Cessation of Development Sample Clauses

Cessation of Development. Anything herein to the contrary notwithstanding, during the Initial Development Period, the Buyer, in its sole discretion may elect to discontinue the development and commercialization of the Cell Deposition Device (the “Cessation of Development Determination”) if in the opinion of the Buyer continued development of the Cell Deposition Device is no longer warranted as a result of (i) the technically inadequate or poor performance of the Cell Deposition Device and underlying technology, whether as a consequence of design, engineering, manufacturing, or clinical practice; (ii) unforeseen negative clinical implications, or poor or adverse clinical patient outcomes; (iii) changes to laws regarding the harvesting, processing, manipulation, and/or use of stem cells in the Cell Deposition Device or underlying technology, which have an adverse effect on further development or commercialization, of the Cell Deposition Device; (iv) protracted FDA approval engagement as a consequence of unforeseen hurdles or technical complications; (v) the inability of key commercial partners to fulfill technical requirements; (v) the inability to secure reimbursement or other such reasonable means of payment from customers; (vi) the introduction of a competitive technology or technologies that would reduce the potential market for the Cell Deposition Device; (vii) failure of the Seller to comply with Section 12.9; or (viii) the inability of the Buyer to secure funding on commercially reasonable terms for the General Development and Commercialization Goals (collectively, the “Development Cessation Factors”). Upon a Cessation of Development Determination in accordance herewith, the Buyer has no further obligation with respect to the expenditure of the Minimum Development Amount.
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Cessation of Development. For purposes of this Agreement the Company shall be deemed to have ceased development if the Company has not, in any period of eighteen (18) consecutive months, opened a new Restaurant or executed a lease or purchase contract for a new Restaurant.
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Cessation of Development. (a) If Licensee (i) ceases, as to be determined by Licensor in its reasonable discretion, to invest sufficient resources in the development efforts of Licensed Products or the TNT Technology (as defined below) at any time during the Term, and does not cure such failure to the reasonable satisfaction of Licensor within six (6) months of Licensor’s notice; and/or (ii) fails to invest in such development efforts at least three hundred thousand US Dollars (US $300,000) during the first three (3) years of the Term, Licensor shall have the right to terminate this Agreement immediately upon written notice to Licensee. (b) Notwithstanding anything to the contrary in this Agreement, the parties hereto agree, that under this Section 12.5, upon the elapse of the notice period of six (6) months (as aforesaid), the Licensee shall be entitled, during an additional six (6) month period (“Sourcing Period”), to sell the License granted under this Agreement to a third party buyer to be sourced by Licensee (“Buyer”), in the form of an assignment of this Agreement and pursuant to a written purchase agreement which has been approved in advance and in writing by Licensor (so as to make sure that the Licensor’s rights under such agreement are maintained and the Buyer is not unreasonable to Licensor based on the following indicators: (i) the Buyer is in legal proceedings against Licensor, (ii) the Buyer has equity less than US$5 million (as reflected in such Buyer’s most recent audited financial statements or other applicable financial reports of the Buyer to the extent the buyer is not required to have audited financial statements and financial statements are not available). (c) For the avoidance of doubt, it is made clear that in the event that Licensee fails to source an agreed Buyer within the Sourcing Period, Licensor shall have the right to terminate this Agreement immediately following the Sourcing Period, upon written notice to Licensee. (d) In the event that Licensee wishes to sell the License granted to it to an agreed Buyer, pursuant to this Section 12.5, the Licensee shall submit an Offer (as defined below) to sell such License to the Licensor prior to any sale of such License to the agreed Buyer.
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Cessation of Development a. For purposes of this Agreement, Sublicensee shall be deemed to have ceased development if Sublicensee has not, in any period of twenty-four (24) consecutive months, opened three (3) new Restaurants. b. If Sublicensee ceases development: (i). Sublicensor shall have the exclusive right and option to purchase the entire (and not less than the entire) Membership Interest of Outback in Sublicensee for its Fair Market Value.
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Cessation of Development. On a Licensed Target-by-Licensed Target basis, Wave may, at its election, terminate this Agreement with respect to such Licensed Target upon thirty (30) days’ prior written notice to Takeda in the event that Takeda and its Affiliates do not conduct any Development or Commercialization activities with respect to Licensed Compounds, Licensed Products, or Companion Diagnostics directed to such Licensed Target for a continuous period [***].
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Cessation of Development. In the event ***. This Provision shall not apply to an Optionable Development Candidate against a Target in which the parties are ***.
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Cessation of Development. Continuance Threshold The remaining void available for landfill on the Land at the end of the final day of the Interim Review Period is four million four hundred and twenty-five thousand two hundred and seven cubic metres (4,425,207m3) or less Early Closure Plan A written early closure plan in respect of the Development that will ensure that Substantial Completion of Restoration of the Land occurs by 31 December 2021 but which (for the avoidance of doubt) may at the absolute discretion of 3CWL provide for the landfilling comprised in the Development to continue into 2021 EIA An Environmental Impact Assessment pursuant to the EIA Regulations EIA Regulations The Town and Country Planning (Environmental Impact Assessment) Regulations 2011 EIA Screening Request A request for a screening opinion pursuant to the EIA Regulations in respect of the Early Closure Plan Interim Review Period The period between 1 October 2013 and 30 September 2018 Interim Review A written review carried out by the Interim Review Expert which shall determine: (i) The amount of the Remaining Available Landfill Space; (ii) Whether or not the Continuance Threshold has been met ; (iii) In the event that the Continuance Threshold has not been met whether or not the Qualified Continuance Threshold has been met ; (iv) In the event that: (I) the Continuance Threshold has not been met; and (II) the Qualified Continuance Threshold has been met, whether or not the Qualification Criterion is satisfied Interim Review Expert An independent and suitable person being a Fellow of the Royal Institute of Chartered Surveyors with suitable experience in waste management to be appointed (in the absence of an agreement) by or on behalf of the President for the time being of the Royal institute of Chartered Surveyors. Qualified Continuance Threshold The remaining void available for landfill on the Land at the end of the final day of the Interim Review Period is four million six hundred and ninety-eight thousand four hundred and sixty-nine cubic metres (4,698,469m3) or less Qualification Criterion That there is a demonstrable likelihood that the Remaining Available Landfill Space will be filled by 13 October 2025 Remaining Available Landfill Space The void available for landfill on the Land on 30 September 2018 Substantial Completion of Restoration of the Land The restoration of the Land to such a state that it is capped and soiled Prior to 31 December 2018 3CWL shall: Procure the appointment of the Interim Rev...
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Cessation of Development. In the event that GSK formally decides by way of a public statement or a documented decision by a GSK internal research and development investment committee to cease all development, manufacture and/or commercialisation of all Licensed Products and/or this Agreement, it shall so notify Immutep as soon as reasonably practicable thereafter. Such notification in accordance with this Clause 3.4 shall be deemed to be a notice of termination in respect of all the Licensed Products in accordance with Clause 15. 4 RESEARCH COLLABORATION
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Cessation of Development. For purposes of this Agreement the Company shall be deemed to have ceased development if (i) during the first three (3) years from the date of this Operating Agreement the Company has not, in any period of eighteen (18) consecutive months, executed a lease or purchase contract for a new Restaurant, or, in any period of twenty-four (24) consecutive months, opened a new Restaurant; or (ii) the Company has not, in any period of twenty-four (24) consecutive months beginning after the expiration of three (3) years from the date of this Operating Agreement, opened three (3) new Restaurants.
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Related to Cessation of Development

  • Completion of Development 7.4.1 Upon the completion of the whole development or complete phases of the development, Council may review this Agreement, in whole or in part, and may: (a) retain the Agreement in its present form; (b) negotiate a new Agreement; (c) discharge this Agreement; or (d) for those portions of the development which are completed, discharge this Agreement and apply appropriate zoning pursuant to the Municipal Planning Strategy and Land Use By-law for Halifax Peninsula as may be amended from time to time.

  • Commencement of Development 5.3.1 In the event that development on the Lands has not commenced within five (5) years from the date of registration of this Agreement at the Registry of Deeds or Land Registry Office, as indicated herein, the Agreement shall have no further force or effect and henceforth the development of the Lands shall conform with the provisions of the Land Use By-law. For the purpose of this section, commencement of development shall mean issuance of a Mobile Home Park Construction Permit. 5.3.2 For the purpose of this section, Council may consider granting an extension of the commencement of development time period through a resolution under Section 4.1 of this Agreement, if the Municipality receives a written request from the Developer at least sixty (60) calendar days prior to the expiry of the commencement of development time period.

  • Staff Development ‌ The County and the Association agree that the County retains full authority to determine training needs, resources that can be made available, and the method of payment for training authorized by the County. Nothing in this subsection shall preclude the right of an employee to request specific training.

  • Subsequent Developments After the date of this Contract and until the Closing Date, Seller shall use best efforts to keep Buyer fully informed of all subsequent developments of which Seller has knowledge (“Subsequent Developments”) which would cause any of Seller’s representations or warranties contained in this Contract to be no longer accurate in any material respect.

  • Notice of Developments Each Party will give prompt written notice to the other of any material adverse development causing a breach of any of its own representations and warranties in Section 3 and Section 4 above. No disclosure by any Party pursuant to this Section 5(f), however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

  • Joint Development If joint development is involved, the Recipient agrees to follow the latest edition of FTA Circular 7050.1, “Federal Transit Administration Guidance on Joint Development.”

  • Independent Development Receiving Party may currently or in the future be developing information internally, or receiving information internally, or receiving information from other parties that may be similar to the Disclosing Party's Confidential Information. Accordingly, nothing in this Agreement will be construed as a representation or inference that Receiving Party will not develop or have developed products or services, that, without violation of this Agreement, might compete with the products or systems contemplated by the Disclosing Party's Confidential Information.

  • Employee Development The Employer may provide employees the opportunity to participate in appropriate seminars, workshops or short courses. When possible and appropriate the Employer will provide to all staff information on seminars, workshops or short courses by posting a notice on the Employer’s internal web site.

  • Project Development a. Collaborate with COUNTY and project clients to identify requirements and develop a project Scope Statement. a. Develop a Work Breakdown Structure (WBS) for each project. b. Evaluate Scope Statement to develop a preliminary cost estimate and determinate whether project be vendor bid or be executed under a Job Order Contract (JOC).

  • Skills Development The Company acknowledges the changing pace of technology in the electrical contracting industry and the need for employees to understand those changes and have the necessary skill requirements to keep the Company at the forefront of the industry. The Parties to this Agreement recognise that in order to increase the efficiency, productivity and competitiveness of the Company, a commitment to training and skill development is required. Accordingly, the parties commit themselves to: i) Developing a more highly skilled and flexible workforce. ii) Providing employees with career opportunities through appropriate training to acquire the additional skills as required by the Company. Taking into account; The current and future skill needs of the Company. The size, structure and nature of the Company. The need to develop vocational skills relevant to the Company and the Electrical Contracting Industry. Where, by agreement between the employee and employer, an employee undertakes training providing skills, which are not a company specific requirement, any time spent in the completion of this training shall be unpaid.

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