COMPANY and M Sample Clauses

COMPANY and M. I.T. agree to meet and develop an appropriate milestone to substitute for this paragraph based on the new drug discovery business model.” Except as specifically modified or amended hereby, the Agreement shall remain in full force and effect. The Effective Date of this Amendment is the latest date of the official signatures below. Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the Securities Act. Please indicate your acceptance of this Amendment by countersigning both copies of this letter and returning one to M.I.T. Sincerely, /s/ Xxxx Xxxxx Xxxx Xxxxx Technology Licensing Officer Agreed to for: Massachusetts Institute of Technology BioTrove, Inc. By: Name: /s/ Xxxx X. Xxxxxx Xxxx X. Xxxxxx By: Name: /s/ Xxxx X. Xxxxxx Xxxx X. Xxxxxx Title: Associate Director Technology License Office Title: Chief Financial Officer Date: June 30, 2005 Date: 2-8-05 Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the Securities Act. Technology Licensing Office Massachusetts Institute of Technology Five Cambridge Center, Xxxxxxx Square, Room NE25-230 Cambridge, Massachusetts 02142-1493 Letter Amendment Phone 000-000-0000 Fax 000-000-0000 Email xxx@xxx.xxx xxxx://xxx.xxx.xxx/tlo/ March 10, 2008 Xx. Xxxxx Xxxxxx Chief Technology Officer Vice President, Business Development BioTrove Inc. 12 Xxxx Xxxxxx Suite 4000 Woburn, MA 01801 Re: Amendment to Exclusive License Agreement #4908037 effective May 11, 2001, as amended by letters dated November 17, 2004, December 21, 2004 and February 8, 2005 (the “License Agreement”) for: M.I.T. Case No. 7967, “Method And Apparatus For Performing Microassays,” by Xxx X. Xxxxxx M.I.T. Case No. 91 18, “Molecular Screening In An Array Of Through-Holes,” by Xxxxx X. Xxxxxx, Xxx X. Xxxxxx and Xxxxx X. Xxxxxxx Dear Xxxxx: We appreciate BioTrove’s continued diligence in meeting the material and financial obligations of its License Agreement with M.I.T. While is has made first commercial sales of products and is making progress toward increasing those sales, progress to date has not been as rapid as anticipated. Some provisions of Section 3.1(h) have not been met and further provisions of Sections 3.1(h) and 2.2 are not expected to be met, and, consequently, coul...
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COMPANY and M. I.T. agree to meet and attempt to develop an appropriate milestone to substitute for this paragraph based on the new drug discovery business model.
COMPANY and M. I.T. shall amend the Agreement to update Appendix A to include patent applications corresponding to patent rights on the inventions disclosed in the MIT/BRIGHAM/HARVARD Invention Disclosures within [***] days of the filing of such patent applications. Such amendment shall provide that such patent application(s) on a MIT/BRIGHAM/HARVARD Invention Disclosure shall thereafter be included in Appendix A for all purposes of this Agreement. No fees will be due for the addition of any patent application on a MIT/BRIGHAM/HARVARD Invention Disclosure so added to this Agreement.
COMPANY and M. I.T. hereby agree that, subject to and upon the closing of the Merger, M.I.T., WXXXXXXXX, HARVARD and HOSPITAL shall be entitled to receive, and Company shall cause to be issued to M.I.T., WXXXXXXXX, HARVARD and HOSPITAL, shares of the common stock of Cerulean as estimated in the pro forma capitalization table attached as Exhibit 1, but which may be adjusted downward, proportionately based on any issuance of options to purchase common stock to be issued by the Company to its directors, employees and consultants on or after the Second Amendment Effective Date but prior to the Merger, but which in no event shall be less than the number of shares of Common Stock owned or controlled by M.I.T., WXXXXXXXX, HARVARD and HOSPITAL as of the date hereof as set forth in Exhibit 1. Company shall deliver the shares due to M.I.T., WXXXXXXXX, HARVARD and HOSPITAL within thirty (30) days of the closing of the Merger.

Related to COMPANY and M

  • Conduct of Employees and Staff Contractor shall ensure that all of Contractor’s employees and Staff provided under the Contract shall adhere to the standards of conduct prescribed in the Customer’s personnel policy and procedure guidelines, particularly rules of conduct, security procedures, and any other applicable rules, regulations, policies, and procedures of the Customer, including but not limited to Rule Chapter 33-208, Florida Administrative Code. The Contractor shall ensure that all Staff and employees wear attire suitable for the position, either a standard uniform or business casual dress, identified by the Customer.

  • Transfer of Employees At least three (3) regular work days' notice shall be given to the Union and the employees before workers are transferred from one reporting headquarters to another reporting headquarters. Upon failure to give three (3) days' notice, as stated above, the Employer shall pay one (1) additional day's subsistence for each day notice is not given, as defined in paragraph 5.2 to the existing shop headquarters. Where such penalty is applicable, it shall be based upon the headquarters from which the employee is being transferred. The notice of transfer required by this Section to be given to the Union shall be in writing to the Local Union's Business Office. The postmark date of such letter shall govern compliance. If the transfer is the result of the employee's request made through his/her Xxxxxxx or if no Xxxxxxx is available, the Business Representative, the reimbursement shall be waived.

  • PROTECTION OF EMPLOYEES Any Employee who in good faith reports a suspected or actual violation of law, regulation, University policy or procedure, or ethical or professional standards, will be protected from retaliation as a result of such reporting, regardless of whether or not, after investigation, a violation is found to have occurred.

  • The Company (ON BEHALF OF ITSELF AND, TO THE FULLEST EXTENT PERMITTED BY LAW, ON BEHALF OF ITS EQUITY HOLDERS AND CREDITORS) HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY IN RESPECT OF ANY CLAIM BASED UPON, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, THE REGISTRATION STATEMENT AND THE PROSPECTUS.

  • Employment of Employee (a) Except as provided in Sections 2(b), 2(c) and 2(d), nothing in this Agreement shall affect any right which Employee may otherwise have to terminate Employee's employment, nor shall anything in this Agreement affect any right which the Company may have to terminate Employee's employment at any time in any lawful manner. (b) In the event of a Potential Change in Control, to be entitled to receive the benefits provided by this Agreement, Employee will not voluntarily leave the employ of the Company, and will continue to perform Employee's regular duties and the services specified in the recitals of this Agreement until the Change in Control Date. Should Employee voluntarily terminate employment prior to the Change in Control Date, this Agreement shall lapse upon such termination and be of no further force or effect. (c) If Employee's employment terminates on or after the Change in Control Date, the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4. (d) If Employee's employment is terminated by the Company prior to the Change in Control Date but on or after a Potential Change in Control Date, then the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4 unless the Company reasonably demonstrates that Employee's termination of employment neither (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change in Control nor (ii) arose in connection with or in anticipation of a Change in Control. Solely for purposes of determining the timing of payments and the provision of benefits in Sections 3 and 4 under the circumstances described in this Section 2(d), Employee's date of termination shall be deemed to be the Change in Control Date.

  • Commencement of Employment 2.1 The Employment will start on 1 June 2009 (the “Commencement Date”). The Employment will continue until termination in accordance with the provisions of this agreement. 2.2 The Executive warrants that he is not prevented from taking up the Employment or from performing his duties in accordance with the terms of this agreement by any obligation or duty owed to any other party, whether contractual or otherwise.

  • CONTRACT OF EMPLOYMENT 22.1 At the point of engagement of each Employee, the Employer must inform the person in writing whether the engagement is on a permanent, casual or job share basis, stating by whom the Employee is employed, the job performed, the classification level, office from which they are engaged and the relevant rate of pay. Employees may relocate and transfer their office of engagement provided that there has been consultation between the Parties and it is agreed in writing between the Employer and the Employee. Each new Employee shall upon commencement also be provided with a copy of this Agreement, or alternatively, access to the Agreement in electronic format at the discretion of the Employee. 22.2 The Employer may direct an Employee to carry out such duties as are reasonably within the limits of the Employee's skill, competence and training consistent with the Employee's classification provided that such duties do not promote deskilling. 22.3 If an Employee is absent from work for a period for which they have or will claim workers' compensation, the Employee's contract of employment shall remain intact during the period of absence. The Employer shall continue to make contributions (and where applicable, reports of service) on behalf of the Employee to BUSSQ, XXXX, BEWT, CIPQ and Qleave or NTBuild or other funds nominated herein. The Employee shall also continue to accrue all appropriate leave entitlements for the first twelve months of the Employee's absence due to the workers compensation claim.

  • Non-Recruitment of Employees During the Restricted Period, Executive will not, directly or indirectly, solicit, recruit or induce any Employee to (i) terminate his or her employment relationship with the Company or any of its Subsidiaries or (ii) work for any other person or entity engaged in the Business.

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  • Transfer of Employment Notwithstanding any other provision ---------------------- herein to the contrary, the Company shall cease to have any further obligation or liability to the Executive under this Agreement if (a) the Executive's employment with the Company terminates as a result of the transfer of his employment to any other Affiliate of the Corporation, (b) this Agreement is assigned to such other Affiliate, and (c) such other Affiliate expressly assumes and agrees to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no assignment had taken place. Any Affiliate to which this Agreement is so assigned shall be treated as the "Company" for all purposes of this Agreement on or after the date as of which such assignment to the Affiliate, and the Affiliate's assumption and agreement to so perform this Agreement, becomes effective.

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