Collaboration Agreements. The Company and GSK shall have entered into each of the Inhaled Collaboration and Option Agreement, in the form attached hereto as Exhibit F-1.
Collaboration Agreements supplementary
(1) A collaboration agreement may, in particular, make provision about the use, for the purposes of the agreement, of a power of a party to the agreement to— 20
(a) make arrangements for the exercise of the party’s functions by another person, or
(b) exercise functions jointly with another person.
(2) A collaboration agreement may include provision for payments to be made by the parties to the agreement for the purposes of facilitating that agreement. 25
(3) A party to a collaboration agreement may do anything that is necessary or expedient for the purposes of facilitating the agreement.
(4) Subsection (3) is subject to any restriction imposed on a party by, or by virtue of, an enactment or rule of law.
(5) A collaboration agreement may not include provision for the delegation of a 30 function where that function may not otherwise be delegated.
(6) The delegation of a function pursuant to a collaboration agreement does not affect the responsibility of any party to the agreement for the exercise of its functions.
(7) A collaboration agreement must make provision for a party to withdraw from 35 the agreement where in the view of that party the agreement is no longer in the interests of its efficiency or effectiveness.
(8) A collaboration agreement may be varied by a subsequent collaboration agreement.
Collaboration Agreements. Except as disclosed in the Prospectus Supplement, the Company has not received any written notice of the termination or threatened termination of any consulting, licensing, marketing, research and development, cooperative or any similar agreement filed as an exhibit to the Registration Statement, incorporated or deemed to be incorporated by reference in the Registration Statement, including without limitation, the collaborative agreements listed under the sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2003 entitled, “Business—Collaborations”.
Collaboration Agreements. This Article 6 supersedes the entirety of Sections 6.2 and 6.4 in that certain Clinical Collaboration Agreement dated July 31, 2020 between Dynavax and Valneva Austria, and the entirety of Section 3 of that certain Collaboration Agreement dated April 15, 2020, between Dynavax and Valneva Austria, as amended by Amendment No. 1 dated July 29, 2020.
Collaboration Agreements. The Project Owner is obligated to enter into collaboration agreements that govern the mutual rights and obligations of the parties. Such collaboration agreements must exist prior to the disbursement of funds from the Norwegian Cancer Society. The Project Owner is responsible for the collaboration agreements according with the terms and conditions defined in the contract.
Collaboration Agreements. An elected mayor who exercises the functions of a fire and rescue authority by virtue of section 107D of the Local Democracy, Economic Development and Construction Act 2009 may only enter into a collaboration agreement where the functions of the mayor to which the agreement relates are functions of a fire and rescue authority that the mayor is entitled to exercise. 5
Collaboration Agreements. The Collaboration Agreements shall have been executed and delivered by the Company, F.Hoxxxxxx-Xx Xxxxx Xxx, and Genentech, and such agreement shall be fully effective.
Collaboration Agreements. (a) Each Collaboration Agreement is valid and binding on each party thereto in accordance with its terms and is in full force and effect, except as limited by the Bankruptcy Exception and the Equity Exception. No Seller Company that is a party to, and, to the Knowledge of Seller, no other party to, a Collaboration Agreement is in breach in any significant manner or in default in any significant manner under (or has since January 1, 2010, received notice alleging it to be in breach in any significant manner of or default in any significant manner under), or has since January 1, 2010, provided or received any notice of any intention to terminate, such Collaboration Agreement. No event or circumstance has occurred that, with notice or lapse of time or both, would constitute an event of default under either Collaboration Agreement or result in a termination thereof or would cause or permit the acceleration or other material and adverse changes of any right or obligation or the loss of any material benefit thereunder. The representations above in this Section 4.08(a) are subject to Section 4.08(c) below.
(b) Each Seller Company that is a party to, and, to the Knowledge of Seller, each other party to, each Collaboration Agreement is in compliance in all material respects with the terms thereof. True, complete and correct copies of each Collaboration Agreement have been provided to Buyer. There are no material disputes pending or, to the Knowledge of Seller, threatened, under any Collaboration Agreement. The representations above in this Section 4.08(b) are subject to Section 4.08(c) below.
(c) The representations and warranties in Section 4.08(a) and (b) above shall not be breached solely by virtue of the sale of assets or shares of, or other business combination involving, OCD, or the transactions contemplated thereby.
Collaboration Agreements. Seller shall provide Buyer with reasonably prompt oral and written notice of (a) any material discussions between or among Seller or any of its Affiliates, on the one hand, and any Collaboration Partner, on the other hand, with respect to or relating to a Collaboration Agreement, including the status of the current discussions with Ortho Diagnostic Systems Inc. or any of its Affiliates regarding potential amendments to or settlements of monetary claims under the applicable Collaboration Agreement, (b) the receipt of any notice or material communication between or among Seller or any of its Affiliates, on the one hand, and any Collaboration Partner, on the other hand, with respect to or relating to a Collaboration Agreement and (c) any significant dispute or disagreement between or among Seller or any of its Affiliates, on the one hand, and any Collaboration Partner, on the other hand, with respect to or relating to a Collaboration Agreement.
Collaboration Agreements. Effective upon the Closing Date and notwithstanding anything to the contrary contained in any of the Synvisc Agreements, except as [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. otherwise set forth in this Section 2.1, each of the Synvisc Agreements and all verbal understandings relating thereto shall be irrevocably terminated and of no further force and effect, including without limitation, those provisions in the Synvisc Agreements expressly stated to survive termination, and the Parties shall be released from all obligations set forth in the Synvisc Agreements in accordance with the terms of Article 15. Notwithstanding the foregoing to the contrary, those terms of the Synvisc Agreements expressly stated in Sections 13.4 and 16.3 of this Agreement to survive termination (as well as any definitions referenced by such terms) shall remain in full force and effect in accordance with the terms and conditions of this Agreement.
