Consequences of Termination of Agreement. In the event this Agreement is terminated pursuant to Section 11.2, the following provisions shall apply, as applicable:
Consequences of Termination of Agreement. If this Agreement terminates, any Order Forms in effect will remain in effect in accordance with their terms (including the terms of this Agreement that are incorporated by reference), but no new Order Forms may be entered into under this Agreement.
Consequences of Termination of Agreement. In the event of the termination of this Agreement pursuant to this Article 9, the following provisions shall apply:
9.3.1 If this Agreement is terminated by Ophthotech pursuant to Section 9.2.1 or by Archemix pursuant to Sections 9.2.2, 9.2.3 or 9.2.4:
(a) all licenses granted by Archemix to Ophthotech shall immediately terminate;
(b) Ophthotech shall promptly return all Confidential Information of Archemix; provided, that Ophthotech may retain one (1) copy of Confidential Information of Archemix in its archives solely for the purpose of establishing the contents thereof and ensuring compliance with its obligations hereunder; and
(c) each Sublicensee of Ophthotech shall be considered a direct licensee of Archemix; provided, that, (i) such Sublicensee is then in material compliance with all terms and conditions of its sublicense, (ii) all accrued payments obligations of such Sublicensee to Archemix have been paid, and (iii) such Sublicensee agrees in writing to remain in compliance with all terms and conditions of the sublicense (subject to any notice and cure period provisions contained in any such sublicense agreement with such Sublicensee).
9.3.2 If this Agreement is terminated by Ophthotech pursuant to Sections 9.2.3 or 9.2.4, all licenses granted by Archemix to Ophthotech shall survive subject to Ophthotech’s continued payment of all royalties, milestones, Sublicense Income and other payments pursuant to Article 4; and Ophthotech shall promptly return all Confidential Information of Archemix that is not subject to a continuing license hereunder; provided, that Ophthotech may retain one (1) copy of each such Confidential Information of Archemix in it archives solely for the purpose of establishing the contents thereof and ensuring compliance with its obligations hereunder.
Consequences of Termination of Agreement. 10.3.1 When this Agreement is terminated the Client shall be liable to:
(a) pay for all agreed advertising, incurred by the Agent up to the date of termination, and
(b) pay the Agent’s fees, where a sale has been arranged and the purchaser is a person or entity
(i) introduced by the Agent; or
(ii) with whom the Agent had negotiations about the sale prior to the termination of the Agreement; or
(iii) introduced by another Agent prior to the termination of the Agreement, and
(c) pay any agreed expenses and outlays incurred by the Agent up to the date of termination.
10.3.2 The Agent shall not be entitled to a fee where the property is sold more than 1 month after the termination of this Agreement
10.3.3 The Agent, when this Agreement is terminated:
(a) shall not impede the introduction of a new agent, and
(b) subject to data protection regulations, shall transfer all relevant records held which are the property of the Client to the Client or a person nominated by the Client, including the transfer of electronic records promptly and without delay and in any event no later than 14 days after termination.
Consequences of Termination of Agreement. Upon termination of this Agreement, the following shall occur:
(a) Each Party shall pay to the other any amounts owed to the other Party that have accrued prior to the date of termination;
(b) all license rights granted by Burcon to ADM hereunder shall terminate, unless otherwise expressly set forth herein and, if the termination of this Agreement is pursuant to Section 8.3(b) or (c), all license rights granted by ADM to Burcon hereunder shall terminate, unless expressly set forth herein;
(c) Each Party shall return or destroy, as applicable, all Confidential Information belonging to the other Party and, if destroyed, shall provide evidence of such destruction; provided, however each Party may retain computer back-up tapes generated in the ordinary course of business that may contain Confidential Information and information from which Confidential Information is revealed or could be ascertained for that amount of time normally retained in the ordinary course of business; and further provided that each Party may retain a single copy of the Confidential Information for archival purposes or purposes relating to any legal dispute, such copy to be held by such Party’s independent legal counsel or, upon the written undertaking of in-house legal counsel that such copy shall not be accessed by or accessible to any personnel of the Party other than the in-house legal counsel, by such Party’s in-house legal counsel; all provided, however, such Party shall continue to abide by the terms of Article 7 relating to the treatment and nondisclosure of Confidential Information with respect to any such information;
(d) termination of this Agreement for any reason shall not release either ADM or Burcon from any liability which at the time of such termination has already accrued to the other Party;
(e) in the event that Burcon terminates this Agreement pursuant to Section 8.3(d)(i) or (ii), and no license to Burcon under Section 3.6 was previously granted by ADM, then ADM shall grant to Burcon an irrevocable, perpetual, world-wide, non-exclusive and royalty-free license, with a right to sublicense, to use the ADM Improvements to make, have made, use, market or sell the Products;
(f) termination of this Agreement for any reason shall be without prejudice to any other remedies which any Party may otherwise have. Notwithstanding the termination or expiration of this Agreement, the provisions of Article 1 (Interpretation), Article 7 (Confidentiality), Article 8 (Term and Terminati...
Consequences of Termination of Agreement. If this Agreement terminates, any SOW in effect will remain in effect in accordance with their terms, but no new SOWs may be entered into under this Agreement.
Consequences of Termination of Agreement. 11.3.1 When this Agreement is terminated the Client shall be liable to:
a) pay for all agreed advertising incurred by the Agent up to the date of termination, and
b) pay the Agent’s letting and management fees for the full duration of the Agreement including where a tenancy has been arranged and the tenant is a person:
(i) introduced by the Agent; or
(ii) with whom the Agent had negotiations about the tenancy prior to the termination of the Agreement; or
(iii) introduced by another agent prior to the termination of the Agreement, and
c) pay any charges in respect of maintenance and repairs and for any other additional services undertaken by the Agent up to the date of termination of this Agreement.
11.3.2 The Agent shall not be entitled to a fee where the property is let more than 90 days after the termination of this Agreement.
11.3.3 The Agent, when this Agreement is terminated:
a) shall not impede the introduction of a new Agent, and
b) subject to Data Protection regulations, shall transfer all relevant records held which are the property of the Client to the Client or a person nominated by the Client, including the transfer of electronic records promptly and without delay and in any event no later than 90 days after termination.
Consequences of Termination of Agreement. 11.3.1 When this Agreement is terminated the Client shall be liable to: pay for all agreed advertising incurred by the Agent up to the date of termination, and pay the Agent’s fees where a tenancy has been arranged and the tenant is a person: introduced by the Agent; or with whom the Agent had negotiations about the tenancy prior to the termination of the Agreement; or introduced by another agent prior to the termination of the Agreement, and pay any charges in respect of maintenance and repairs and for any other additional services undertaken by the Agent up to the date of termination of this Agreement.
11.3.2 The Agent shall not be entitled to a fee where the property is let more than <SPECIFY PERIOD> after the termination of this Agreement.
11.3.3 The Agent, when this Agreement is terminated: shall not impede the introduction of a new Agent, and subject to Data Protection regulations, shall transfer all relevant records held which are the property of the Client to the Client or a person nominated by the Client, including the transfer of electronic records promptly and without delay and in any event no later than <SPECIFY PERIOD> days after termination.
Consequences of Termination of Agreement. Upon the expiration or early termination of this Agreement for any reason, the following provisions shall apply.
(a) Spectrum shall conduct an orderly wind down of Spectrum’s Promotion and other Commercialization activities as agreed by Eagle, and Spectrum shall provide to Eagle such Product-related information as is maintained by Spectrum and is reasonably required to transition Spectrum’s Promotion and other Commercialization responsibilities to Eagle. Commencing reasonably in advance of expiration of the Term or, if applicable, upon notice of early termination of this Agreement pursuant to Section 12.2, Eagle shall have the right to engage a Third Party to facilitate the smooth transition of Spectrum’s obligations hereunder to Eagle or its designee, and the license granted to Spectrum under Section 2.1(a) will be deemed to be non-exclusive at such time for such purpose.
(b) Except as otherwise agreed by Eagle with respect to any wind-down activities, all rights of Spectrum to perform Promotion and other activities hereunder shall terminate immediately and be of no further force and effect, and Spectrum shall promptly cease all Promotion (including Detailing) activities and all other Commercialization activities, shall promptly discontinue the use of any Trademarks and Copyrights in the Territory and shall promptly return to Eagle, or dispose of in accordance with instructions from Eagle, all Promotional Materials and Training Materials in its possession or the possession of its Affiliates or any of the Spectrum Personnel. Spectrum will provide Eagle with a certified statement that all remaining Promotional Materials and Training Materials have been returned or otherwise properly disposed of, and that neither Spectrum nor any Spectrum Personnel are in possession or control of any such Promotional Materials or Training Materials, and will not be using any such Promotional Materials or Training Materials as of the effective date of termination (unless otherwise agreed by Eagle with respect to any wind-down activities).
(c) Each Party shall, at the other Party’s request, promptly return to such Party or, at such Party’s option, destroy all Confidential Information of the providing Party and provide that Party with a certified statement that all Confidential Information of the providing Party has been returned or destroyed; provided that the receiving Party may retain one (1) copy of the Confidential Information of the providing Party in its archives solely ...
Consequences of Termination of Agreement. The Client shall be liable to pay all fees and expenses, due under this Agreement, within <NUMBER> days of receiving the final invoice from the Agent. The Agent:
(a) shall not impede the introduction of a new agent, and
(b) subject to Data Protection regulations, shall, where requested, transfer all records held which are the property of the Client to the Client or a person nominated by the Client, including the transfer of electronic records promptly and without delay and in any event no later than <NUMBER> days after being requested to transfer the records.
