CERUS Sample Clauses

CERUS. SUPPLIED MATERIALS; PL-2410; ILLUMINATORS
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CERUS. Motor starters for commercial and industrial applications CLIMACOOL – Modular chiller systems1, simultaneous heating and cooling heat pump chillers CLIMATE BY DESIGN S– Dedicated desiccant air-supply units provide low-humidity conditions necessary to maintain a dry environment. Food Processing, hospital and surgical suites, ice arena, mobile rental, etc. CLIMATE-MASTER – Commercial geothermal and water source heat pumps COMPOSITE COOLING SOLUTIONS – CCS is a custom cooling tower solutions provider specializing in the design and build of field erected fiberglass and concrete cooling towers. CONDAIR – Electronic steam humidifiers, centrifugal atomizing humidifiers; live steam type humidifiers CORE ENERGY RECOVERY SOLUTIONS – Provides a fixed plate total enthalpy solution (both sensible and latent recovery) ERV with the benefits of low maintenance from no moving parts and is AHRI certified to 0% cross-contamination DESERT AIRE – Commercial, industrial, pool and residential dehumidifiers; high efficiency 100% OSA dehumidifiers with optional energy recovery wheel ENTOUCH CONTROLS – HVAC controllers; thermostats for buildings and facilities; allowing for remote facility automation control, energy monitoring and alarming ENVERID – HVAC Load Reduction modules with ASHRAE 145.2 certified air cleaning technology FRANKLIN CONTROLS – Motor starters for commercial and industrial applications GOVERNAIR – Custom air handlers, fanwall systems, energy pack custom HVAC solution, ultraline custom packaged rooftop systems GREENHECK – DOAS, make-up air units, kitchen hood systems, exhaust fans, controls and fire suppression systems HEAT PIPE TECHNOLOGY, INC. – World leader in HVAC heat pipe applications with complete lines of dehumidification wrap-around as well as energy recovery heat pipes.
Sample 1
CERUS. Cerus agrees that in the event of any registration of the Shares pursuant to this Section 6, Cerus shall indemnify and hold harmless MEDI Ventures, its directors, officers, members, partners, agents and affiliates and each other person or entity, if any, who controls MEDI Ventures within the meaning of the Securities Act (including, without limitation, MedImmune), against any losses, claims, damages or liabilities, joint or several, to which MEDI Ventures or any such director, officer, member, partner, agent or affiliate or controlling person or entity may become subject under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities, joint or several (or actions or proceedings, whether commenced or threatened, in respect thereof), arise out of or are based upon (i) any untrue statement or alleged untrue statement of any material fact contained in the Registration Statement, any preliminary or final prospectus contained therein, or any amendment or supplement thereto, (ii) any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein in light of the circumstances in which they were made not misleading, or (iii) any violation by Cerus of any federal, state or common law rule or regulation applicable to Cerus and relating to action required of or inaction by Cerus in connection with any such Registration Statement, and Cerus shall reimburse MEDI Ventures and each such director, officer, member, partner, agent or affiliate and controlling person or entity for any legal or any other expenses reasonably incurred by them in connection with investigating or defending any such loss, claim, liability, action or proceeding; provided, that Cerus shall not be liable in any such case to MEDI Ventures or any such director, officer, member, partner, agent, affiliate or controlling person or entity to the extent that any such loss, claim, damage, liability (or action or proceeding in respect thereof) or expense arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in such registration statement, any such preliminary prospectus, final prospectus, amendment or supplement in reliance upon and in conformity with written information furnished to Cerus through an instrument duly executed by or on behalf of MEDI Ventures, specifically stating that it is for use in the preparation of such Registration Statement, ...
Sample 1
CERUS. CERUS shall mean Cerus Corporation, a Delaware, USA, corporation, 0000 Xxxxxxxx Xxxxx, Xxxxxxx, XX 00000, or, if applicable, its subsidiary and EC Representative, Cerus Europe X.X., Xxxxxxxxxxxxxx 00-X, 0000 XX Xxxxxxxxxx, Xxx Xxxxxxxxxxx
Sample 1

Related to CERUS

  • Baxter and Nexell shall cooperate in any action taken by a third party solely involving a nullity action, opposition, reexamination or any other action taken by such third party alleging the invalidity or unenforceability of any Licensed Intellectual Property. Both parties agree to share equally in the cost of the defense of such Licensed Intellectual Property.

  • 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.

  • AMD AMD shall keep records in sufficient detail to enable FoundryCo to determine that AMD has complied with its second sourcing limitations in Section 2.1(b) and its GPU Product volume sourcing commitments in Section 2.1(c). AMD shall permit said records to be inspected, at FoundryCo’s expense, upon reasonable advance notice, during regular business hours by an independent auditor selected by FoundryCo and approved by AMD, which approval shall not be unreasonably withheld. The audit shall be for the purpose of verifying that AMD has complied with its second source restrictions in Section 2.1(b) and its GPU Product sourcing commitments in Section 2.1(c). Inspections conducted under this Section 8.1(b) shall be at FoundryCo’s expense, unless AMD has a non-compliance variance adverse to FoundryCo of [****] percent ([****]%) or more of (i) the relevant [****] percent ([****]%) second source restriction or (ii) the GPU Minimum Percentage for the applicable audited period, in which case AMD shall bear the reasonable expenses of such audit.

  • Manufacturing Technology Transfer With respect to each Technology Transfer Product, upon AbbVie’s written request after the Inclusion Date for the Included Target to which such Technology Transfer Product is Directed, Morphic shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party manufacturer) of all Morphic Know-How and Joint Know-How relating to the then-current process for the Manufacture of such Technology Transfer Product (the “Manufacturing Process”) and to implement the Manufacturing Process at facilities designated by AbbVie (such transfer and implementation, as more fully described in this Section 5.3, the “Manufacturing Technology Transfer”). To assist with the Manufacturing Technology Transfer, Morphic will make its personnel reasonably available to AbbVie during normal business hours for up to [***] FTE hours with respect to each Included Target (in each case, free of charge to AbbVie) to transfer and implement the Manufacturing Process under this Section 5.3. Thereafter, if requested by AbbVie, Morphic shall continue to perform such obligations; provided, that AbbVie will reimburse Morphic for its full-time equivalent (FTE) costs (for clarity, in excess of [***] FTE hours) and any reasonable and verifiable out-of-pocket costs incurred in providing such assistance. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

  • Licensee Licensee represents and warrants that:

  • Licensor any Person from whom a Grantor obtains the right to use any Intellectual Property. Lien: any Person’s interest in Property securing an obligation owed to, or a claim by, such Person, whether such interest is based on common law, statute or contract, including liens, security interests, pledges, hypothecations, statutory trusts, reservations, exceptions, encroachments, easements, rights-of-way, covenants, conditions, restrictions, leases, and other title exceptions and encumbrances affecting Property. Lien Waiver: an agreement, in form and substance satisfactory to Collateral Agent, by which (a) for any material Collateral located on leased premises, the lessor waives or subordinates any Lien it may have on the Collateral, and agrees to permit Collateral Agent to enter upon the premises and remove the Collateral or to use the premises to store or dispose of the Collateral; (b) for any Collateral held by a warehouseman, processor, shipper, customs broker or freight forwarder, such Person waives or subordinates any Lien it may have on the Collateral, agrees to hold any Documents in its possession relating to the Collateral as agent for Collateral Agent, and agrees to deliver the Collateral to Collateral Agent upon request; (c) for any Collateral held by a repairman, mechanic or bailee, such Person acknowledges Collateral Agent’s Lien, waives or subordinates any Lien it may have on the Collateral, and agrees to deliver the Collateral to Collateral Agent upon request; and (d) for any Collateral subject to a Licensor’s Intellectual Property rights, the Licensor grants to Collateral Agent the right, vis-à-vis such Licensor, to enforce Collateral Agent’s Liens with respect to the Collateral, including the right to dispose of it with the benefit of the Intellectual Property, whether or not a default exists under any applicable License.

  • 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.

  • Manufacturing Services Jabil will manufacture the Product in accordance with the Specifications and any applicable Build Schedules. Jabil will reply to each proposed Build Schedule that is submitted in accordance with the terms of this Agreement by notifying Company of its acceptance or rejection within three (3) business days of receipt of any proposed Build Schedule. In the event of Jabil’s rejection of a proposed Build Schedule, Jabil’s notice of rejection will specify the basis for such rejection. When requested by Company, and subject to appropriate fee and cost adjustments, Jabil will provide Additional Services for existing or future Product manufactured by Jabil. Company shall be solely responsible for the sufficiency and adequacy of the Specifications [***].

  • Distributor The Distributor represents and warrants that: (i) the Distributor is a limited partnership duly organized and in good standing under New York law; (ii) the Distributor is registered as a broker-dealer under federal and applicable state securities laws and is a member of the NASD; and (iii) the Distributor is registered as an investment adviser under federal securities laws.

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