses

Biotherapies. In addition to the Capital Contributions described in Section 4.1 of this Agreement, Biotherapies covenants and agrees that it will, as long as Biotherapies remains a Member of the Company: (a) Promptly notify BioLabs in writing of any opportunities for the development or commercialization of any Additional Product with an intention that should BioLabs be interested, the Members may negotiate a mutually agreed new alliance or similar arrangement with respect to such Additional Product; (b) Use reasonable commercial efforts to sA approval from the shareholders of Biotherapies for the immediate appointment of Dr. Xxx Xxxxx, or one other BioLabs nominee reasonably acceptable to Biotheraples, to the board of directors of Biotherapies; (c) Take any and all actions reasonably necessary to cause each of the representations and warranties made by it under this Agreement, including without limitation, the representations and warranties set forth in Article XIV of this Agreement, to remain true during the ten-n of this Agreement; (d) Continue to take such action and make such payments as are necessary at its own expense to maintain the License and all other Proprietary Information relevant to the Marnmastatin Serum Assay that it holds, if any, in good standing; (e) Use its best efforts to obtain, within 60 days of the Effective Date, an opinion from Biotherapies' intellectual property attorney as to the validity and exclusivity of the License and such other matters requested by the attorney for BioLabs, in a form satisfactory to BioLabs' attorney acting reasonably (this requirement is declared to be for the exclusive benefit of BioLabs); (f) Obtain directors and officers liability insurance with a minimum of $2,000,000 in coverage for Dr. Xxx Xxxxx in connection with his director capacity at Blothereapies; and (g) From the Effective Date through December 17, 1998, Biotherapies shall give to BioLabs written notice of a proposed sale or disposition of any shares of stock of Biotherapies the main purpose of which is to fund the development, manufacture, marketing or sale of any Additional Product, which notice (the "Financing Notice") shall contain the following: (i) a certificate on the part of Biotherapies stating that a bona fide offer has been received by Biotherapies or that Biotherapies intends to offer its stock for sale to any Person; (ii) the number or amount of Biotherapies' stock which is subject to the offer (the "Offered Stock"); (iii) the name of the Pers...
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Biotherapies may administer the filing, prosecution and maintenance of T 'censed Patents, including fore4gn filings and Patent Coooeration Treaty filings, provided that: (i) all such filing, prosecution and maintenance shall be at BIOTHERAPIES's sole expense, and BIOTHERAPIES shall directly pay all associated third party fees, including attorney fees and patent office fees; (ii) MICHIGAN shall have the right to review and comment upon all aspects of such filing, prosecution and maintenance, and BIOTHERAPIES shall provide MICHIGAN with copies of all documen--s relating thereto -n sufficient time to allow such review and comment by MICHIGAN, and BIOTHERAPIES shall otherwise endeavor to provide MICHIGAN with a meaningFul opportunity to participate fully in a--, aspects of such filing, prosecution and maintenance; and (iii) all such filing, prosecution and maintenance shall be handled through an agent or attorney engaged by BIOTHERA-PIES (and acknowledging BIOTHERAPIES as the sole Party responsible for expenses) , reasonably accept- able to MICHIGAN, which agent or attorney shall be required to treat BIOTHERAPIES and MICHIGAN as its joint cl-ient in such Atters.
Biotherapies intends to Implement an employee stock option plan setting aside a total of 5% of the total outstanding shares of Biotheraples for the employees.

Related to Biotherapies

  • Speech Therapy This plan covers speech therapy services when provided by a qualified licensed • loss of speech or communication function; or • impairment as a result of an acute illness or injury, or an acute exacerbation of a chronic disease. Speech therapy services must relate to: • performing basic functional communication; or • assessing or treating swallowing dysfunction. See Autism Services when speech therapy services are rendered as part of the treatment of autism spectrum disorder. The amount you pay and any benefit limit will be the same whether the services are provided for habilitative or rehabilitative purposes.

  • Radiation Therapy/Chemotherapy Services This plan covers chemotherapy and radiation services. This plan covers respiratory therapy services. When respiratory services are provided in your home, as part of a home care program, durable medical equipment, supplies, and oxygen are covered as a durable medical equipment service.

  • Hepatitis B Vaccine Where the Hospital identifies high risk areas where employees are exposed to Hepatitis B, the Hospital will provide, at no cost to the employees, a Hepatitis B vaccine.

  • Anesthesia Services This plan covers general and local anesthesia services received from an anesthesiologist when the surgical procedure is a covered healthcare service. This plan covers office visits or office consultations with an anesthesiologist when provided prior to a scheduled covered surgical procedure.

  • Diagnostic procedures to aid the Provider in determining required dental treatment.

  • Prosthodontics We Cover prosthodontic services as follows:

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

  • Influenza Vaccine Upon recommendation of the Medical Officer of Health, all employees shall be required, on an annual basis to be vaccinated and or to take antiviral medication for influenza. If the costs of such medication are not covered by some other sources, the Employer will pay the cost for such medication. If the employee fails to take the required medication, she may be placed on an unpaid leave of absence during any influenza outbreak in the home until such time as the employee has been cleared by the public health or the Employer to return to the work environment. The only exception to this would be employees for whom taking the medication will result in the employee being physically ill to the extent that she cannot attend work. Upon written direction from the employee’s physician of such medical condition in consultation with the Employer’s physician, (if requested), the employee will be permitted to access their sick bank, if any, during any outbreak period. If there is a dispute between the physicians, the employee will be placed on unpaid leave. If the employee gets sick as a reaction to the drug and applies for WSIB the Employer will not oppose the application. If an employee is pregnant and her physician believes the pregnancy could be in jeopardy as a result of the influenza inoculation and/or the antiviral medication she shall be eligible for sick leave in circumstances where she is not allowed to attend at work as a result of an outbreak. This clause shall be interpreted in a manner consistent with the Ontario Human Rights Code.

  • Clinical Management for Behavioral Health Services (CMBHS) System 1. request access to CMBHS via the CMBHS Helpline at (000) 000-0000. 2. use the CMBHS time frames specified by System Agency. 3. use System Agency-specified functionality of the CMBHS in its entirety. 4. submit all bills and reports to System Agency through the CMBHS, unless otherwise instructed.

  • Orthodontics We Cover orthodontics used to help restore oral structures to health and function and to treat serious medical conditions such as: cleft palate and cleft lip; maxillary/mandibular micrognathia (underdeveloped upper or lower jaw); extreme mandibular prognathism; severe asymmetry (craniofacial anomalies); ankylosis of the temporomandibular joint; and other significant skeletal dysplasias.

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