BU Agreement Sample Clauses

BU Agreement. Sublicensee acknowledges and agrees that all Patents Rights with respect to which Sublicensor has granted rights to Sublicensee under this Agreement are licensed to Sublicensor pursuant to the BU Agreement, and that such rights are granted subject to, and are limited by, all applicable terms and conditions of the BU Agreement. Notwithstanding anything to the contrary in this Agreement, Sublicensee (a) shall comply with and be bound directly to BU in respect of all applicable terms and conditions of the BU Agreement with respect to activities performed by or on behalf of Sublicensee pursuant to this Agreement including, without limitation, Sections 2.03, 2.04, 2.05 and 2.06, Article V, Sections 6.01, 6.02 and 6.03, and Article VII, Article VIII and Article IX of the BU Agreement, (b) shall be responsible for all obligations of Sublicensor under the BU Agreement arising out of the practice by or on behalf of Sublicensee of the sublicense or other rights with respect to the Sublicensed Patents, and (c) acknowledges and agrees to all rights of Boston University and any other parties granted or reserved in the BU Agreement. Without limiting the foregoing, Sublicensee acknowledges and agrees that it shall be solely responsible for, and shall pay directly to BU, all payments owed to BU under the BU Agreement to the extent arising out of the exercise of the sublicense and other rights granted with respect to the Sublicensed Patents, as will be more fully described in the Three Party Agreement. Sublicensor shall not amend the BU Agreement in a manner that adversely affects Sublicensee’s sublicense hereunder, or terminate the BU Agreement, without Sublicensee’s prior written consent.
Sample 1
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Related to BU Agreement

  • Retention Agreements The parties agree and acknowledge that the obligations due to each of Xxxx Xxxxxx, Xxx Xxxx, Xxxx Xxxxx, Xxx Xxxxx and Xxxxxx X. Xxxxxxxxxx pursuant to the Retention Agreements shall not be due and payable until such amounts are due under such Retention Agreements and that, notwithstanding the foregoing, such amounts shall be deducted from the Aggregate Merger Consideration at the Closing as Company Transaction Expenses and paid by the Surviving Corporation when due under the Retention Agreements. Parent agrees to cause the Surviving Corporation to transmit any amounts deducted from the Effective Date Aggregate Merger Consideration with respect to the Retention Agreements that, after the Closing, no longer will become due or payable in accordance with the terms of the Retention Agreements as determined in good faith by the Surviving Corporation, plus an amount equal to three and 15/100 percent (3.15%) interest compounding annually on the obligations due pursuant to the Retention Agreements (collectively, the “Unused Retention Amount”) to the Stockholders’ Representative for distribution to the Stockholders.

  • Transition Agreement At Closing, Buyer and Seller shall execute the applicable Transition Agreements.

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Letter Agreement The Company shall have entered into the Letter Agreement on terms satisfactory to the Company.

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

  • Termination Agreement (1) If the Franchise Agreement shall be terminated due to the expiration, both parties shall sign a Termination Agreement through negotiation completed 180 days prior to the expiration date.

  • Consulting Agreement THIS CONSULTING AGREEMENT entered into as of this 26th day of January, 2004 between DIAMOND DISCOVERIES INTERNATIONAL CORP., a Delaware corporation (the "Company") and Xxxxx Xxxxxxxx ("Consultant").

  • Xxxxxx Agreement Xxxx Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreement, written or oral, with respect thereto.

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Separation Agreement The Parties agree that, in the event of a conflict between the terms of this Agreement and the Separation Agreement with respect to the subject matter hereof, the terms of this Agreement shall govern.

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